Podcast: Cum-Ex Dividend Trade Investigations
Podcast: Illinois Tool Works Inc. & Subsidiaries v. Commissioner of Internal Revenue
Venture Capital Trends: East Meets West – Lewis Geffen, Co-chair, Venture Capital Practice
What Individuals and Businesses Need to Know About the American Taxpayer Relief Act
Dividends from shares are taxable for shareholders, even if the dividends do not remain with them economically. This (not entirely new) finding can be gleaned from a recent Federal Fiscal Court (BFH) ruling in which the...more
As Hong Kong listed Bermuda and Cayman Islands exempted companies approach their annual results season, many may be considering paying their shareholders a dividend, whether due to a profitable financial year or as a gesture...more
Anyone can establish a business in Germany - irrespective of citizenship, nationality, or place of residence. There is no specific investment legislation for foreign entrepreneurs. Any entrepreneur can make his choice...more
1. Types of Business Entities - • Description of the types of entities available in each jurisdiction through which to conduct business - Business may be conducted in France either through a French branch of a...more
The two most common forms of legal entities incorporated in Brazil are the limited liability company (“Limitada”) and the corporation (“S.A.”). These are considered the most attractive types of companies given that they are...more
Establishing the timing of a corporate dividend can be an important feature in a number of transactions where value is being extracted from a company. In the recent case of HMRC v Gould [2024] UKUT 00285 (TCC) (“Gould”), the...more
The National Venture Capital Association (NVCA) is the self-designated flagship trade association of the venture capital (VC) industry. Its primary mission includes promoting consistency and efficiency in VC financing...more
Anyone can establish a business in Germany - irrespective of citizenship, nationality, or place of residence. There is no specific investment legislation for foreign entrepreneurs. Any entrepreneur can make his choice from...more
1. Types of Business Entities - • Description of the types of entities available in each jurisdiction through which to conduct business - Business may be conducted in France either through a French branch of a foreign...more
The two most common forms of legal entities incorporated in Brazil are the limited liability company (“Limitada”) and the corporation (“S.A.”). These are considered the most attractive types of companies given that they ...more
For months, if not years, you received distribution checks from the business in which you own an interest. The funds came without question and like clockwork. You relied on them. Then suddenly, they stopped coming. Is this...more
This article is one in a series of articles explaining various terms commonly seen in term sheets issued by venture capital funds. We give example language based on the commonly referenced National Venture Capital Association...more
Another Change- Last week BDO confirmed that it was going to convert from an entity organized as a limited liability partnership under state law to one organized as a corporation. With that, BDO became the latest in a...more
1. Types of Business Entities - Investors may choose from the following types of business entities: • Private limited liability company • Public limited liability company • Individual enterprise • Limited...more
De facto dividend. Disguised dividend. Constructive dividend. They all refer to the same thing: monies in excess of reasonable compensation taken by owners of closely held companies, booked as deductible employment...more
While there are a few different forms of “corporate” entities in Israel, this guide will focus on companies and partnerships as these are the entities that the non-Israeli businessman is most likely to set up or invest in if...more
In BTI 2014 LLC v. Sequana SA and Others [2022] UKSC 25 (“Sequana”), the Supreme Court confirmed the existence of a duty owed at common law by company directors to consider the interests of its creditors, and also provided...more
This article describes two recent Delaware decisions relevant to the Model Business Corporation Act (the “MBCA”). One of those decisions relates to a board’s determination of the availability of surplus to support...more
Proferida dentro del expediente #26084 en sentencia de 10 de noviembre de 2022, al analizar la legalidad del artículo 3 del Decreto 1457 del 12 de noviembre de 2020, que regula el tratamiento de los dividendos y...more
In an important decision for U.S. companies with UK subsidiaries, the UK Supreme Court recently handed down its long-awaited judgment in BTI 2014 LLC v. Sequana S.A., the first case in which the UK's highest court...more
On 5 October 2022, the English Supreme Court handed down its decision in BTI 2014 LLC v Sequana SA and others. This (as described by Lady Justice Arden) “momentous” decision principally concerns whether directors are under...more
In re GGP, Inc. Stockholder Litig., C.A. No. 2018-0267 (Del. July 19, 2022) - Here, the defendants organized a merger so that a large majority of the total value of the merger would be granted as a pre-closing dividend to...more