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Full-Text Articles in Law

Leaving Law Firms With Client Fees: Florida's Path, Donald J. Weidner Dec 2017

Leaving Law Firms With Client Fees: Florida's Path, Donald J. Weidner

Scholarly Publications

No abstract provided.


The Fallacious Objections To The Tax Treatment Of Carried Interest, Douglas A. Kahn, Jeffrey H. Kahn Jun 2017

The Fallacious Objections To The Tax Treatment Of Carried Interest, Douglas A. Kahn, Jeffrey H. Kahn

Articles

“The tax treatment of carried interest has become a notorious bete noire for many politicians and some academicians and practitioners. Both 2016 presidential candidates denounced the current tax treatment and vowed to change it. President Obama described the current treatment as a "tax loophole" which should be closed. Others have also characterized the current tax treatment as an abusive loophole.' It is the thesis of this article that those criticisms are unfounded. To the contrary, the current tax treatment accords with sound tax policy and is proper and appropriate. Given the broad approval that attended the attacks on carried interest ...


Up In Smoke? Unintended Consequences Of Retail Marijuana Laws For Partnerships, Lauren A. Newell Jan 2017

Up In Smoke? Unintended Consequences Of Retail Marijuana Laws For Partnerships, Lauren A. Newell

Law Faculty Scholarship

When Colorado citizens petitioned in 2012 to legalize the retail sale of marijuana in their state, Colorado Governor John Hickenlooper publicly opposed the ballot measure. He knew that state legalization of retail marijuana sales would be risky because the federal Controlled Substances Act makes selling marijuana a crime. He worried that being the first state to legalize retail marijuana sales would make Colorado the “experiment.” Governor Hickenlooper knew that this experiment would come with “unintended consequences.”

Governor Hickenlooper’s concerns were well founded. Scholars have identified a host of practical and legal problems caused by the combination of state marijuana ...


Rwu's New 'Rising Tide' Of Educational Opportunity 9-8-2016, Roger Williams University Sep 2016

Rwu's New 'Rising Tide' Of Educational Opportunity 9-8-2016, Roger Williams University

School of Law Conferences, Lectures & Events

No abstract provided.


A Rational Approach To Business Entity Choice, Eric H. Franklin Jan 2016

A Rational Approach To Business Entity Choice, Eric H. Franklin

Scholarly Works

This Article reinvigorates the entity rationalization movement and will ultimately argue that there are only three necessary entity options: corporations, partnerships, and nonprofit organizations. Part I defines the issue of entity proliferation and, along with the Appendix, presents a state-by-state analysis of the types of legal entities available, an endeavor that has not yet been conducted. The Appendix contains a chart that enumerates each legal entity available in each of the fifty states and the District of Columbia. Part II discusses the problems associated with entity proliferation from the perspective of the public, potential business owners, small business attorneys, and ...


Getting Up To Speed On Partnership Basis Adjustments, James B. Sowell Nov 2015

Getting Up To Speed On Partnership Basis Adjustments, James B. Sowell

William & Mary Annual Tax Conference

No abstract provided.


Agenda: Innovations In Managing Western Water: New Approaches For Balancing Environmental, Social, And Economic Outcomes, University Of Colorado Boulder. Getches-Wilkinson Center For Natural Resources, Energy, And The Environment Jun 2015

Agenda: Innovations In Managing Western Water: New Approaches For Balancing Environmental, Social, And Economic Outcomes, University Of Colorado Boulder. Getches-Wilkinson Center For Natural Resources, Energy, And The Environment

Innovations in Managing Western Water: New Approaches for Balancing Environmental, Social and Economic Outcomes (Martz Summer Conference, June 11-12)

Many aspects of western water allocation and management are the product of independent and uncoordinated actions, several occurring a century or more ago. However, in this modern era of water scarcity, it is increasingly acknowledged that more coordinated and deliberate decision-making is necessary for effectively balancing environmental, social, and economic objectives. In recent years, a variety of forums, processes, and tools have emerged to better manage the connections between regions, sectors, and publics linked by shared water systems. In this event, we explore the cutting edge efforts, the latest points of contention, and the opportunities for further progress.


Negotiating Tax Provisions In Partnership And Llc Agreements, Robert G. Gottlieb, Brian J. O'Connor Nov 2014

Negotiating Tax Provisions In Partnership And Llc Agreements, Robert G. Gottlieb, Brian J. O'Connor

William & Mary Annual Tax Conference

No abstract provided.


Working With The Section 752 Partnership Liability Allocation Rules (Slides), Jennifer H. Alexander, Andrea M. Whiteway Nov 2014

Working With The Section 752 Partnership Liability Allocation Rules (Slides), Jennifer H. Alexander, Andrea M. Whiteway

William & Mary Annual Tax Conference

No abstract provided.


Working With The Section 752 Partnership Liability Allocation Rules (Outline), Jennifer H. Alexander, Andrea M. Whiteway Nov 2014

Working With The Section 752 Partnership Liability Allocation Rules (Outline), Jennifer H. Alexander, Andrea M. Whiteway

William & Mary Annual Tax Conference

No abstract provided.


