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Articles 9511 - 9540 of 10787

Full-Text Articles in Law

Section 335 Active Business Management: What Advice To Give Clients Today, John W. Lee Jan 1976

Section 335 Active Business Management: What Advice To Give Clients Today, John W. Lee

Faculty Publications

The IRS in three Rulings has taken the position that services for the distributing corporation performed through independent contractor could not satisfy the active business requirement test of Section 355. Mr. Lee analyzes the Rulings in light of case law and legislative history that have interpreted the Code's active business test. He concludes that further court tests will be necessary before there can be complete reliance upon active conduct by an independent contractor.

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The Commodity Futures Trading Commission Act: Preemption As Public Policy, Philip F. Johnson Jan 1976

The Commodity Futures Trading Commission Act: Preemption As Public Policy, Philip F. Johnson

Vanderbilt Law Review

On October 23, 1974, President Ford signed into law P.L. 93-463, bearing the breathless title "Commodity Futures Trading Com-mission Act of 1974"' [hereinafter the CFTC Act]. The CFTC Act followed a series of hearings, beginning in the summer of 1973, held first by a subcommittee of the House Committee on Small Business and followed rapidly by the more traditional oversight committees of the Congress-the House Agriculture Committee and the Senate Agriculture and Forestry Committee.' The result was a major over-haul of the Commodity Exchange Act, which had governed the commodity futures markets since 1922. More significantly, however,the Act has become …

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The Impact If Howard Johnson On The Labor Obligations Of Successor Employer, Michigan Law Review Jan 1976

The Impact If Howard Johnson On The Labor Obligations Of Successor Employer, Michigan Law Review

Michigan Law Review

This Note assesses the impact of Howard Johnson on the labor-law obligations of successor employers. Part I analyzes the prior case law; part II critiques the reasoning of the Howard Johnson opinion; part III considers the merits of a new approach to the successorship problem, suggested in a footnote in Howard Johnson.

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How To Salvage Tax Benefits When A Professional Corporation Disbands, John W. Lee Jan 1976

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.

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The Future Of Corporate Democracy, Harvey Frank Jan 1976

The Future Of Corporate Democracy, Harvey Frank

Faculty Publications

No abstract provided.

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Co-Operative Societies, In The Law Of Business Organizations In East And Central Africa, Peter Winship Jan 1976

Co-Operative Societies, In The Law Of Business Organizations In East And Central Africa, Peter Winship

Faculty Journal Articles and Book Chapters

No abstract provided.

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Kentucky Law Survey: Corporations, Willburt D. Ham Jan 1976

Kentucky Law Survey: Corporations, Willburt D. Ham

Kentucky Law Journal

No abstract provided.

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The Fabled Esop, Robert S. Taft Dec 1975

The Fabled Esop, Robert S. Taft

William & Mary Annual Tax Conference

No abstract provided.

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Business Associations, Joseph Epps Claxton Dec 1975

Business Associations, Joseph Epps Claxton

Mercer Law Review

No abstract provided.

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Going Private: Business Practices, Legal Mechanics, Judicial Standards And Proposals For Reform, Lewis D. Solomon Oct 1975

Going Private: Business Practices, Legal Mechanics, Judicial Standards And Proposals For Reform, Lewis D. Solomon

Buffalo Law Review

No abstract provided.

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Constitutional Municipal Home Rule Since The Ama (Nlc) Model, Kenneth Vanlandingham Oct 1975

Constitutional Municipal Home Rule Since The Ama (Nlc) Model, Kenneth Vanlandingham

William & Mary Law Review

No abstract provided.

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Partnership—Disclosure, Fairness And Substantive Administrative Regulation Of A General Partner's Fiduciary Duty In A Real Estate Limited Partnership—Bassan V. Investment Exchange Corp., 83 Wn. 2d 922, 524 P.2d 233 (1974); Wash. Ad. Code §§ 460-32a-010 Et Seq. (1975), Linda Kelley Ebberson Aug 1975

Partnership—Disclosure, Fairness And Substantive Administrative Regulation Of A General Partner's Fiduciary Duty In A Real Estate Limited Partnership—Bassan V. Investment Exchange Corp., 83 Wn. 2d 922, 524 P.2d 233 (1974); Wash. Ad. Code §§ 460-32a-010 Et Seq. (1975), Linda Kelley Ebberson

Washington Law Review

Bassan is the first case in Washington to be decided under Section 9 of the Washington Uniform Limited Partnership Act (WULPA) since its adoption in this jurisdiction in 1945. The court's decision is unique not only in its statement that the general partner is precluded from retaining undisclosed profits in its dealings with and on behalf of the limited partnership without the express consent of all limited partners, but also in its implication that the court will look beyond the form of the transaction to examine the substantive fairness of the bargain to the limited partners. This note will discuss …

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Indemnifying Corporate Officials For Williams Act Violations, Edward J. Hussey Jul 1975

Indemnifying Corporate Officials For Williams Act Violations, Edward J. Hussey

Indiana Law Journal

No abstract provided.

