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Articles 61 - 90 of 125
Full-Text Articles in Law
But Can She Keep The Car? Some Thoughts On Collateral Retention In Consumer Chapter 7 Cases, Marianne B. Culhane, Michaela M. White
But Can She Keep The Car? Some Thoughts On Collateral Retention In Consumer Chapter 7 Cases, Marianne B. Culhane, Michaela M. White
Fordham Journal of Corporate & Financial Law
No abstract provided.
Startegy And Force In The Liquidation Of Secured Debt, Ronald J. Mann
Startegy And Force In The Liquidation Of Secured Debt, Ronald J. Mann
Michigan Law Review
The question of why parties use secured debt is one of the most fundamental questions in commercial finance. The commonplace answer focuses on force: A grant of collateral to a lender enhances the lender's ability to collect its debt by enhancing the lender's ability to take possession of the collateral by force and sell it to satisfy the debt. That perspective draws considerable support from the design of the major legal institutions that support secured debt: Article 9 of the Uniform Commercial Code and the less uniform state laws regarding real estate mortgages. Both of those institutions are designed solely …
Organizational Form, Misappropriation Risk, And The Substantive Consolidation Of Corporate Groups, Christopher W. Frost
Organizational Form, Misappropriation Risk, And The Substantive Consolidation Of Corporate Groups, Christopher W. Frost
Law Faculty Scholarly Articles
The financial collapse of a corporation raises significant questions regarding its shareholders and creditors' ex ante allocation of the risk that such a collapse might occur. In bankruptcy, most of these risk allocation issues relate to the priority of particular creditors' claims against the assets of the failed business. But determining priority first requires some reasoned means of identifying the assets against which creditors may assert their claims. In many cases, this question is simply one of locating and distributing assets. However, when bankrupt firms have conducted their operations through a complex web of subsidiary corporations, each holding distinct assets …
The Politics Of Liquidation And Privatization In Egypt, Khaled Fouad Sherif
The Politics Of Liquidation And Privatization In Egypt, Khaled Fouad Sherif
Archived Theses and Dissertations
No abstract provided.
Ird And S Corporations, Gregory V. Gadarian, Jonathan G. Blattmachr
Ird And S Corporations, Gregory V. Gadarian, Jonathan G. Blattmachr
Touro Law Review
No abstract provided.
Life In The Administrative Track: Administrative Adjudication Of Claims Against Savings Institution Receiverships, Lawrence G. Baxter
Life In The Administrative Track: Administrative Adjudication Of Claims Against Savings Institution Receiverships, Lawrence G. Baxter
Duke Law Journal
INTRODUCTION In the modern financial services industry, thrifts 1 engage in an unprecedented range of complex and risky commercial transactions. Consequently, the receiver of a failed thrift, which in most cases is the Federal Savings and Loan Insurance Corporation (FSLIC) appointed by the Federal Home Loan Bank Board (FHLBB), 2 is likely to face a host of complex claims. These claims arise not only from the thrift's deposit liabilities but also from its investment transactions and the incidental disputes generated by such activities. The scene of a thrift failure is often already strewn with litigation, and the receivership itself is …
China's New Bankruptcy Law: A Translation And Brief Introduction, Douglass G. Boshkoff, Yongxin Song
China's New Bankruptcy Law: A Translation And Brief Introduction, Douglass G. Boshkoff, Yongxin Song
Articles by Maurer Faculty
No abstract provided.
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.
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.
Selling A Business And Starting Anew: Liquidation-Reincorporation In The Simple Situation, John R. Dorocak
Selling A Business And Starting Anew: Liquidation-Reincorporation In The Simple Situation, John R. Dorocak
Akron Tax Journal
A client approaches his attorney with a fairly common problem. The client, as sole or predominant shareholder, operates a business in the corporate form. He wishes to sell all the assets of that business to a third party. The client will then take the proceeds of the sale, after distribution to himself as shareholder, and use a part of them to capitalize a new corporation, which will purchase a new business. The question for the attorney is whether this simple transaction will ever call forth the tax doctrine of liquidation-reincorporation. This article will examine the likelihood of the liquidation reincorporation …
Liquidation-Reincorporation: A Sensible Approach Consistent With Congressional Policy, Glenn P. Schwartz
Liquidation-Reincorporation: A Sensible Approach Consistent With Congressional Policy, Glenn P. Schwartz
University of Miami Law Review
No abstract provided.
