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Series

Business Organizations Law

1994

Institution
Keyword
Publication

Articles 1 - 30 of 38

Full-Text Articles in Law

Section 338(H)(10), Mark L. Yecies Dec 1994

Section 338(H)(10), Mark L. Yecies

William & Mary Annual Tax Conference

No abstract provided.


Proposed Intercompany Transaction Regulations: Side-By-Side Comparisons, Andrew J. Dubroff Dec 1994

Proposed Intercompany Transaction Regulations: Side-By-Side Comparisons, Andrew J. Dubroff

William & Mary Annual Tax Conference

No abstract provided.


Final Consolidated Return Regulations Modifying The Calculation Of Stock Basis And Other Items, Kevin A. Duvall Dec 1994

Final Consolidated Return Regulations Modifying The Calculation Of Stock Basis And Other Items, Kevin A. Duvall

William & Mary Annual Tax Conference

No abstract provided.


Federal Taxation On Disposition Of Partnership Interests, Richard A. Shaw Dec 1994

Federal Taxation On Disposition Of Partnership Interests, Richard A. Shaw

William & Mary Annual Tax Conference

No abstract provided.


Purchase And Sale Of Interests; Asset And Stock Acquisitions; Redemptions; And Terminations In Pass-Through Entities, Richard A. Shaw, Michael G. Frankel, Mary L. Harmon Dec 1994

Purchase And Sale Of Interests; Asset And Stock Acquisitions; Redemptions; And Terminations In Pass-Through Entities, Richard A. Shaw, Michael G. Frankel, Mary L. Harmon

William & Mary Annual Tax Conference

No abstract provided.


Planning With S Corporations, Richard A. Shaw Dec 1994

Planning With S Corporations, Richard A. Shaw

William & Mary Annual Tax Conference

No abstract provided.


Federal Income Tax Considerations Of Acquisitions Involving S Corporations, Mary L. Harmon Dec 1994

Federal Income Tax Considerations Of Acquisitions Involving S Corporations, Mary L. Harmon

William & Mary Annual Tax Conference

No abstract provided.


Planning For The Termination Of An Interest In A Partnership - Withdrawals, Distributions And Other Exit Strategies, Michael G. Frankel Dec 1994

Planning For The Termination Of An Interest In A Partnership - Withdrawals, Distributions And Other Exit Strategies, Michael G. Frankel

William & Mary Annual Tax Conference

No abstract provided.


Choice Of Entity: S Corporations And Limited Liability Companies, Samuel P. Starr Dec 1994

Choice Of Entity: S Corporations And Limited Liability Companies, Samuel P. Starr

William & Mary Annual Tax Conference

No abstract provided.


Selected Issues In Operating An S Corporation, Thomas P. Rohman Dec 1994

Selected Issues In Operating An S Corporation, Thomas P. Rohman

William & Mary Annual Tax Conference

No abstract provided.


C To S To C Conversions, Bryan P. Collins Dec 1994

C To S To C Conversions, Bryan P. Collins

William & Mary Annual Tax Conference

No abstract provided.


Dynamic Economic Analyses Of Selected Provisions Of Corporate Law: The Absolute Delegation Rule, Disclosure Of Intermediate Estimates And Ipo Pricing, Royce De R. Barondes Oct 1994

Dynamic Economic Analyses Of Selected Provisions Of Corporate Law: The Absolute Delegation Rule, Disclosure Of Intermediate Estimates And Ipo Pricing, Royce De R. Barondes

Faculty Publications

This Article examines three separate aspects of the relationships between corporations and their securityholders from a dynamic economic perspective: (i) the feasibility of permitting shareholders to participate in the management of their corporations through the exercise of voting rights, (ii) Rule 3b-6, the safe harbor for projections (the Safe Harbor)8 under the Securities Exchange Act of 1934 (the 1934 Act),9 and (iii) the extraordinary returns available from investing in initial public offerings (IPO's). Three particular dynamic aspects are implicated in these situations.


