News & Analysis as of

Business Ownership

New West Virginia Contractor Disclosure Effective July 7

by Steptoe & Johnson PLLC on

Beginning on July 7, 2017, contractors performing West Virginia state contracts worth $100,000 or more are required to publicly disclose the names of their owners, subcontractors, and other business entities providing work or...more

IRS gets upper hand in S corporation compensation audits

by Thompson Coburn LLP on

Any compensation the owner receives is subject to FICA tax, which imposes an equivalent burden. And the IRS frequently attacks owners who receive cash distributions from an S corporation, arguing that the distributions were...more

“Tax-Free” Exchanges May Not Be Free of Tax

by Farrell Fritz, P.C. on

Business owners love to hear the words “tax-free” when considering the disposition of business assets. Unfortunately, many fail to grasp that a tax-free disposition is rarely free of tax in the sense of never being taxed;...more

Content from PK Law: 5 Questions with Ken Jacobs 9Round

by Pessin Katz Law, P.A. on

After receiving an employee severance package from Air Products in Sparrows Point, Ken Jacobs and his wife Julie considered numerous franchise concepts before settling on 9Round, a kickboxing gym that is rapidly expanding....more

Life insurance planning for the business owner

by Thompson Coburn LLP on

Life insurance is an effective tool that business owners can use to provide liquidity at their passing for both their businesses and their families. Having a properly drafted buy-sell agreement is key to avoiding conflict and...more

Succession Planning—Bet the Farm on It

by Ward and Smith, P.A. on

Despite recent trends toward consolidation in the agricultural industry, farming generally remains a family affair. According to the United States Department of Agriculture, 97 percent of all farms in the United States are...more

How Long Is Too Long for a CEO?

by Davis Wright Tremaine LLP on

Bill Marriott Jr. sat down for an interview recently with family business consultant Andrew Keyt and the Wall Street Journal’s Kate Linebaugh. The real impulse for the article was Mr. Marriott’s decision to reach outside the...more

Using an S corporation to avoid self-employment tax

by Thompson Coburn LLP on

Our last post discussed self-employment (SE) tax and taxpayers’ efforts to avoid that tax when using an entity taxed as a partnership to conduct business. It concluded that a limited partnership that conducted business...more

A Pair of Unbrotherly Business Altercations Go to Trial

by Farrell Fritz, P.C. on

Like most civil cases, the vast majority of business divorce disputes get resolved before trial, which is disappointing for us voyeurs since only at trial with live witnesses undergoing cross examination does one get the full...more

50/50 Ownership Relationships can be Trouble, Plan Ahead

by Holland & Knight LLP on

Case Study: Trans Perfect Global, Inc. Philip Shawe v. Elizabeth Elting, Delaware Supreme Court, February 13, 2017 - TransPerfect is a successful global translation business founded by two college friends, Philip...more

Decision on Unitary Group Stands after Michigan Supreme Court Chooses Not to Review

by Varnum LLP on

On January 24, 2017, the Michigan Supreme Court denied the application filed by the Michigan Department of Treasury (the "Department") for leave to appeal the Court of Appeals' published decision in LaBelle Management v...more

Business Litigation Alert: "Starting a New Business? Include These Five Provisions in Every Formation Agreement"

by Porter Hedges LLP on

The ultimate success of a business often rests on the ability of its owners to make sound decisions up front - an ounce of prevention, if you will - and avoid bigger problems that might arise later. This principle...more

Client Alert: State Supreme Court Decision Creates Limited Tax Refund Opportunities

by Fraser Trebilcock on

Taxpayers who filed as, or were included as a member of, a unitary business group could qualify for a refund following a decision by the Michigan Court of Appeals that the Michigan Supreme Court chose to let stand on January...more

Leadership Transition in Prominent Seattle Family Business

by Davis Wright Tremaine LLP on

Founded in 1928, Seattle-based Uwajimaya is transitioning to its third generation of leadership for the family-owned retail chain. Denise Moriguchi will take over as CEO next month, and has big plans for the company. As...more

Operating Agreement Trumps Falsified Liquor License Application In Dispute Over LLC Membership

by Farrell Fritz, P.C. on

Oh, the things that can happen when the LLC members identified in the company’s operating agreement differ from those identified in official documents submitted to government agencies....more

Final Regulations Released Regarding PFIC Ownership Determination and Annual Reporting Requirements

by Proskauer Rose LLP on

On December 27, 2016, the Treasury Department (Treasury) and Internal Revenue Service (IRS) released final regulations regarding the determination of ownership of a passive foreign investment company ("PFIC") and regarding...more

Do You Blur the Lines Between Your Separate Companies? The Courts Might Too.

by Partridge Snow & Hahn LLP on

Is your business divided into separate entities? It isn’t an uncommon practice. Business owners often establish separate legal entities to manage different aspects of their business. One reason for doing so is to prevent the...more

Being Prepared To File Business Divorce Litigation May Yield a Negotiated Agreement

Business owners who are having a dispute with their business partners (in New Jersey) should not read this blog and assume their only remedy is shareholder dispute litigation. Because of the cost – both in legal fees, and to...more

Blog: Insurance for Your Startup: Is It Worth It?

by Cooley LLP on

As your company grows, you should start thinking about insurance as a way in which to protect your business. Types of Insurance - Buying insurance is an up-front cost. Whether it is worth it is a balancing exercise,...more

Alberta’s Workers’ Compensation Appeals Commission frees purchaser of the poor WCB record of the company it acquired

by Dentons on

In this case, a public company (Newco) had purchased the assets and undertaking of a business (Oldco) as part of a larger national transaction.  Newco then carried on the business under a new name and a new corporate...more

Ohio Purchasers May Unwittingly Assume Seller’s Workers’ Compensation History

An issue of great importance that many corporate attorneys neglect to properly address in finalizing an acquisition, asset purchase or merger is the seller’s workers’ compensation history. If the buyer is going to remain in...more

The Non-family CEO in the Family Business

by Davis Wright Tremaine LLP on

In June of this year, Davis Wright Tremaine LLP hosted its fourth annual Farm to Label summit in Portland, Oregon. One of the programs of the day was a panel mediated by DWT’s Drew Steen on the role of a non-family member...more

Loi Travail : Les nouvelles précisions en matière de transfert d’entreprise

by Proskauer Rose LLP on

Labour law: business transfer new information regarding - Five provisions of the Labour Law concerning the transfer of undertakings and are directly applicable since 10 August 2016....more

[Webinar] Life Insurance to Fund Buyouts or Loss of a Key Person: Practical Ways to Avoid Tax Traps and Other Pitfalls - September...

by Thompson Coburn LLP on

Life insurance can help a business that loses an owner or other key person. Although life insurance death benefits can be tax-free, part or all of the benefits are taxable if not done the right way. Please join Steven B....more

For Love or Money: Considering Prenuptial Agreements

The question of prenuptial agreements comes up often in multi-generational family- owned businesses. The question is typically raised by mom or dad, or maybe grandmother or grandfather, and goes something like: “We’re all...more

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