Integrating Subchapters K And S And Beyond, Walter D. Schwidetzky Oct 2014

Integrating Subchapters K And S And Beyond, Walter D. Schwidetzky

All Faculty Scholarship

This Article builds upon a similar, lengthier effort that I published in the Tax Lawyer in 2009. While there is overlap, this Article contains much new material. Important case law and tax proposals from the House Ways and Means Committee have come out in the interim. Due to space limitations, unlike my Tax Lawyer effort, this Article attempts to avoid prolixity. It assumes the reader has good knowledge of both Subchapters S and K and the tax entity selection process. If you are not that reader, a review of my Tax Lawyer article or Professor Mann's article in this ...


Pass-Through Entity Reform: Is A Major Overhaul Necessary?, Walter D. Schwidetzky Mar 2014

Pass-Through Entity Reform: Is A Major Overhaul Necessary?, Walter D. Schwidetzky

All Faculty Scholarship

No abstract provided.


When Subchapter S Meets Subchapter C, Martin J. Mcmahon Jr., Daniel L. Simmons Jan 2014

When Subchapter S Meets Subchapter C, Martin J. Mcmahon Jr., Daniel L. Simmons

UF Law Faculty Publications

It is often said that “an S corporation is a corporation that is taxed like a partnership.” This statement is incorrect. An S corporation resembles a partnership only in that it generally does not pay income taxes and its income and losses pass through to the shareholders and retain their character as they pass through. Also, like a partnership, basis adjustments to an S corporation shareholder's stock reflect allocations of income, expense, loss, and distributions. However, no other rules of subchapter K governing partnership taxation apply to S corporations. Most of the rules governing the relationship between an S ...


Unwinding The Ceiling Rule, Leigh Osofsky Jan 2014

Unwinding The Ceiling Rule, Leigh Osofsky

Articles

This article closely examines the unwinding of the ceiling rule. Congress and partnership tax experts historically have assumed perfect unwinding of the ceiling rule on liquidation or sale of a partnership interest. However, this assumption glosses over a significantly more complicated reality. This article closely examines the history of section 704(c) and the interaction between the ceiling rule and the rules regarding sales and liquidations of partnership interests to reveal the extent to which the assumption does not hold. By debunking long-held assumptions about the perfect unwinding of the ceiling rule, this article displays that there is no reasonable ...


Partnership Current Developments, Robert J. Crnkovich, Steven M. Friedman Nov 2013

Partnership Current Developments, Robert J. Crnkovich, Steven M. Friedman

William & Mary Annual Tax Conference

No abstract provided.


I Want Out – Tax Considerations In Exiting A Partnership, James B. Sowell Nov 2013

I Want Out – Tax Considerations In Exiting A Partnership, James B. Sowell

William & Mary Annual Tax Conference

No abstract provided.


Compensating Owners And Key Employees Of Partnerships And Llc's, Elizabeth E. Drigotas, Steven R. Schneider Nov 2013

Compensating Owners And Key Employees Of Partnerships And Llc's, Elizabeth E. Drigotas, Steven R. Schneider

William & Mary Annual Tax Conference

No abstract provided.


Agenda: Free, Prior And Informed Consent: Pathways For A New Millennium, University Of Colorado Boulder. Getches-Wilkinson Center For Natural Resources, Energy, And The Environment, University Of Colorado Boulder. School Of Law. American Indian Law Program Nov 2013

Agenda: Free, Prior And Informed Consent: Pathways For A New Millennium, University Of Colorado Boulder. Getches-Wilkinson Center For Natural Resources, Energy, And The Environment, University Of Colorado Boulder. School Of Law. American Indian Law Program

Free, Prior and Informed Consent: Pathways for a New Millennium (November 1)

Presented by the University of Colorado's American Indian Law Program and the Getches-Wilkinson Center for Natural Resources, Energy & the Environment.

The United Nations Declaration on the Rights of Indigenous Peoples (UNDRIP), along with treaties, instruments, and decisions of international law, recognizes that indigenous peoples have the right to give "free, prior, and informed consent" to legislation and development affecting their lands, natural resources, and other interests, and to receive remedies for losses of property taken without such consent. With approximately 150 nations, including the United States, endorsing the UNDRIP, this requirement gives rise to emerging standards, obligations, and opportunities ...


Partnership Tax Planning Without Falling Into The Canal (Outline), Andrea M. Whiteway Nov 2012

Partnership Tax Planning Without Falling Into The Canal (Outline), Andrea M. Whiteway

William & Mary Annual Tax Conference

No abstract provided.


Partnership Tax Planning Without Falling Into The Canal (Slides), Andrea M. Whiteway Nov 2012

Partnership Tax Planning Without Falling Into The Canal (Slides), Andrea M. Whiteway

William & Mary Annual Tax Conference

No abstract provided.


Strengthening Investment In Public Corporations Through The Uncorporation, Kelli A. Alces Jul 2012

Strengthening Investment In Public Corporations Through The Uncorporation, Kelli A. Alces

Scholarly Publications

No abstract provided.