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Mergers In Regulated Industries: The Role Of The Regulatory Agency., C. Paul Rogers Iii Jun 1975

Mergers In Regulated Industries: The Role Of The Regulatory Agency., C. Paul Rogers Iii

St. Mary's Law Journal

The merger of two or more independent business enterprises into a single business entity is the antithesis of the underlying policy in our economic system—the promotion of competition. However, regulatory agencies often face the major problem of applying antitrust provisions promoting freedom of competition in an industry where competition is restricted by law. It is commonly understood that if left unregulated private mergers of independent businesses tend to have anti-competitive impacts, i.e., the creation of monopolies. On the other hand, anti-trust laws and the agencies promulgating them function within highly regulated sectors where the government controls who may participate. The …

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Book Review Of Personal Liabilities Of Corporate Officers And Directors, Sumner Marcus May 1975

Book Review Of Personal Liabilities Of Corporate Officers And Directors, Sumner Marcus

William & Mary Law Review

No abstract provided.

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In The Matter Of: Certificate Of Need For Aston Park Hospital, Inc.: Impasse For Regulation Of Hospital Construction In North Carolina, Robert A. Brady Apr 1975

In The Matter Of: Certificate Of Need For Aston Park Hospital, Inc.: Impasse For Regulation Of Hospital Construction In North Carolina, Robert A. Brady

North Carolina Central Law Review

No abstract provided.

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Income Tax--Corporate Liquidations--Deductability Of Legal Expenses, Gary L. Call Feb 1975

Income Tax--Corporate Liquidations--Deductability Of Legal Expenses, Gary L. Call

West Virginia Law Review

No abstract provided.

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Foreign Corporations Lending Money In Illinois: Constitutional And Statutory Problems, 9 J. Marshall J. Prac. & Proc. 295 (1975), Robert Kratovil, Daniel A. Weiler Jan 1975

Foreign Corporations Lending Money In Illinois: Constitutional And Statutory Problems, 9 J. Marshall J. Prac. & Proc. 295 (1975), Robert Kratovil, Daniel A. Weiler

UIC Law Review

No abstract provided.

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Transnational Corporations: Supervision, Regulation, Or What?, Seymour J. Rubin Jan 1975

Transnational Corporations: Supervision, Regulation, Or What?, Seymour J. Rubin

Maryland Journal of International Law

No abstract provided.

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The Responsibility Of A Corporation: An Attempt At Implementation, Jan G. Deutsch Jan 1975

The Responsibility Of A Corporation: An Attempt At Implementation, Jan G. Deutsch

Villanova Law Review (1956 - )

No abstract provided.

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Line-Of-Business Reporting: A Legal Basis, J. V. Baumler Jan 1975

Line-Of-Business Reporting: A Legal Basis, J. V. Baumler

Cleveland State Law Review

The action of the SEC has mooted, for regulated firms, the question of whether or not an obligation existed to report a segmented earnings statement even without administrative regulation. Some had suggested that such an obligation did exist. No matter; the question is now answered affirmatively, such reports must be prepared. We are none-the-less left with the thorny question of how best to provide segmented financial reports. The next section of this paper will identify the major problems of implementation. Then attention will be focused upon one of these problems and an examination will be made of its possible resolution …

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A Definition Of "Liabilities" In Code Sections 357 And 358(D), Douglas A. Kahn, Dale A. Oesterle Jan 1975

A Definition Of "Liabilities" In Code Sections 357 And 358(D), Douglas A. Kahn, Dale A. Oesterle

Articles

Internal Revenue Code section 351(a) provides that no gain or loss shall be recognized if property is transferred to a corporation solely in exchange for its stock or securities and the transferors control the corporation immediately after the exchange. If, in addition to receiving stock or securities in an exchange that would otherwise qualify for section 351 treatment, a transferor receives other property or money -- "boot" -- any realized gain is recognized up to the amount of the money and the fair market value of the other property received. The transferee corporation's assumption of the transferor's liabilities or its …

