Closely Held Businesses

News & Analysis as of

Proposed Rules Would Limit Valuation Discounts for Family Controlled Entities

On August 2, 2016, the Internal Revenue Service proposed regulations that would severely limit valuation discounts for lack of marketability and lack of control that taxpayers have historically applied for federal gift,...more

IRS Proposes Rules That Would Dramatically Reduce Valuation Discounts in Family Business Succession Planning

Business Owners May Have Little Time to Act Before Rules Are Finalized - The valuation of a family member's interest in a family business has a major impact on the success or failure of a transfer of such interest to...more

IRS Proposes New Regulations That Will Significantly Limit the Use of Valuation Discounts on Transfers of Interests in Closely...

The proposed regulations disregard restrictions that have been used by valuation experts and acknowledged by the courts to reduce valuations. If you are an owner of a closely held entity, recently proposed Treasury...more

Proposed Section 2704 Regulations

On August 2, 2016, the Treasury Department released proposed regulations amending and expanding upon the current regulations to Internal Revenue Code Section 2704. The proposed regulations, if adopted, would affect the...more

Proposed IRS Rules Endanger Business Valuation Discounts for Family-Owned Entities

Historically, the IRS has closely scrutinized transfers of interests in family-owned entities between family members. In particular, it has sought to curtail the use of discounts to decrease the estate and gift tax value of...more

Proposed Regulations May Substantially Reduce the Availability of Valuation Discounts for Interfamily Transfers of Business...

On August 2, 2016, the Treasury Department published Proposed Regulations to Chapter 14 of the Internal Revenue Code which, if adopted, may substantially reduce the availability of valuation discounts for inter-family...more

Game Changer? Succession Planning Targeted by IRS

The Department of the Treasury wants to place limitations on valuation discounts that are currently commonly used to reduce asset values in family-owned and closely-held businesses, in an effort to increase tax revenue. The...more

New Regulations Could Limit Estate and Gift Tax Valuations on Transfers of Closely-Held Family Entities

One of the many challenges faced by owners of closely-held businesses is how to transfer ownership of the business to children and grandchildren in a tax efficient manner. With federal gift and estate tax rates at 40%, some...more

Gifting Interests in the Family Company Could Become More Expensive in 2017

Individuals who are considering gifting their interest in a closely-held business entity may want to consider making such gift sooner rather than later in light of the proposed regulations issued by the IRS on August 2...more

IRS Issues Proposed Regulations That Will Severely Impact Discounts for Gifting to Family

Discounts for gifts of closely held business interests to family members may be significantly restricted soon. The Internal Revenue Service has issued new Proposed Regulations on August 2, 2016 that would eliminate discounts...more

IRS Proposes Regulations That Would Eliminate Most Valuation Discounts for Transfers of Interests in Family Entities

The Internal Revenue Service (IRS) released regulations on August 2, 2016 that would limit the use of discounts when valuing interests in family entities for estate, gift and generation-skipping transfer tax purposes. If...more

Proposed Regulations Issued to Further Restrict Valuation Discounts of Closely-held Businesses

On August 2, the Internal Revenue Service issued proposed regulations that, if adopted, will have far-reaching effects on the valuation of interests in closely-held business entities for estate, gift and generation-skipping...more

Possible Changes Coming for Valuations of Family Limited Partnerships and Limited Liability Companies

On Tuesday, the Treasury Department and Internal Revenue Service issued proposed regulations which will make it more difficult to pass wealth to future generations while minimizing estate and gift taxes. For decades families...more

Closely Held Family Entities in Grave Danger: Minority Interest and Lack of Marketability Discounts About to Disappear?

After years of slow boiling anticipation, statements made by the IRS and the Treasury this year heated up the conjecture and anticipation which finally came to a head on August 2, 2016. I’m of course talking about the...more

Personal Planning Strategies - August 2016

Low Interest Rates Yield Wealth Transfer Opportunities - Low interest rates can create wealth transfer opportunities. For various wealth transfer techniques, the IRS assumes that a certain minimum interest rate is in...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

Business Litigation Reporter - June 2016

Goodwin Procter’s Business Litigation Reporter provides timely summaries of key cases and other developments within dedicated Business Litigation sessions and related courts throughout the country – courts within which...more

The ERISA Litigation Newsletter - April 2016

Editor's Overview - This month we feature three key developments. First, we review the U.S. Supreme Court's decision in Gobeille v. Liberty Mut. Ins. Co., 136 S. Ct. 936, 947 (2016) wherein the Supreme Court held that a...more

District Court Applies Dudenhoeffer “More Harm Than Good” Standard to Closely-Held Corporation

A federal district court in Mississippi ruled for the first time that the “more harm than good” pleading standard established by the Supreme Court in Fifth Third Bancorp v. Dudenhoeffer, 134 S. Ct. 2459 (2014), applied to...more

The Use Of Trusts In Business Succession Planning

The transition of a family owned or closely-held business is an important event for estate planning clients. Historically, the use of trusts has played an important role in business succession planning. Recent changes to the...more

Why Some Delaware Corporations Should Be Careful About Relying On This Vice Chancellor’s Ruling

Francis Pileggi in his Delaware Corporate & Commercial Litigation Blog recently wrote that there is no per se duty on the part of a closely held company to disclose financial statements. In The Ravenswood Investment Company,...more

Too Small to Succeed or Ownership Structure to Thrive?

Two recent federal banking agency reports show very different pictures of the banking environment for community banks. In “Too Small to Succeed? – Community Banks in a New Regulatory Environment,” the Federal Reserve Bank of...more

Treasury Green Book Proposal — 6166 Extensions

The Department of the Treasury has released the Treasury Green Book for Fiscal Year 2017, which provides explanations of the President’s budget proposals. One such proposal (remember…these are just proposals, not actual...more

Business Succesion Planning - March 2016

The transition of a family owned or closely-held business is an important event for families. In a prior article, we covered the issues that a business owner faces in general in preparing a succession plan. This article will...more

Business Succession Planning - February 2016

The transition of a family owned or closely-held business is a significant undertaking even with the best laid plan. This article will outline the issues that should be considered by the business owner in transitioning a...more

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