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Articles 9091 - 9120 of 10819
Full-Text Articles in Law
Santa Clara Revisited: The Development Of Corporate Theory, Morton J. Horwitz
Santa Clara Revisited: The Development Of Corporate Theory, Morton J. Horwitz
West Virginia Law Review
No abstract provided.
Limiting Losses Attributable To Nonrecourse Debt: A Defense Of The Traditional System Against The At-Risk Concept, Glenn E. Coven
Limiting Losses Attributable To Nonrecourse Debt: A Defense Of The Traditional System Against The At-Risk Concept, Glenn E. Coven
Faculty Publications
No abstract provided.
Unprofitable Mergers: Toward A Market-Based Legal Response, George W. Dent
Unprofitable Mergers: Toward A Market-Based Legal Response, George W. Dent
Faculty Publications
The reams of commentary on corporate mergers, acquisitions, and tender offers have focused largely on protection of shareholders of acquired (or target) companies from both the depredations of acquiring (or raider) companies and the cupidity of their own managements in either negotiating the terms or obstructing the accomplishment of transactions. Virtually no attention has been paid to the plight of shareholders of acquiring companies devastated by unwise acquisitions. This oversight is surprising: some acquisitions have been spectacular disasters, destroying hundreds of millions of dollars in the value of the acquiring company's stock.1 Nor are these isolated cases: on average, acquisitions …
The Character Of A Partner's Distributive Share Under The "Substantial Economic Effect" Regulation, Alan Gunn
The Character Of A Partner's Distributive Share Under The "Substantial Economic Effect" Regulation, Alan Gunn
Journal Articles
Partnership income and deductions are allocated according to the amount and the character of each partner's distributive share. This article examines the ways in which the section 704(b) regulations apply the "substantial economic effect" test to character allocations. It argues that it is important to distinguish allocations of character from allocations of amounts to understand these regulations. This is because tests that the regulations apply to character issues have to do with source-measurement correspondence and proration, while amounts are determined according to economic effect in the capital account sense. Although the regulations' rules for character allocations purport to define "substantiality," …
Introduction To The Edwin S. Cohen Tax Symposium: An Overview Of Business Taxation, Michael J. Graetz
Introduction To The Edwin S. Cohen Tax Symposium: An Overview Of Business Taxation, Michael J. Graetz
Faculty Scholarship
It is an honor and pleasure for me to be here today to launch this symposium on current tax reform topics in honor of Edwin S. Cohen on the occasion of his retirement from the University of Virginia as Professor of Law. This is the second occasion I have been asked to speak honoring Ed Cohen on his retirement and, knowing him well, I look forward to many more of his retirements in years ahead.
My assignment today is to provide a brief overview of issues in business taxation. I was tempted simply to repeat the program for this symposium, …
Takeover Defense Tactics: A Comment On Two Models, Jeffrey N. Gordon, Lewis A. Kornhauser
Takeover Defense Tactics: A Comment On Two Models, Jeffrey N. Gordon, Lewis A. Kornhauser
Faculty Scholarship
One of the most important debates of current corporate law practice and scholarship is about the appropriate role of target management confronted with a takeover bid. The controversy turns on the identification of a criterion for evaluating takeovers and target management defensive tactics. An influential body of opinion contends that maximization of shareholder wealth is the appropriate criterion because, first, traditional notions of fiduciary duty generally require managers to act in the shareholders' interest, and, second, shareholder wealth maximization is seen as the best available proxy for social wealth maximization. On this view, takeovers are desirable because they can increase …
Shareholders Versus Managers: The Strain In The Corporate Web, John C. Coffee Jr.
Shareholders Versus Managers: The Strain In The Corporate Web, John C. Coffee Jr.
