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Articles 1 - 5 of 5
Full-Text Articles in Law
Capital Accounts In Llcs And In Partnerships: Powerful Default Rules And Potential Tax Significance, Donald J. Weidner
Capital Accounts In Llcs And In Partnerships: Powerful Default Rules And Potential Tax Significance, Donald J. Weidner
Scholarly Publications
Balance sheets for limited liability companies and for partnerships differ from corporate balance sheets in one important respect. Accounting for these alternative forms traditionally includes a separate equity account, or “capital account,” for each owner. Accounting practice and caselaw suggest that, at least as a default rule or norm, these accounts guide distributions on liquidation or buyout, and, if negative, may also reflect debts to the firm. Indeed, the statutory default rule of partnership law in most states requires that individual capital accounts be maintained and given economic significance on liquidation or buyout. Although the statutory law of LLCs does …
The Fiduciary Gap, Kelli A. Alces
Balance And Team Production, Kelli A. Alces
Balance And Team Production, Kelli A. Alces
Scholarly Publications
No abstract provided.
Adjudicating Corporate Auctions, Jay B. Kesten
Adjudicating Corporate Auctions, Jay B. Kesten
Scholarly Publications
In light of recent developments in auction theory, this Article re-examines Delaware corporate law governing directors' actions when structuring the sale of a corporation. A foundational doctrine of Delaware law is that when the board of directors resolves to sell a corporation, it must obtain the highest price reasonably available. Auction theory posits that, in certain circumstances germane to corporate takeovers, revenues can be maximized through the use of ex ante precommitments to the rules of the auction. Delaware law, however, does not fully endorse directors' ability to make such precommitments, primarily out of the concern that the board will …
Political Uncertainty And The Market For Ipos, Jay B. Kesten, Murat C. Mungan
Political Uncertainty And The Market For Ipos, Jay B. Kesten, Murat C. Mungan
Scholarly Publications
No abstract provided.