The Tax Benefit Rule: Recovery Reevaluated, Paul T. Kestenbaum
The Tax Benefit Rule: Recovery Reevaluated, Paul T. Kestenbaum
University of Miami Law Review
The United States Supreme Court has granted certiorari in two cases, Bliss Dairy, Inc. v. United States and Hillsboro National Bank v. Commissioner, to resolve a conflict in the circuits as to whether recovery is necessary for the application of the tax benefit rule. The author argues that the application of the tax benefit rule should not depend on the existence of a recovery, but instead should depend on whether an event occurs that is inconsistent with the assumptions underlying the prior deduction; recovery merely is a manifestation of an inconsistent event.
How To Salvage Tax Benefits When A Professional Corporation Disbands, John W. Lee
How To Salvage Tax Benefits When A Professional Corporation Disbands, John W. Lee
Faculty Publications
One of the main concerns of a shareholder in a professional corporation that is dissolving is to protect his interest in the corporation's qualified deferred compensation plan. By use of a case study, Mr. Lee analyzes several methods available for a shareholder to preserve his interest. He also presents a possible solution to other problems arising in connection with the professional corporation's dissolution, such as splitting up the practice (and its accounts receivable) and the status of liquidating distributions if the professionals reincorporate separately.
Termination Of Sec Receiverships In The Federal Courts, Thomas J. Schwarz
Termination Of Sec Receiverships In The Federal Courts, Thomas J. Schwarz
Fordham Law Review
No abstract provided.
Corporate Liquidations, John J. Mylan
Corporate Liquidations, John J. Mylan
William & Mary Annual Tax Conference
No abstract provided.
Corporate Liquitdations: A Comparison Of Asset Versus Stock Sales, Jon E. Bischel
Corporate Liquitdations: A Comparison Of Asset Versus Stock Sales, Jon E. Bischel
William & Mary Annual Tax Conference
No abstract provided.
Termination Of The Corporation, Marcus Schoenfeld
Termination Of The Corporation, Marcus Schoenfeld
William & Mary Annual Tax Conference
No abstract provided.
The Liquidation-Reincorporation Device - Analysis And Proposed Solutions, Bruce D. Lombardo, Thomas C. Riley
The Liquidation-Reincorporation Device - Analysis And Proposed Solutions, Bruce D. Lombardo, Thomas C. Riley
Villanova Law Review
No abstract provided.
Federal Income Tax-Liquidation-Re-Incorporation: The Current Approach And A Proposed Alternative, A. Ennis Dale
Federal Income Tax-Liquidation-Re-Incorporation: The Current Approach And A Proposed Alternative, A. Ennis Dale
Indiana Law Journal
No abstract provided.
Income Tax- Corporations-Legal Expenses Incurred In Sale Of Assets Pursuant To A Section 337 Liquidation Are Deductible-United States V. Mountain States Mixed Feed Co., Michigan Law Review
Income Tax- Corporations-Legal Expenses Incurred In Sale Of Assets Pursuant To A Section 337 Liquidation Are Deductible-United States V. Mountain States Mixed Feed Co., Michigan Law Review
Michigan Law Review
In 1961, the stockholders of the Mountain States Mixed Feed Co. voted to liquidate the corporation in such a way as to comply with the requirements of section 337 of the Internal Revenue Code of 1954 (Code). That section provides that if a corporation adopts a plan of complete liquidation, and then within twelve months distributes all its assets, it will not recognize a gain or loss for income tax purposes from the sale or exchange of certain types of property. The corporation sold all of its assets and qualified for non-recognition treatment under section 337. It then claimed a …
State And Local Taxation -- 1964 Tennessee Survey, Paul I. Hartman
State And Local Taxation -- 1964 Tennessee Survey, Paul I. Hartman
Vanderbilt Law Review
Five cases involving a construction of sections 67-26021 and 67-26092 of the income tax statute (Hall Income Tax) were consolidated for one opinion in the Gallagher case. Two of the cases involved the redemption of shares by the issuing corporations; the other three involved the liquidation of corporations, with a surrender of shares and distributions of assets. The Commissioner, in all of these situations, imposed an income tax on the amount constituting the difference between the original investments in the shares and the sum received in liquidation or redemption. The Commissioner argues that although these amounts may not have been …
Judgment Against Insured Is Conclusive Proof Of Amount Of Claim Against Dissolved Insurer- Commonwealth Ex Rel. Woodside V. Seaboard Mut. Cas. Co., Michigan Law Review
Judgment Against Insured Is Conclusive Proof Of Amount Of Claim Against Dissolved Insurer- Commonwealth Ex Rel. Woodside V. Seaboard Mut. Cas. Co., Michigan Law Review
Michigan Law Review
Plaintiffs, injured in an automobile accident, brought suits against an insured taxicab company. Before the case came to trial, the insurance commissioner found the insurer insolvent. In a separate proceeding he obtained a court order dissolving the insurer, enjoining the prosecution of any legal action against the insurer's assets, and providing for the filing of proof of claims with the insurance commissioner. The insurer's attorney, who had entered an appearance on behalf of the taxicab company, withdrew, and in an undefended action the plaintiffs recovered judgments against the cab company totalling nineteen thousand dollars. Unable to obtain execution on these …
