Business Assets

News & Analysis as of

Dividing the Assets: Different Types of Businesses

This is the latest in my series of articles examining how the marital interest of one spouse in the ownership of a business enterprise can be monetized in the division of assets in a divorce. Prior articles have largely...more

Treasury Department Issues Final Regulations on Real Property Definition for REIT Purposes

Final regulations establish analytical framework for determining whether assets qualify as real property for purposes of the REIT rules. On August 31, 2016, the Treasury Department and the Internal Revenue Service (IRS)...more

You get to write the script for this story…

Effective restraints of trade protect businesses which rely heavily on human capital from damage that sometimes can’t be undone. These restraints – usually sitting in an employment contract – can be a key business asset....more

"Proposed Treasury Regulations Raise New Hurdles for Tax-Free Spin-Offs"

On July 14, 2016, the Internal Revenue Service (IRS) and Treasury Department proposed new Treasury regulations that, if finalized, would generally become effective for distributions under Section 355 of the Internal Revenue...more

Treasury and IRS Issue New Spin-Off Proposed Treasury Regulations On Device and Active Trade or Business Requirements

On July 14, 2016, the Treasury Department and the IRS issued proposed regulations under Section 355 on spin-off transactions (the “Proposed Regulations”) that provide guidance with respect to the spin-off device prohibition...more

Five Things about the IRS’s Proposed Regulations on the Spinoff Device and Active Business

On July 14, 2016, the Internal Revenue Service (IRS) proposed long-anticipated regulations tightening the “device” and “active trade or business” tests that are necessary for a corporation to distribute a subsidiary in a...more

D.C. Circuit Limits Government's Ability to Collect on Personal Debt by Garnishing Assets of Closely Held Corporation, Reverses...

On July 8, 2016, the D.C. Circuit clarified the limits of the Federal Debt Collection Procedures Act (FDCPA). The Court held under D.C. and federal law that the government cannot satisfy a judgment against a co-owner and...more

Eighth Circuit Finds Non-Competition Agreements Assignable to Successor Employer in Asset Purchase Without Employees' Consent

The United States Court of Appeals for the Eighth Circuit recently held that a successor employer, who was assigned non-competition agreements as part of an asset purchase, could seek to enforce the non-competition agreements...more

Debt Secured by Inventory Real Property is Not QRPBI

In the recently released Revenue Ruling 2016-15, the IRS determined that discharge of debt income generated by the forgiveness of debt secured by real property constituted excludable qualified real property business...more

Italian Floating Charge Over Movable Assets

Law Decree No. 59 of 3 May 2016 introduced a new and long-awaited security instrument in the Italian legal framework: a floating charge over movable assets. The new security called "pegno non possessorio" is meant to...more

Own or Lease? New Accounting Rules Necessitate Review

The divestiture of property owned by non-real estate companies has long been a trend in the U.S. Though there are many advantages to owning—and thereby controlling—your own real estate, non-real estate businesses, especially...more

Directors – Don’t Be at a Loss for Your D&O Coverage in Bankruptcy

As the spate of energy bankruptcies continues, trustees, shareholders, creditors, plaintiff’s firms and other interested parties are looking at ever more creative ways to maximize the recovery for their constituency or fight...more

Significant developments in Canadian energy – for the month of March 2016

Conventional - March 9, 2016 – Encana Corporation is exploring the sale of more non-core assets in the United States and Canada that could net proceeds of approximately $1 billion. Encana is open to offers on all of...more

Energy Sector Alert Series: As Oil Prices Descend, Patent Enforcement Litigation Increases Within Energy Industry

n this eight-week alert series, we are providing a broad look at current and emerging issues facing the energy sector. Attorneys from across the firm will discuss issues ranging from environmental disclosures and risk...more

"European M&A: Multifunctional Stichtings"

The use of “stichtings,” or Dutch foundations, in the M&A context became more widely known outside of Europe in 2015 in connection with Mylan N.V.'s use of a Dutch poison pill defense against Teva's unsolicited offer. The...more

Drafting and Litigating Post-Employment Restrictive Covenants in Australia – Tailoring Your Restraint to Ensure the Right Fit

We will now look at the different types of post-employment restrictive covenants, and work through a checklist of questions employers should ask themselves when drafting a restraint to make sure it’s the right fit....more

Recent Tax Extenders and Modification Package Signed into Law

On December 18, 2015, President Obama signed into law the "Protecting Americans from Tax Hikes Act of 2015" (the Act). The Act extends a number of tax provisions that expired on December 31, 2014 and makes some of the...more

When assets might be an 'enterprise' (UK merger control)

Under the Enterprise Act 2002, the Competition and Markets Authority (CMA) only has jurisdiction to review a transaction if a "relevant merger situation" has been created. A key criterion of a "relevant merger situation" is...more

Protecting Intellectual Property Throughout Its Lifecycle

Across industries ranging from pharma to entertainment to electronics, the success of an organization is often directly tied to its intellectual property. However, many companies don’t effectively determine whether their...more

MoFo Tax Talk - Volume 8, No. 3

Final and Temporary Dividend Equivalent Regulations Issued – Some Good, Some Bad, And Some Ugly: On September 17, 2015, the Internal Revenue Service (“IRS”) released final and temporary regulations under Section 871(m),...more

Key EU Employment Decision Impacting On Aviation And Wider Transport Sector

Within the EU and wider EEA significant employment legislation often derives from EU directives which individual member states are then required to implement into their national law. Of particular significance is the Acquired...more

CR&B Alert: Commercial Restructuring & Bankrtupcy News - October 2015, No. 3

Welcome to the October 2015 issue of the CR&B Alert, the newsletter produced by Reed Smith's Commercial Restructuring & Bankruptcy Group. Readers who wish to print and read the newsletter in its entirety may do so by...more

I DECCS: La Bce Introduce Una Nuova Classe Di Attività Stanziabili

Il 27 agosto 2015 il Consiglio direttivo ha adottato l'Indirizzo BCE/2015/27 che modifica l'Indirizzo BCE 2015/510 sull'attuazione del quadro di riferimento della politica monetaria dell'Eurosistema (BCE/2014/60) (le...more

More Withdrawal Liability for Unsuspecting Business Owners

I recently blogged about a Seventh Circuit Court of Appeals decision that tagged a buyer of the assets of a company contributing to a multiemployer plan with withdrawal liability that the seller had not paid. A recent Ninth...more

Whose Property Is The Corporate Social Media Account?

As we have discussed in previous posts, the issues surrounding ownership rights to an employer’s social media account and its contents continues to be a moving target without definitive answers. A federal bankruptcy court...more

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