All In The Family As A Single Shareholder Of An S Corporation,
University of Michigan Law School
All In The Family As A Single Shareholder Of An S Corporation, Douglas A. Kahn, Jeffrey H. Kahn, Terrence G. Perris
Articles
Subject to a few exceptions, a corporation that has elected to be taxed under subchapter S of chapter 1 of subtitle A of title 26 of the United States tax code is not taxed on its net income. Instead, the income, deductions, credits, and other tax items of an S corporation pass through to its shareholders on a pro rata basis. To qualify for subchapter S treatment, an electing corporation must satisfy the requirements that are set forth in section 1361, one of which is that the corporation can have no more than 100 shareholders. One aspect of that requirement …
Multiple Directorships: The Fiduciary Duties And Conflicts Of Interest That Arise When One Individual Serves More Than One Corporation, 33 J. Marshall L. Rev. 561 (2000),
UIC School of Law
Multiple Directorships: The Fiduciary Duties And Conflicts Of Interest That Arise When One Individual Serves More Than One Corporation, 33 J. Marshall L. Rev. 561 (2000), John K. Wells
UIC Law Review
No abstract provided.
Tort Law – Tortious Interference With Business Expectancy – A Trap For The Wary And Unwary Alike,
University of Arkansas at Little Rock William H. Bowen School of Law
Tort Law—Tortious Interference With Business Expectancy – A Trap For The Wary And Unwary Alike, Larry Watkins
University of Arkansas at Little Rock Law Review
Despite remaining stable and unchanged over the last decade, tortious interference has also remained problematic in Arkansas. Although tortious interference with contract in Arkansas suffers from many ailments, this note focuses on interference with business expectancy, discussing interference with contract only as necessary. Specifically, the note argues that tortious interference in Arkansas should be formally separated into two distinct rules—interference with contract and interference with business expectancy—in order to keep courts from mixing terms and standards from both rules when addressing only one cause of action. This note further proposes that the improper element of tortious interference in Arkansas should …
Choice Of Organizational Form For The Start-Up Business,
University of Minnesota Law School
Choice Of Organizational Form For The Start-Up Business, John H. Matheson
Articles
Limited liability is a fundamental principle of corporate law. Yet liability has never been absolutely limited. Courts occasionally allow creditors to "pierce the corporate veil," which means that shareholders must satisfy creditors' claims. "Piercing" seems to happen freakishly. Like lightning, it is rare, severe, and unprincipled. There is a consensus that the whole area of limited liability, and conversely of piercing the corporate veil, is among the most confusing in corporate law. 1
Private Military Contractor Liability And Accountability After Abu Ghraib, 38 J. Marshall L. Rev. 1237 (2005),
UIC School of Law
Private Military Contractor Liability And Accountability After Abu Ghraib, 38 J. Marshall L. Rev. 1237 (2005), Mark W. Bina
UIC Law Review
No abstract provided.
Transfer Pricing Disputes In The United States,
University of Michigan Law School
Transfer Pricing Disputes In The United States, Reuven S. Avi-Yonah
Book Chapters
In 1988, the US Treasury Department published a study of inter-company pricing (the 'White Paper') that included the following endorsement of the so-called arm's length standard (ALS) for examining the reasonableness of transactions between related parties for tax purposes: The arm's length standard is embodied in all U.S. tax treaties; it is in each major model treaty, including the U.S. Model Convention; it is incorporated into most tax treaties to which the United States is not a party; it has been explicitly adopted by international organizations that have addressed themselves to transfer pricing issues; and virtually every major industrial nation …
Taxation In Developing Countries: Some Recent Support And Challenges To The Conventional View,
University of Michigan Law School
Taxation In Developing Countries: Some Recent Support And Challenges To The Conventional View, Reuven S. Avi-Yonah, Yoram Margolioth
Articles
The general advice given by international institutions such as the International Monetary Fund (IMF) and the World Bank to developing countries over the past few decades has been to replace trade taxes with domestic consumption taxes, particularly value-added taxes (VAT), and to maintain relatively high corporate income tax rates. This article reviews recent literature that supports and challenges this conventional view.
The Doctrine Of Piercing The Veil In An Era Of Multiple Limited Liability Entities: An Opportunity To Codify The Test For Waiving Owners' Limited Liability Protection,
University of Minnesota Law School
The Doctrine Of Piercing The Veil In An Era Of Multiple Limited Liability Entities: An Opportunity To Codify The Test For Waiving Owners' Limited Liability Protection, John H. Matheson, Raymond B. Eby
Articles
The use of the corporate form of business organization has always provided a firm's owners/shareholders with a presumptive shield from personal liability for the debts of the business. Case-by-case exceptions to this limited-liability shield have developed in each state under the general rubric of “piercing the veil.” Courts and commentators alike have noted the vagueness of the piercing analysis and have questioned the appropriateness of some of the factors employed in that analysis. In addition, new forms of business entities, such as limited liability companies and limited liability partnerships, have been legislatively created over the past several decades, raising the …
The Cyclical Transformations Of The Corporate Form: A Historical Perspective On Corporate Social Responsibility,
University of Michigan Law School
The Cyclical Transformations Of The Corporate Form: A Historical Perspective On Corporate Social Responsibility, Reuven S. Avi-Yonah
Articles
This article describes the transformations underwent by the corporate form from its Roman origins to the present. It shows that every time there was a shift in the role of the corporation, three theories of the corporation (the aggregate, artificial, and real entity theories) were brought forward in cyclical fashion. Every time, however, the real entity theory prevailed, and it was the dominant theory during periods ofstability in the relationship between the corporation, the shareholders, and the state. The article describes this evolution in detail, and then attempts to derive normative consequences for the legitimacy of corporate social responsibility (CSR). …
A Comprehensive Economic And Legal Analysis Of Tying Arrangements,
Seattle University School of Law
A Comprehensive Economic And Legal Analysis Of Tying Arrangements, Guy Sagi
Seattle University Law Review
The law of tying arrangements as it stands does not correspond with modern economic analysis. Therefore, and because tying arrangements are so widely common, the law is expected to change and extensive academic writing is currently attempting to guide its way. In tying arrangements, monopolistic firms coerce consumers to buy additional products or services beyond what they intended to purchase. This pressure can be applied because a consumer in a monopolistic market does not have the alternative to buy the product or service from a competing firm. In the absence of such choice, the monopolistic firm can allegedly force the …
University of Arkansas at Little Rock William H. Bowen School of Law
Touro University Jacob D. Fuchsberg Law Center
Singapore Management University
University of Pennsylvania Carey Law School
University of Maryland Francis King Carey School of Law
Seattle University School of Law
Featured Publications
