News & Analysis as of

Publicly-Traded Companies Master Limited Partnerships

Akin Gump Strauss Hauer & Feld LLP

Secondary U.S. Withholding for Transfers in Private Investment Funds Delayed Until January 1, 2023

Key Points - Fund-level liability for a buyer’s failure to withhold upon secondary market transfer of an LP interest in a fund with ECI assets will apply only for transfers on or after January 1, 2023. Certain...more

Bracewell LLP

Final Regulations and New Proposed Regulations on Immediate Expensing: Implications for Energy and Infrastructure

Bracewell LLP on

On September 13, 2019, the IRS and Treasury Department released final regulations (the Final Regulations) and new proposed regulations (the New Proposed Regulations) that interpret and clarify the regime for immediate...more

Sheppard Mullin Richter & Hampton LLP

Delaware Supreme Court Confirms that Dilution Claims Typically Are Derivative and Are Extinguished After a Merger

Stockholder claims alleging wrongful dilution are typically considered to be derivative in nature. Several decisions out of Delaware, however, have created exceptions to this general rule allowing stockholders to sue...more

Skadden, Arps, Slate, Meagher & Flom LLP

"Delaware Supreme Court Addresses Limited Partnership Drop-Down Transactions and Conflicts Committees"

The Delaware Supreme Court recently ruled on two appeals from Court of Chancery decisions involving "conflicts committees" of Delaware limited partnerships. Both decisions arise out of challenges to "drop-down" transactions...more

Skadden, Arps, Slate, Meagher & Flom LLP

New Regulations Dramatically Alter Partnership 'Disguised Sales' and Allocation of Partnership Liabilities

On October 4, 2016, the Internal Revenue Service and the Treasury Department issued a sweeping package of proposed, temporary and final regulations under the Internal Revenue Code that, among other things, significantly...more

Gerald Nowotny - Law Office of Gerald R....

A Buyer’s Market for MLPs in 2016

Using Private Placement Variable Deferred Annuity (PPVA) Contracts to Enhance the After-Tax Investment Return of Foreign Investors in MLPs - Overview - Master Limited Partnerships are publicly traded partnerships....more

Eversheds Sutherland (US) LLP

Master Limited Partnerships: Proposed Tax Regulations Scale Back Activities Giving Rise to Qualifying Income

The Treasury Department (Treasury) and the Internal Revenue Service (Service) have issued proposed tax regulations (Proposed Regulations) that provide guidance on, and significantly scale back, the types of activities...more

Dechert LLP

Publicly Traded Partnership Proposed Regulations

Dechert LLP on

Widely held partnerships are a significant source of funding for oil, gas and certain natural resources projects, but the publicly traded partnership (“PTP”) rules can cause such partnerships to be treated as corporations for...more

Porter Hedges LLP

News Alert: "Treasury Department Issues MLP Proposed Regulations on Qualifying Income"

Porter Hedges LLP on

On Wednesday (May 6th, 2015), the Treasury Department published proposed regulations under Section 7704(d)(1)(E) of the Internal Revenue Code that define qualifying activities of publicly-traded partnerships with respect to...more

Stoel Rives LLP

New Rules on MLPs & Qualifying Income: What Oil Services and Exploration Companies Need to Know

Stoel Rives LLP on

On Tuesday, May 5, 2015, the Internal Revenue Service (“IRS”) released proposed regulations defining qualifying income for Master Limited Partnerships (“MLPs”). MLPs are publicly traded partnerships that are taxed as a...more

Latham & Watkins LLP

IRS Proposes Guidance for Determining MLP Qualifying Income

Latham & Watkins LLP on

Proposed regulations seek to provide rules for determining MLP qualifying income from certain activities and services performed with respect to minerals or natural resources. On May 5, 2015, the Internal Revenue...more

McGuireWoods LLP

IRS Releases Proposed New Rules for MLP Qualifying Income

McGuireWoods LLP on

Today, the IRS released anxiously awaited proposed regulations defining qualifying income for publicly traded partnerships, usually referred to as “master limited partnerships” (MLPs). ...more

Skadden, Arps, Slate, Meagher & Flom LLP

"'Yieldcos' Present a New Growth Model for Renewable Energy Companies"

In the past few years, many energy companies with investments in renewable energy projects have considered forming “yieldcos,” with five formations in 2013 and 2014. A yieldco is a growth-focused public company, typically...more

Latham & Watkins LLP

Four Trends in Master Limited Partnership M&A in 2014

Latham & Watkins LLP on

MLP merger and acquisition activity can take a number of different forms to unlock value for sponsors and unitholders. Background - In the first half of 2014, master limited partnership (MLP) mergers and...more

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