CorpCast Episode 2: Advancement 101
CorpCast Episode 1: Sections, 204, 205 and In re Numoda
Are there drawbacks to positive thinking in legal transactions?
Homebuilder Series Webinar: Fiduciary Duties & Auditor Liability
FCPA Compliance and Ethics Report Episode 129-Judge Rakoff, Judge Leon and Individual Prosecutions Under the FCPA
Why Every Day Is Proxy Season for Public Companies
Do Employers Have to Pay For All Time Worked?
Do I need an attorney if I am buying or selling a business?
Corcoran: Infighting on Compensation Costs BigLaw Time and Money
Conducting Corporate Internal Investigations
Zimmermann: "Two Class" Partnership Culture Emerging in BigLaw
Appel: Corporate Inversions Could Mean Big Tax Bills For Shareholders
Hedge Funds Word of the Day™ – Accelerated Share Repurchase
Data Privacy: The Next Frontier of Corporate Compliance
Planning For The Exit – What’s Your Exit Strategy?
Hedge Funds Word of the Day™ – CFTC
What are the Implications of Alice v. CLS?
What Questions CEOs and Board Members Should Be Asking Themselves About Tax Inversions
Hedge Funds Word of the Day™ – Derivative
Legal Considerations for Web-Based Start-Ups
Urged on by activists and institutional shareholders, a large number of companies with real estate holdings pursued real estate investment trust (REIT) conversions or spinoffs in 2014. At least half a dozen companies...more
In our last post, we began speaking about the potential for businesses to take advantage of tax law to defer capital gains tax on business property they want to relinquish. One important thing to point out, though, is that...more
Pop-up retail establishments, or “pop-ups,” generally refer to stores, restaurants, or events with a short duration. Pop-ups are typical for seasonal retail products, like Christmas or fireworks, but they have become common...more
On February 26, 2015, in Coty US LLC v. 680 S. 17th Street LLC, the Superior Court of New Jersey, Chancery Division, pierced the veil of a New Jersey limited liability company and held its sole member liable for environmental...more
On 25 February 2015, the Federal Cabinet passed an amendment to the Investment Regulation and the Pension Fund Investment Regulation. After the Capital Investment Code (Kapitalanlagegesetzbuch, KAGB) came into force on 22...more
Interest in acquiring Japanese real estate, such as hotels, office buildings and retail complexes, is increasing due to Abenomics and the depreciation of the yen against major currencies. Japan expects to have a robust estate...more
Watch an in-depth Homebuilder Series webinar that discusses auditor liability and fiduciary duties.
Two issues of recurring interest to company officers and directors are the potential liabilities of outside...more
OSC Publishes Results of Review on REIT Distribution Disclosure; Excess Distributions, Non-IFRS Metrics Among Key OSC Concerns -
On January 26, 2015, the Ontario Securities Commission published OSC Staff Notice 51-724...more
In re Flex Fin. Holding Co., 518 B.R. 891 (Bankr. D. Kan. 2014) –
A landlord filed a proof of claim for ~$1.34 million for a debtor’s prepetition breach of its lease. The debtor objected based on the landlord’s...more
California Attorney General Weighs In on Rule That Will Impact Members of Successor Agencies’ Governing Boards and Employees -
The California Attorney General recently opined that the conflict-of-interest rules under...more
There is a fairly customary practice in real estate development and construction intended to take advantage of the liability protections afforded by the Uniform Limited Liability Company Act. The practice is very...more
The financial situation for hospitals and health care organizations remains challenging. The accrediting agencies, Moody’s, Fitch, and S&P all have negative outlooks for the hospital industry. Hospitals are facing numerous...more
The Revenue and Taxation Code permits the imposition of a documentary transfer tax when there is "realty sold." The Code also requires entities to report a "change in ownership" of legal entities. In 926 North Ardmore...more
Before your finely-crafted product can ever be someone’s quiet reward after a long day or before your craft brew can ever take home a Great American Beer Festival® gold medal, you must take certain steps to ensure your...more
A charitable corporation is more a trust than a corporation, a topic that is taken up in an earlier posting on this site. See http://www.jdsupra.com/legalnews/the-charitable-corporation-a-trust-in-d-90654/. In the case of a...more
California state and local government agencies looking for more revenue have long been looking at real estate sales to increase their tax take. Last month, the California Court of Appeal for the Second Appellate District...more
Based on the press release issued by the Luxembourg Ministry of Finance (MoF), the amendment allocates the right to tax capital gains realised upon the sale of stock, shares or other rights in companies, trusts or any other...more
A new Court of Appeal decision handed down on Friday 5 September has given landlords some comfort that leases entered into before a line of cases that ruled many guarantee provisions invalid will still be interpreted in a...more
In June 17, 2014, in Wirth v. Commonwealth, 82-85 MAP 2012, the Pennsylvania Supreme Court (the “Court”) affirmed the Commonwealth Court’s holding that nonresident limited partners were liable for Pennsylvania Personal Income...more
Nonrecourse financing is common in today's commercial real estate lending market. So too are the use of special purpose entities ("SPEs") and limited guaranties from SPE members of all or a portion of the debt, the latter of...more
Proportion of deductible input VAT relating to mixed used buildings is generally determined based on an area based allocation formula.
With judgment dated 7 May 2014 (V R 1/10), the Federal Fiscal Court (Bundesfinanzhof,...more
The rule set out in California Code of Regulations Title 18 Section 462.180(d)(1)(B) provides there is a change in the ownership of real property owned by an LLC, "when any corporation, partnership, LLC, or any person… obtain...more
On June 3, 2014, in a published decision, the California Court of Appeal for the Second Appellate District affirmed the Superior Court ruling in Ocean Avenue LLC v. County of Los Angeles, holding that even though 100 percent...more
With the Miami real estate market making a resurgence, there is a new rush for companies to come together in a joint venture to acquire real estate and develop projects. With the excitement of a new deal, the joint venture...more
Last week Governor Rick Scott signed into law SB 440, which became Chapter 2014-14 of Florida Laws. This bill removes the requirements imposed on residential condominiums under the Florida Condominium Act regarding elections...more
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