Homebuilder Series Webinar: Joint Ventures Solutions, Steve Lear
One of the first actions you will take with your startup is to organize your company a separate legal entity to protect yourself from personal liability for the company’s debts. In the tech startup context, you’ll typically...more
“Gimme Shelter” is one of the greatest of a lot of great Rolling Stones songs (made greater by Merry Clayton’s gut-wrenching contribution). And, of course, “Gimme Shelter” is a cliché often trotted out in discussions of tax...more
The Sixth Circuit Court of Appeals recently held that a limited liability company (“LLC”) constitutes a “person” within the meaning of the Fair Debt Collection Practices Act (FDCPA or the “Act”), in Anarion Investments LLC v....more
This webinar addresses the requirements for 1031 Exchanges, the various types of 1031 Exchanges, and issues involving 1031 Exchanges in partnerships, limited liability companies and tenant-in-common situations.
Although commonly known, judgment creditors rarely utilize the charging order as a collection mechanism. This may change as a result of recent case law developments. The charging order has long been recognized in the...more
For high-net worth individuals – particularly those whose assets include closely-held business interests or family investment entities – anticipated changes in the valuation of those assets for estate and gift tax purposes...more
A limited liability company is a “person” that can file a lawsuit under the Fair Debt Collection Practices Act (FDCPA), the U.S. Court of Appeals for the Sixth Circuit has ruled. In Anarion Investments LLC v. Carrington...more
Supreme Court rules in favour of taxpayer in landmark case regarding UK tax treatment of Delaware LLCs.
On 1 July 2015, the UK Supreme Court handed down a long-awaited ruling in the case of Anson v Commissioners for Her...more
The U.S. Court of Appeals for the Sixth Circuit has held that a Delaware Limited Liability Company was a “person” as defined by the FDCPA, and reversed the District Court decision which had dismissed an FDCPA claim against a...more
New amendments affect Delaware general partnerships, limited liability partnerships, limited partnerships and limited liability companies.
On July 24, Delaware Governor Jack Markell signed into law several amendments to...more
On August 1, 2015, House Bill H.F. No. 385, which was signed into law by Governor Mark Dayton in May 2015, will become effective. The new law streamlines the process for executing cross-entity and cross-border conversions...more
In this decision, the Delaware Court of Chancery largely declined to dismiss claims for breach of a limited liability company agreement, breach of the implied covenant of good faith and fair dealing, unjust enrichment, breach...more
The words "successors," "members," and "designees," as used in a Release were at issue in Judge Bledsoe's Opinion last week in TaiDoc Technology Corp. v. OK Biotec Co., 2015 NCBC 71.
Plaintiff TaiDoc had settled a...more
An LLC is a fairly limitless business form. Generally, an LLC can be and act in any number of ways, tailored to how you want your company to operate. The Kentucky LLC statute provides several gap-filler provisions, but most...more
On July 8, the Internal Revenue Service (IRS) issued two notices (Notice 2015-47, 2015-30 IRB 1, and Notice 2015-48, 2015-30 IRB 1) targeting the use of Basket Option Contracts and Basket Contracts as tax avoidance...more
In a recent New York State Advisory Opinion, the New York State Department of Taxation and Finance advised that a federal income tax entity classification election could impact whether property held by a nonresident through a...more
Following the taxpayer’s victory in the recent Supreme Court decision of HMRC v Anson, UK resident members of Delaware LLCs may now be entitled to claim relief against their UK tax liabilities for US tax paid on their share...more
Fund Managers May Be Taxable in California, Even if the Manager Has No Property or Payroll in California and All of the Management Services Are Performed Outside of the State.
Several recent law changes in California,...more
The UK Supreme Court delivered an unexpected final judgment on 1 July 2015 in the long-running case of Anson v Commissioners for Her Majesty’s Revenue & Customs  UKSC 44. Reversing the decisions of the Upper Tribunal...more
The Environment and Property Taxes -
It seems that many stakeholders are trying to deal with climate change.
Connecticut’s hundreds of miles of coastline along the Long Island Sound include many low-lying areas...more
Delaware courts often emphasize the freedom of contract of parties to define their rights, powers, duties, obligations, liabilities and restrictions in a limited liability or operating agreement under the Delaware Limited...more
The New York State Department of Taxation and Finance (the department) recently opined that a membership interest in a single-member LLC (SMLLC) owning a New York condominium is real property subject to New York State "estate...more
The Florida Legislature recently adopted amendments to chapter 605 of the Florida Revised Limited Liability Company Act (the “Act”) which will generally go into effect July 1, 2015. The amendments were passed to correct...more
Finally, there’s been a case that substantively interprets California’s new LLC law, RULLCA. The case highlights a key remedial feature that distinguishes RULLCA from its predecessor, and clears up statutory ambiguities...more
On June 24, 2015, Delaware Governor Jack Markell signed into law amendments to the General Corporation Law of the State of Delaware (8 Del. C. § 101 et seq.) (the "DGCL"), including notable amendments involving fee shifting...more
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