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The Limits Of Corporate Responsibility. By Neil W. Chamberlain. New York: Basic Books, Inc. 1973. Pp. 236. $10.00., Stephen A. Block Jan 1975

The Limits Of Corporate Responsibility. By Neil W. Chamberlain. New York: Basic Books, Inc. 1973. Pp. 236. $10.00., Stephen A. Block

Fordham Urban Law Journal

This book is a chronicle of past and a prediction of future corporate survival through the furtherance of the consumerist philosophy. Professor Chamberlain discusses (although all too briefly) how corporations have inculcated in American society the materialism that is its principal motivating force and how that value, feeding on itself and thereby forging an alliance of mutual need between the corporate structure and the American people, has created the situation described in the above quotation. He also analyzes the impact of this philosophy on various aspects of corporate and noncorporate life, from the corporation's relationship with its employees to that …

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Limited Liability For Corporate Shareholders: Myth Or Matter-Of-Fact, Rutheford B. Campbell Jr. Jan 1975

Limited Liability For Corporate Shareholders: Myth Or Matter-Of-Fact, Rutheford B. Campbell Jr.

Law Faculty Scholarly Articles

One of the most important and firmly entrenched concepts of modern corporate law is the concept of limited liability. The digests abound with ringing phrases granting the owners of corporations immunity from liability beyond their initial investment. There are, however, numerous cases in which the courts have denied the owners of corporations the protection of limited liability and have held the owners liable for an obligation incurred by the corporation. It is the purpose of this paper to examine the theories under which the owners of corporations have been held liable for the contractual obligation of corporations.

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Reorganization Of Savings And Loan Associations Under Section 368-A Return To The "Continuity Of Interest" Test Jan 1975

Reorganization Of Savings And Loan Associations Under Section 368-A Return To The "Continuity Of Interest" Test

Washington and Lee Law Review

No abstract provided.

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Providing An Effective Remedy In Shareholder Suits Against Officers, Directors, And Controlling Persons, Michael H. Woolever Jan 1975

Providing An Effective Remedy In Shareholder Suits Against Officers, Directors, And Controlling Persons, Michael H. Woolever

University of Michigan Journal of Law Reform

Corporate officers, directors, and controlling persons occupy a fiduciary relationship toward the corporation and its shareholders in the exercise of control over corporate affairs. This fiduciary obligation requires that officers, directors, and controlling persons act in good faith and perform their offices in the best interests of the corporation and its shareholders and not to their own advantage. When this duty is breached, a shareholder may bring an action against these fiduciaries, either in his own name or derivatively for the benefit of the corporation. Under present law, however, it may be impossible for an American court to secure jurisdiction …

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Corporate Conflicts Of Interest Under The Virginia Stock Corporation Act, Stephen R. Larson Jan 1975

Corporate Conflicts Of Interest Under The Virginia Stock Corporation Act, Stephen R. Larson

University of Richmond Law Review

Dealings between a corporation and its officers or directors present a perennial corporate law problem. Officers and directors are often the people most interested in the success of the corporation and they accordingly may well be willing to contract with their corporation on terms far more favorable to it than are otherwise available. On the other hand, these same people are often in a position to cause the corporation to enter into contracts which are highly advantageous to the officer or director involved, but which are grossly unfair and detrimental to the corporation itself.

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Kentucky Law Survey: Corporations, Willburt D. Ham Jan 1975

Kentucky Law Survey: Corporations, Willburt D. Ham

Kentucky Law Journal

No abstract provided.

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Kentucky Law Survey: Corporations, Willburt D. Ham Jan 1975

Kentucky Law Survey: Corporations, Willburt D. Ham

Kentucky Law Journal

No abstract provided.

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Corporations--A Survey Of The Pending West Virginia Corporation Act, Stephen R. Brooks, Steven E. Deem, Frederick L. Delp, Michael D. Foster, James P. Holland, Charles J. Kaiser Jr., Katherine P. Kenna, Charles F. Printz Jr., William A. Trainer Dec 1974

Corporations--A Survey Of The Pending West Virginia Corporation Act, Stephen R. Brooks, Steven E. Deem, Frederick L. Delp, Michael D. Foster, James P. Holland, Charles J. Kaiser Jr., Katherine P. Kenna, Charles F. Printz Jr., William A. Trainer

West Virginia Law Review

No abstract provided.

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