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
WORD OF THE DAY® for Hedge Funds – Accelerated Share Repurchase
Data Privacy: The Next Frontier of Corporate Compliance
Planning For The Exit – What’s Your Exit Strategy?
WORD OF THE DAY® for Hedge Funds – CFTC
What are the Implications of Alice v. CLS?
What Questions CEOs and Board Members Should Be Asking Themselves About Tax Inversions
WORD OF THE DAY® for Hedge Funds – Derivative
Legal Considerations for Web-Based Start-Ups
“For distressed exploration and production (E&P) companies and their lenders, there can be many significant legal issues associated with restructuring,” according to Latham & Watkins partner Mitchell Seider.
Seider is a...more
Why is change of control an issue?
In addition to contractual provisions amongst joint venture parties, change-of-control restrictions are often also included in a country’s petroleum laws....more
Earlier today the UK government delivered its last budget before the UK general election in May. Many of the measures were, as one might expect so close to an election, focused on personal rather than corporate taxation....more
Before the Budget was announced, there was natural apprehension that, given the impending general election, the Chancellor would pander to the electorate and sail off course from this Government’s carefully navigated path...more
II. Doing Less with Less -
The current economic downturn in the energy space seems to follow a pattern, with businesses’ exhibiting predictable Pavlovian responses. When oil prices drop precipitously, companies who are...more
How do tax issues change for energy companies in a distressed environment?
KS: Companies in a distressed environment often generate substantial losses which may need to be funded with additional debt or equity...more
Partnerships targeted to widespread investors are a popular investment vehicle and a significant source of funding for oil and gas projects. However, their use is affected by the publicly traded partnership (“PTP”) tax rules....more
It’s that time of year again. Form SD filings are due June 1st (May 31st falls on a Sunday). For those who have been diligently working on your company’s annual report and proxy statement, it is time to turn your attention...more
..In January, the PA Department of Revenue advised the tax community that it had - in November - joined the Multistate Tax Commission's corporate tax audit program, in order to increase the effectiveness and efficiency of PA...more
The IRS announced that it has made significant progress on its publicly traded partnership (“PTP”) guidance and is lifting its moratorium on private letter rulings that started in 2014. ...more
IPO recovery? Last year was the most active year for IPOs in the United States since 2000. That’s right: an astounding 275 IPOs were completed in 2014, topping the 2013 total of 222 by more than 23%. Total U.S. IPO proceeds...more
In This Issue:
- U.S. International Tax Policy: 10 Questions for 2015
- The New UK Diverted Profits Tax
- France Implements Horizontal Tax Consolidation
- China’s New General Anti-Avoidance Rules: An...more
The projections as to the near- and medium-term future of oil and gas prices are mixed – to say the least. Irrespective of the direction prices ultimately go, industry is faced with significant...more
Pennsylvania’s employers need to pay close attention to the developing fiscal crisis confronting Pennsylvania policy makers in the months ahead. None of Pennsylvania’s major industries should conclude that they are protected...more
In recent years, African stars have soared. Governments, investors, and citizens have driven – and benefited from – booms in banking, construction, retail, and telecommunications. All along, of course, African states have...more
In the recently decided case PPL Electric Utilities Corp. v. Director, Drinker Biddle was successful in convincing the New Jersey Tax Court that neither the Pennsylvania capital stock tax nor the gross receipts tax are...more
A recently filed case before the Pennsylvania Public Utility Corporation (“PUC”) raises the issue of what type of pipeline company qualifies as a “public utility corporation” under Pennsylvania statutes. The term is not...more
In this opinion, the Court of Chancery applied the two-pronged Tooley standard to determine whether a plaintiff’s breach of contract claims in the limited partnership context were derivative or direct. Finding such claims to...more
On Tuesday, March 4, 2014, a Dallas jury found that Enterprise Products Partners, L.P. (Enterprise) had entered into a partnership with Energy Transfer Partners, L.P. (ETP) to jointly develop a crude oil pipeline from...more
The UP-C structure — which offers tax benefits to pre-IPO investors and sponsors — likely will expand among energy companies.
In 2013, several energy companies went public using a so-called UP-C structure. In using...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 selecting a form of business entity for an oil patch deal in Texas the organizer or initial owners can consider the following five business entity forms:
Following Historic Boardwalk Hall LLC v. Commissioner, 694 F.3d 425 (3d Cir. 2012), which rejected a partnership's allocation of rehabilitation tax credits to a purported partner, the Internal Revenue Service (IRS) recently...more
Institutional Shareholder Services (“ISS”) has adopted updates to its Canadian Corporate Governance Policy (“CCGP”), which will take effect for shareholder meetings held on or after February 1, 2014. ISS is a leading and...more
The IRS recently issued Revenue Procedure 2014-12, providing a safe harbor under which the IRS will not challenge partnership allocations of “section 47” federal rehabilitation tax credits. In the aftermath of the IRS’s win...more
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