Faculty Scholarship
"We have entered the era of the two-tier, front-end loaded, bootstrap, bust-up, junk-bond takeover." —Martin Lipton
Until recently, takeovers typically involved larger firms digesting smaller firms, a process that most theorists have assumed was driven by the pursuit of synergistic gains. Lately, however, this dynamic has dramatically reversed itself. To a considerable extent, the large conglomerate is now the target, and such prototypical conglomerate firms as General Foods, Richardson-Vicks, Beatrice, Revlon, SCM, CBS,USX, and Anderson, Clayton and Co. have either been acquired or forced to restructure themselves within the last three years alone. The new bidder in turn tends to …
Tax Aspects Of International Reorganizations And Liquidations: The United States, Hugh Ault
Tax Aspects Of International Reorganizations And Liquidations: The United States, Hugh Ault
Hugh J. Ault
No abstract provided.
Legal Opinions On Secondary Sales Of Stock, Scott T. Fitzgibbon, Donald W. Glazer
Legal Opinions On Secondary Sales Of Stock, Scott T. Fitzgibbon, Donald W. Glazer
Scott T. FitzGibbon
[Later versions appear in Columbia Business Law Review, 1988, no.1:149-160, and in Business Opinions, 335-77. New York, Practicing Law Institute, 1988.]
Legal Opinions In Corporate Transactions: The Opinion That Stock Is Duly Authorized, Validly Issues, Fully Paid And Nonassessable, Scott T. Fitzgibbon, Donald W. Glazer
Legal Opinions In Corporate Transactions: The Opinion That Stock Is Duly Authorized, Validly Issues, Fully Paid And Nonassessable, Scott T. Fitzgibbon, Donald W. Glazer
Scott T. FitzGibbon
[Also appears in Opinion Letters of Counsel 1987, 377-412. New York: Practicing Law Institute, 1987.]
Disposition Of The Corporation Or The Corporate Business, N. Jerold Cohen
Disposition Of The Corporation Or The Corporate Business, N. Jerold Cohen
William & Mary Annual Tax Conference
No abstract provided.
The Federal Income Tax Consequences Of The Admission Of A New Partner After The 1984 Act, Glenn E. Coven
The Federal Income Tax Consequences Of The Admission Of A New Partner After The 1984 Act, Glenn E. Coven
William & Mary Annual Tax Conference
No abstract provided.
Leveraged Buyouts In Bankruptcy, David G. Carlson
Involuntary Dissolution As A Remedy For Freeze-Outs Of Minority Shareholders: Two West Virginia Statutes, D. Christopher Wells
Involuntary Dissolution As A Remedy For Freeze-Outs Of Minority Shareholders: Two West Virginia Statutes, D. Christopher Wells
West Virginia Law Review
No abstract provided.
Perspectives On Market Share Liability: Time For A Reassessment, Keith S. Miller, John D. Hancock
Perspectives On Market Share Liability: Time For A Reassessment, Keith S. Miller, John D. Hancock
West Virginia Law Review
No abstract provided.
Section 83 Applied To Partnership Transactions: The Road To Certainty In Planning And Controlling The Tax Consequences Of Exchanges Of Partnership Interests For Services, Charles R. Gehrke
Section 83 Applied To Partnership Transactions: The Road To Certainty In Planning And Controlling The Tax Consequences Of Exchanges Of Partnership Interests For Services, Charles R. Gehrke
Florida State University Law Review
No abstract provided.
Recent Developments In The Federal Tax Law Treatment Of Nominee Corporations, Carla Green
Recent Developments In The Federal Tax Law Treatment Of Nominee Corporations, Carla Green
Florida State University Law Review
No abstract provided.
Diligence Requirements Under The Federal Coal Leasing Amendments Act Of 1975, Gail L. Wurtzler
Diligence Requirements Under The Federal Coal Leasing Amendments Act Of 1975, Gail L. Wurtzler
Public Lands Mineral Leasing: Issues and Directions (Summer Conference, June 10-11)
51 pages.
Contains references.
Readjustment Of Federal Coal Leases, Marilyn S. Kite
Readjustment Of Federal Coal Leases, Marilyn S. Kite
Public Lands Mineral Leasing: Issues and Directions (Summer Conference, June 10-11)
19 pages.
Contains references.
Leases For Other Minerals: Recent Developments, Thomas F. Cope
Leases For Other Minerals: Recent Developments, Thomas F. Cope
Public Lands Mineral Leasing: Issues and Directions (Summer Conference, June 10-11)
14 pages.
Contains references.