Real Estate Partnership And Llc Divorces, Cameron N. Cosby, Brian J. O'Connor Nov 2011

Real Estate Partnership And Llc Divorces, Cameron N. Cosby, Brian J. O'Connor

William & Mary Annual Tax Conference

No abstract provided.


Teaching Old Dogs New Tricks - Emerging Tax Issues For Distressed Real Estate Assets And Partnerships (Slides), Michael G. Frankel, David A. Miller Nov 2010

Teaching Old Dogs New Tricks - Emerging Tax Issues For Distressed Real Estate Assets And Partnerships (Slides), Michael G. Frankel, David A. Miller

William & Mary Annual Tax Conference

No abstract provided.


Teaching Old Dogs New Tricks - Emerging Tax Issues For Distressed Real Estate Assets And Partnerships, Michael G. Frankel, David A. Miller Nov 2010

Teaching Old Dogs New Tricks - Emerging Tax Issues For Distressed Real Estate Assets And Partnerships, Michael G. Frankel, David A. Miller

William & Mary Annual Tax Conference

No abstract provided.


The Changing Landscape Of Tax Administration: Hot Topics Of Irs Audits Of Partnerships And S Corporations (Slides), Robert D. Schachat, Deborah M. Nolan Nov 2009

The Changing Landscape Of Tax Administration: Hot Topics Of Irs Audits Of Partnerships And S Corporations (Slides), Robert D. Schachat, Deborah M. Nolan

William & Mary Annual Tax Conference

No abstract provided.


Debt Workouts For Partnerships And S Corporations (Slides), Peter J. Genz Nov 2009

Debt Workouts For Partnerships And S Corporations (Slides), Peter J. Genz

William & Mary Annual Tax Conference

No abstract provided.


Agenda: Best Practices For Community And Environmental Protection, University Of Colorado Boulder. Natural Resources Law Center. Intermountain Oil And Gas Bmp Project, Colorado. Oil And Gas Conservation Commission Oct 2009

Agenda: Best Practices For Community And Environmental Protection, University Of Colorado Boulder. Natural Resources Law Center. Intermountain Oil And Gas Bmp Project, Colorado. Oil And Gas Conservation Commission

Best Practices for Community and Environmental Protection (October 14)

The first Intermountain BMP Project workshop, sponsored by the Natural Resources Law Center and the Colorado Oil and Gas Conservation Commission, was held in Rifle, Colorado on October 14, 2009 at the Garfield County Fairground for over 170 participants.

Speakers from Federal, state and local governments, the community, industry and environmental consultants, and conservation groups focused presentations and discussion on a greater understanding of what Best Management Practices (BMPs) are appropriate to the western slope of Colorado and how they are integrated into developments.


Integrating Subchapters K And S — Just Do It, Walter D. Schwidetzky Apr 2009

Integrating Subchapters K And S — Just Do It, Walter D. Schwidetzky

All Faculty Scholarship

The Code contains two “pass-through” tax regimes for business entities. One is contained in Subchapter K, which applies to partnerships, the other in Subchapter S, which, unsurprisingly, applies to S corporations. In the main, both Subchapters tax the owners of the entities rather than the entities themselves. Having two pass-through tax regimes creates obvious administrative and other inefficiencies. There was a time when S corporations served a valuable purpose, particularly when taxpayers needed a fairly simple and foolproof pass-through entity that provided a liability shield. But limited liability companies (LLCs), which are usually taxed as partnerships, 1 in most contexts ...


The Pivotal Mechanism And Organizational Control, Yair Listokin Mar 2009

The Pivotal Mechanism And Organizational Control, Yair Listokin

Faculty Scholarship Series

Organizations with multiple individuals typically make decisions by following the will of the majority of some subset of stakeholders that are entitled to vote. This paper examines an alternative decision-making mechanism—the “pivotal” mechanism developed by Groves and Clarke. Unlike voting, the pivotal mechanism produces efficient outcomes in the presence of heterogeneous voter preferences. Moreover, the mechanism allows control rights to be allocated more widely, reducing the costs of opportunism when a controlling class of stakeholders has interests adverse to another class. These benefits come with costs. The pivotal mechanism’s efficiency diminishes in the presence of collusion between voters ...


The “New” Fiduciary Standards Under The Revised Uniform Liability Company Act: More Bottom Bumping From Nccusl, Rutheford B. Campbell Jr. Jan 2009

The “New” Fiduciary Standards Under The Revised Uniform Liability Company Act: More Bottom Bumping From Nccusl, Rutheford B. Campbell Jr.

Law Faculty Scholarly Articles

Between 1995 and 2001, the influential National Conference of Commissioners on Uniform State Laws (NCCUSL) promulgated iterations of uniform laws pertaining to partnerships, limited partnerships and limited liability companies. One or more of those acts have been widely adopted by state legislatures.

Each of the three acts—the Uniform Partnership Act (1997) (RUPA), the Uniform Limited Partnership Act (2001) (ULPA (2001)), and the Uniform Limited Liability Company Act (1996) (ULLCA)—contains identical fiduciary duty provisions. The acts all adopt the same standards for the duty of care and the duty of loyalty, and offer parties the same limited rights to ...