The Value Of Obvious Empirical Results And The Omniscient Mr. Palans: Response To Mr. Palans' Comments, Theodore Eisenberg Oct 1994

The Value Of Obvious Empirical Results And The Omniscient Mr. Palans: Response To Mr. Palans' Comments, Theodore Eisenberg

Cornell Law Faculty Publications

Mr. Palans' comment raises one worthwhile question. Most of the rest of his rant is either off the subject or too shallow to warrant extended discussion. The useful question Mr. Palans raises is whether this research is of value. The article did not defend this mode of work; perhaps I am too immersed in it to always keep in mind the merits of discussing the question. So let me spell out its benefits here.


The Canyon Country Partnership, Bill Hedden Sep 1994

The Canyon Country Partnership, Bill Hedden

Who Governs the Public Lands: Washington? The West? The Community? (September 28-30)

18 pages.


Community-Public Lands Partnership: The Montezuma County Federal Lands Program, Michael F. Preston Sep 1994

Community-Public Lands Partnership: The Montezuma County Federal Lands Program, Michael F. Preston

Who Governs the Public Lands: Washington? The West? The Community? (September 28-30)

18 pages (includes illustrations and maps).

Contains 1 page of references.


Regional Habitat Conservation Planning: The California Gnatcatcher Example, Marc J. Ebbin Sep 1994

Regional Habitat Conservation Planning: The California Gnatcatcher Example, Marc J. Ebbin

Who Governs the Public Lands: Washington? The West? The Community? (September 28-30)

10 pages.


Integrating Public Land And Local Community Planning Objectives: The Rocky Mountain National Park Experience, Homer L. Rouse Sep 1994

Integrating Public Land And Local Community Planning Objectives: The Rocky Mountain National Park Experience, Homer L. Rouse

Who Governs the Public Lands: Washington? The West? The Community? (September 28-30)

7 pages.


The Utah Wilderness Debate (Or Is That Debacle), Jeffrey W. Appel Sep 1994

The Utah Wilderness Debate (Or Is That Debacle), Jeffrey W. Appel

Who Governs the Public Lands: Washington? The West? The Community? (September 28-30)

95 pages (includes illustrations and maps).


Agenda: Who Governs The Public Lands: Washington? The West? The Community?, University Of Colorado Boulder. Natural Resources Law Center Sep 1994

Agenda: Who Governs The Public Lands: Washington? The West? The Community?, University Of Colorado Boulder. Natural Resources Law Center

Who Governs the Public Lands: Washington? The West? The Community? (September 28-30)

Conference organizers and/or session moderators included University of Colorado School of Law professors David H. Getches, Judith Jacobsen, Lawrence J. MacDonnell, Teresa Rice and Charles F. Wilkinson.

Shifting policy objectives and management approaches for the public lands of the West are provoking heated debate about how these decisions should be made and implemented. Are these policy directions a reflection of the "New West" or are they, in fact, a declaration of "war on the West"? Somewhere between these polarities of view, efforts are underway to open dialogue and reach consensus.

This second annual western lands conference will explore federal ...


Background Material On The Colorado Grazing Roundtable, William E. Riebsame Sep 1994

Background Material On The Colorado Grazing Roundtable, William E. Riebsame

Who Governs the Public Lands: Washington? The West? The Community? (September 28-30)

10 pages.

Contains endnotes.


The Role Of Science In The Uruguay Round And Nafta Trade Disciplines, David A. Wirth Jun 1994

The Role Of Science In The Uruguay Round And Nafta Trade Disciplines, David A. Wirth

Boston College Law School Faculty Papers

The central theme of this article is the necessity for deference to decision-making processes of national regulatory authorities in the application of these new trade disciplines and the need for trade-based reviews of national regulatory measures to operate within clearly defined limits. Accordingly, this article first examines and summarizes the relevant texts, including the original 1947 GATT, the Uruguay Round, and the NAFTA texts on standards. Next, the article considers the role of science in the standard-setting process with reference to the copious literature on this topic. Finally, the article takes up the difficult question of the application of the ...


