Once Removed Episode 21: Passing Down the “Family Cottage” or Other Legacy Property
Business Succession Planning Podcast with Janathan Allen
M&As – Novation and Recertification
Preserving Deferred Tax Assets in a Capital Raise
This CLE course will guide deal counsel in drafting and negotiating asset purchase agreements. The panel will discuss legal considerations when negotiating representations and warranties, indemnities, covenants, closing...more
This is the second of an expected five-part series on fraudulent transfers. In my first blog, I laid out the basic statutory framework, as well as described generally the difference between actual and constructively...more
Basic Statutory Framework and the Difference Between Actual and Constructive Fraudulent Transfers - Over the last 45 days, I have litigated four separate fraudulent transfer adversary proceedings in Bankruptcy Court. ...more
Can you be held liable for a tax liability owed by another taxpayer? Yes, under certain circumstances. The IRS uses fraudulent transfer law and “transferee” liability tools to collect unpaid taxes where a taxpayer has...more
In many cases, taxpayers attempt to transfer assets or property to third persons to shield those assets and property from the federal tax lien or federal tax levy. Predictably, the IRS has various tools at their disposal to...more
Unconsionability Defense to Arbitration- Sebold v. Latina Design Build Group, L.L.C., 8th Dist. Cuyahoga No. 109362, 2021-Ohio-124 In this appeal, the Eighth Appellate District affirmed the trial court’s decision agreeing...more
Our annual survey of health law cases for 2019 includes a number of notable decisions affecting the practice of medicine and the delivery of other health care services in Connecticut. These include the Connecticut Supreme...more
The Delaware legislature has enacted a change to Delaware LLC law that enables a single LLC to divide into two or more LLCs. A similar procedure is available for Delaware limited partnerships, but this article addresses only...more
Transferring assets into trust for the benefit of children or others is a common estate planning tool. The party making the transfer into a trust gives up any right to control the property or its distribution....more
Bass, Berry & Sims attorney Chris Lazarini analyzed a case in which a former investment advisor at UBS sought to prevent the company from collecting on promissory notes the advisor owed to UBS upon his departure. After the...more
Chapter 56 of the Florida Statutes provides the framework for judgment creditors to collect amounts owed pursuant to money judgments. Within Chapter 56, Section 56.29 governs the process by which a judgment creditor may seek...more
As we noted in Parts 1 and 2 of this series, any buyer of assets from a company in any degree of financial stress should be concerned about the transaction being attacked as a fraudulent transfer. Officers and directors of a...more