Personal Holding Companies And The Revenue Act Of 1964, Jerome B. Libin
Personal Holding Companies And The Revenue Act Of 1964, Jerome B. Libin
Michigan Law Review
By 1964, many years had elapsed since significant changes were made in the federal income tax treatment of so-called "personal holding companies." For that reason alone, any amendments contained in the Revenue Act of 1964 that dealt with personal holding companies would have deserved attention. But the fact is that the changes made by the 1964 Act are so powerful in their thrust that they require the most careful kind of study by every practitioner charged with advising closely held corporations. Since the new provisions are rather complicated in nature, such a study cannot lead to a full understanding of …
Right Of A Surviving Partner To Purchase A Deceased Partner's Interest Under The Uniform Partnership Act, Charles R. Frederickson
Right Of A Surviving Partner To Purchase A Deceased Partner's Interest Under The Uniform Partnership Act, Charles R. Frederickson
Michigan Law Review
This discussion is intended to demonstrate that, under the act, the likelihood of fraud should no longer be so controlling a factor as to require invariably a liquidation sale of partnership assets when a court of equity has within its supervisory powers the ability to protect fully all of the parties involved when a partnership is dissolved by death.
Dissolution Of Corporations--Chapter 1.12, A. T. Smythe Jr.
Dissolution Of Corporations--Chapter 1.12, A. T. Smythe Jr.
South Carolina Law Review
No abstract provided.
Insider Securities Dealings During Corporate Crises, Victor Brudney
Insider Securities Dealings During Corporate Crises, Victor Brudney
Michigan Law Review
The problem of assuring the fidelity of corporate insiders to the public investors in their enterprises figured prominently in legal literature and law reform proposals twenty-five or thirty years ago. In recent years, that question has attracted relatively less attention-in part because of the appearance or recognition of more significant problems in the relationship of publicly-held corporate enterprise to the national well-being, but in part also because of the development by courts, legislatures and administrative agencies-and to some extent by the insiders' community itself-of more exacting standards of loyalty. Recognition of broader obligations to their corporations and to public investors …
Tingle: The Stockholder's Remedy Of Corporate Dissolution, Hugh L. Sowards
Tingle: The Stockholder's Remedy Of Corporate Dissolution, Hugh L. Sowards
Michigan Law Review
A Review of The Stockholder's Remedy of Corporate Dissolution. By James O'Malley Tingle
Corporations - Liquidation Upon Deadlock In Closely-Held Corporation - Interpretion Of Wisconsin Statute, Strong V. Fromm Laboratories,, Paul Komives
Michigan Law Review
Plaintiff, as trustee of an estate, held fifty percent of the shares of a going corporation. An election to fill all four positions on the corporation's board of directors was held. Since a by-law required that directors be shareholders, plaintiff was the only member of his own faction for whom he could vote. The opposing faction, holding the remaining fifty percent of the shares, had four eligible candidates. Votes for each of the four were cast, with one receiving one vote less than the other three. Plaintiff voted all of his shares for himself and also cast a vote of …
Bankruptcy-Test Of Feasibility Under Chapter Xi Arrangement, Paul B. Campbell S.Ed.
Bankruptcy-Test Of Feasibility Under Chapter Xi Arrangement, Paul B. Campbell S.Ed.
Michigan Law Review
The Slumberland Bedding Company started in business in 1952 with a capitalization of $13,000. Within less than one year the corporation was "clearly heavily insolvent," having debts in excess of $85,000 and assets valued "at least several thousand dollars less than $42,250." Preferred creditor claims against the assets of the business amounted to more than $32,200. In this rather dismal context a petition for an arrangement under chapter XI of the Bankruptcy Act was filed. A plan was submitted which provided for independent capital to be put into the business to pay certain claims in full and to pay a …
Section 112(B)(6): Benefit Or Burden?, Raymond Whiteaker
Section 112(B)(6): Benefit Or Burden?, Raymond Whiteaker
Vanderbilt Law Review
The general provision in the Internal Revenue Code pertaining to the liquidation of corporations is section 115 (c). Under this section gain or loss on a liquidation is recognized to the extent that the assets received in liquidation exceed or fail to exceed the basis of the share-holder's stock. An exception to this general rule, however, is provided by section 112(b) (6) whereby a parent may liquidate a subsidiary without recognizing any gain or loss on the liquidation if the statutory requirements are met.
The nonrecognition provision first appeared in the Revenue Act of 1935 as section 110 (a).' This …