The Federal Coal Leasing Program, John Latz
The Federal Coal Leasing Program, John Latz
Public Lands Mineral Leasing: Issues and Directions (Summer Conference, June 10-11)
22 pages (includes 1 illustration and 1 map).
Contains 3 pages of references.
Getting The Coal Leasing Program Back On Track: The Linowes Commission And Beyond, Sandra L. Blackstone
Getting The Coal Leasing Program Back On Track: The Linowes Commission And Beyond, Sandra L. Blackstone
Public Lands Mineral Leasing: Issues and Directions (Summer Conference, June 10-11)
37 pages.
Contains 2 pages of references.
State And Local Regulation Affecting Public Lands Mineral Lease Activities: What Are The Limits?, Lawrence J. Macdonnell
State And Local Regulation Affecting Public Lands Mineral Lease Activities: What Are The Limits?, Lawrence J. Macdonnell
Public Lands Mineral Leasing: Issues and Directions (Summer Conference, June 10-11)
27 pages.
Contains references.
Operating Under New Laws Pertaining To Mineral Development On Indian Lands, B. Reid Haltom
Operating Under New Laws Pertaining To Mineral Development On Indian Lands, B. Reid Haltom
Public Lands Mineral Leasing: Issues and Directions (Summer Conference, June 10-11)
89 pages.
Contains 8 attachments:
1) Indian Mineral Development Act of 1982, Public Law 97-382 - Dec. 22, 1982.
2) Proposed BIA Regulations, 25 C.F.R. 225 and 211, Federal Register, Vol. 48, No. 134, Tuesday, July 12, 1983.
3) Billings Area Office Procedures.
4) Flow Chart.
5) Oil and Gas Exploration Joint Venture Agreement.
6) Federal Oil and Gas Royalty Management Act of 1982, Public Law 97-451 [H.R. 5121], January 12, 1983.
7) 30 C.F.R., Part 210, 212, 217, 218, 219, 228, 229, 241, 243, Federal Register, Vol. 49, No. 185, Friday, September 21, 1984.
8) 43 C.F.R., Part 3160, …
Agenda: Public Lands Mineral Leasing: Issues And Directions, University Of Colorado Boulder. Natural Resources Law Center
Agenda: Public Lands Mineral Leasing: Issues And Directions, University Of Colorado Boulder. Natural Resources Law Center
Public Lands Mineral Leasing: Issues and Directions (Summer Conference, June 10-11)
University of Colorado School of Law professor Lawrence J. MacDonnell served as the conference organizer and as a member of the faculty.
Federal leasing programs, especially for oil and gas and coal, have been undergoing important changes in recent years. This conference will provide an overview and an update for those involved in public lands mineral development. Significant new issues also will be addressed.
Environmental Considerations In Public Lands Mineral Leasing And Development I, Karin P. Sheldon
Environmental Considerations In Public Lands Mineral Leasing And Development I, Karin P. Sheldon
Public Lands Mineral Leasing: Issues and Directions (Summer Conference, June 10-11)
18 pages.
Contains 2 pages of references.
Current Developments In Public Lands Administration, Lawrence G. Mcbride
Current Developments In Public Lands Administration, Lawrence G. Mcbride
Public Lands Mineral Leasing: Issues and Directions (Summer Conference, June 10-11)
24 pages.
Lands Available For Mineral Leasing, John R. Little, Jr.
Lands Available For Mineral Leasing, John R. Little, Jr.
Public Lands Mineral Leasing: Issues and Directions (Summer Conference, June 10-11)
14 pages.
Contains references.
Federal Lands Leasing Policy In The Second Reagan Administration, Robert F. Burford
Federal Lands Leasing Policy In The Second Reagan Administration, Robert F. Burford
Public Lands Mineral Leasing: Issues and Directions (Summer Conference, June 10-11)
11 pages.
Pitfalls In Federal Oil And Gas Leasing Practice, Terry N. Fiske
Pitfalls In Federal Oil And Gas Leasing Practice, Terry N. Fiske
Public Lands Mineral Leasing: Issues and Directions (Summer Conference, June 10-11)
13 pages.
Contains references.