Marketing to Millennials
CorpCast Episode 7: Better Know a Judge: the Honorable Mary M. Johnston of the Delaware Superior Court
Top Three Cybersecurity Misconceptions
Preparing a Company to Deal With Activist Investors
How can someone prepare for the first meeting with an attorney?
CorpCast Episode 6: A Brief Introduction to the Delaware Rapid Arbitration Act
The Intersection of Cyber and D&O Coverage
Talking PTAB with Bob Steinberg
Is Private/Non-Profit D&O Coverage Under Priced?
CorpCast Episode 5: The eDiscovery Big Picture
BakerHostetler Attorneys James Mastracchio and Jay Nanavati Discuss Global Tax Enforcement
Richard Bistrong Weighs in on the FIFA Scandal and Takedowns
Meritas Capability Webinar - Avoiding Common Mistakes Companies Make When Operating a Business Aircraft
FCPA Compliance and Ethics Report-Episode 161-Gini Dietrich on how to create a MasterClass
What is the Current State of Anti-Bribery Compliance & Enforcement in Australia?
Halliburton: Good for the Plaintiffs’ Bar?
Debt Financing Trends – Joe Price, Member, Corporate & Securities Practice
Venture Capital Trends: East Meets West – Lewis Geffen, Co-chair, Venture Capital Practice
Can an employer require drug testing in the workplace?
Paths to Dispute Resolution
In a decision issued last week in Clipper Pipe & Service, Inc. v. Ohio Casualty Insurance Company, the Pennsylvania Supreme Court concluded that the Contractor and Subcontractor Payment Act, 73 P.S §§ 501-516 (CASPA) does not...more
In a statement that would mark a stark change in approach, an IRS official recently indicated that the IRS may begin requiring that companies seeking to effect tax-free spinoffs conduct active businesses that represent a...more
For years the price of entry for solo entrepreneurs in the health and beauty category was high. With similar fixed startup costs as any professional practice would have, such as real estate, insurance, supplies, but with much...more
It is well known that a GST/HST-registered person can purchase certain types of commercial real property without paying GST/HST to the vendor. ...more
Now that you have decided to rent “real” space and pay rent to a landlord in an office building, what are the basic terms you need to know about? Whether you are doing “desk sharing” or a more formal lease, focus on five...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
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
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
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
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 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
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
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
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
In certain recent transactions, a corporation distributes a subsidiary corporation holding the distributing corporation’s real estate assets to the distributing corporation’s shareholders in a tax-free “spin-off.” Not only...more
Corporations Code Section 1001(a) authorizes a corporation to “sell, lease, convey, exchange, transfer, or otherwise dispose of all or substantially all of its assets” if the principal terms are approved by the board, and,...more
The IRS has recently proposed regulations under Section 752 of the Code which, if finalized in current form, would radically change the use of guarantees in partnership transactions. Under these regulations, bottom guarantees...more
In general, discharge of indebtedness income is excluded from the gross income of a taxpayer (other than a C corporation) if the indebtedness is qualified real property business indebtedness (QRPBI). To qualify as QRPBI, the...more
On January 1, 2014, The California Revised Uniform Limited Liability Company Act (popularly known as RULLCA; Cal. Corp. Code §§17701.01-17713.13) went into effect. RULLCA, a modified version of the Revised Uniform Limited...more
To welcome in the new year, the Internal Revenue Service (the “IRS”) issued Rev. Proc. 2014-12, 2014-3 I.R.B. 415, to provide administrative guidance to the federal historic tax credit industry in the aftermath of the Third...more
With apologies for being absent for a week, ponder this question when you embark on a fight with the officers and directors of the energy company you own a part of: How does your subjective fear of harm factor into your right...more
In this first in a series of briefings on topics relevant to those involved in brownfield land, we look at the issue of directors’ and officers’ personal liability....more
Transfer of interests leads to loss of qualification as a former partner within the meaning of Sec. 1 para 2a RETTA.
The Federal Financial Court of Germany recently decided that real estate transfer tax (RETT) is due...more
Verlust der (Alt-)Gesellschafterstellung in einer Personengesellschaft i.S.d. § 1 Abs. 2a GrEStG durch zivilrechtlich wirksame Übertragung des Mitgliedschaftsrechts.
In einem kürzlich veröffentlichten Urteil (II R 3/11)...more
On January 9, 2014, the Internal Revenue Service (“IRS”) issued a revised version of previously released Rev. Proc. 2014-12, providing a safe harbor for the allocation of IRC Sec. 47 rehabilitation tax credits in tax credit...more
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