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Full-Text Articles in Law
Municipal Industrial Development Bonds, Alfred E. Abbey
Municipal Industrial Development Bonds, Alfred E. Abbey
Vanderbilt Law Review
Several years ago a national business magazine carried an article styled "You Gotta Have A Golf Course."' The article outlined the efforts of a small town to attract new industry and the awkward realization by the city fathers that they were losing out to the competition because their community lacked such a recreational facility. After this finding, several public spirited citizens raised the necessary funds and constructed a nine-hole course. These efforts were soon rewarded when a large industrial concern located a new manufacturing plant in their city. Industrial development bonds are essentially intended to serve the same purpose as …
Rule 10b-5 And The Stockholder's Derivative Action, Lewis D. Lowenfels
Rule 10b-5 And The Stockholder's Derivative Action, Lewis D. Lowenfels
Vanderbilt Law Review
This article focuses upon a new, emerging private cause of action based upon section 10(b) and rule 10b-5-a stockholder's derivative action initiated on behalf of a corporation which has been defrauded in connection with the purchase or sale of securities. Five reported cases, three decided in the last three months of 1964, have sustained a stockholder's derivative suit based upon section 10(b) and rule 10b-5. The significance of these decisions becomes apparent, not only when one considers that the derivative suit has traditionally been an internal corporate matter governed exclusively by state law, but also when one focuses upon the …
Unexpected Disqualification Of Reorganizations Under The Internal Revenue Code By The Inadvertent Transfer Of Boot, Alden H. Smith, Jr.
Unexpected Disqualification Of Reorganizations Under The Internal Revenue Code By The Inadvertent Transfer Of Boot, Alden H. Smith, Jr.
Vanderbilt Law Review
It is common today to read of corporations "merging" or of one corporation "buying out" another. Many of these transactions will be "reorganizations" under section 368(a) of the Internal Revenue Code. Section 368 is the current congressional resolution of two conflicting policies of tax law. On the one hand, it is desirable to promote the free mobility of capital in order that it be used in the most economical manner. On the other hand, there is the desire to prevent shareholders from using corporate reorganizations as a means of avoiding income taxes. The most common of shareholder schemes are those …
Multiple Corporations Under The Revenue Act Of 1964, James T. O'Hare
Multiple Corporations Under The Revenue Act Of 1964, James T. O'Hare
Vanderbilt Law Review
It is a maxim of taxation that where graduated tax rates are imposed on the income of a legal entity, tax avoidance in the form of income splitting will be attempted. This has proven true in the case of individuals' and trusts, and has more recently become true of corporations. For over a decade the law governing the tax status of affiliated corporations has been developing. The Revenue Act of 1964 introduces several important changes in the federal income tax treatment of multiple corporations. The purpose of this note is to examine the tax status of multiple corporations both before …
William 0. Douglas -- His Work In Policing Bankruptcy Proceedings, John W. Hopkirk
William 0. Douglas -- His Work In Policing Bankruptcy Proceedings, John W. Hopkirk
Vanderbilt Law Review
William 0. Douglas, while associated with the Securities and Exchange Commission during the mid-nineteen thirties, was responsible for a study of methods and procedures of corporate reorganization. By examining this area of Douglas' work, we can compare the position on corporate reorganization which the Justice developed as an administrative official for the New Deal with his later consideration of the same problems as a member of the Supreme Court of the United States. Through this comparison we can observe a number of basic attitudes which were manifested by Douglas both before and since he has joined the Court. Important among …