Partnership Profits Share For Services: An Aggregate Exegesis Of Revenue Procedure 93-27 (Part 2), John W. Lee Apr 1994

Partnership Profits Share For Services: An Aggregate Exegesis Of Revenue Procedure 93-27 (Part 2), John W. Lee

Faculty Publications

In this article, Professor Lee charts two alternative methods for implementing an aggregate solution to the problem of partnership profits share for services. The functional, or judicial, method is to handle (1) the exchange of partner-capacity services for a profit share subject to the risk f the venture with the Culbertson "common law relation of partnership," nonrealization event doctrine, implicitly contemplated by the 1984 legislative history to section 707(a)(2), (2) the classic Diamond transitory partner with a substance-over-form rule or step-transaction rule, and (3) a sale of the partnership interest in circumstances that would result in ordinary income ...


Forward: Understanding The Place Of Limited Liability Companies In The Spectrum Of Business Forms, Charles R.T. O'Kelley Apr 1994

Forward: Understanding The Place Of Limited Liability Companies In The Spectrum Of Business Forms, Charles R.T. O'Kelley

Scholarly Works

This Symposium presents an array of articles addressing the Oregon Limited Liability Company Act. The articles are designed to give both practitioners and policymakers insight into both Oregon's version of the LLC and its cousins in other jurisdictions.


Partnership Profits Share For Services: An Aggregate Exegesis Of Revenue Procedure 93-27 (Part 1), John W. Lee Mar 1994

Partnership Profits Share For Services: An Aggregate Exegesis Of Revenue Procedure 93-27 (Part 1), John W. Lee

Faculty Publications

In this article, Lee charts two alternative methods for implementing an aggregate solution to the problem of partnership profits share exchanged for services. The functional, or judicial, method, he explains, is to handle (1) the exchange of partner-capacity services for a profit share subject to the risk of the venture with the Culbertson "common law relation of partnership," nonrealization event doctrine, implicitly contemplated by the 1984 legislative history to section 707(a)(2); (2) the classic Diamond transitory partner with a substance-over-form rule or step-transaction rule; and (3) a sale of the partnership interest in circumstances that would result in ...


Administrative Aspects Of State Corporation Law, Tom Arnold Jan 1994

Administrative Aspects Of State Corporation Law, Tom Arnold

Articles, Chapters in Books and Other Contributions to Scholarly Works

No abstract provided.


Controlling The Dark Side Of Relational Investing, Edward B. Rock Jan 1994

Controlling The Dark Side Of Relational Investing, Edward B. Rock

Faculty Scholarship at Penn Law

No abstract provided.


Should We Abolish Chapter 11? The Evidence From Japan, Theodore Eisenberg, Shoichi Tagashira Jan 1994

Should We Abolish Chapter 11? The Evidence From Japan, Theodore Eisenberg, Shoichi Tagashira

Cornell Law Faculty Publications

Optimizing reorganization proceedings for small and midsized businesses is an important issue in every industrial country. But little information exists about the actual operation of such proceedings. Recent U.S. bankruptcy studies focus either on consumer bankruptcies or on large Chapter 11 cases involving publicly listed firms. This article presents the results of a comprehensive empirical study of Japan's most frequently used business bankruptcy reorganization provision. Small and midsized reorganizations have become important for several reasons. First, unlike large firms, the vast majority of small businesses fail to obtain confirmation of a Chapter 11 plan and end up in ...


The Forgotten Link: Control In Section 482, Wayne M. Gazur Jan 1994

The Forgotten Link: Control In Section 482, Wayne M. Gazur

Articles

The foundation of international taxable income allocations between related parties is formed by the imposition of an arm's length standard. The presence of "control" over a person invokes this measure. The author examines the implications of control presented by continuing developments in the global business environment, including the rise of cooperative interfirm arrangements.


Foreword: Understanding The Place Of Limited Liability Companies In The Spectrum Of Business Forms, Charles O'Kelley Jan 1994

Foreword: Understanding The Place Of Limited Liability Companies In The Spectrum Of Business Forms, Charles O'Kelley

Faculty Scholarship

This article is the forward to the Symposium on Oregon's Limited Company Act. For most of this century, state law has provided participants in jointly-owned business ventures with three principal business forms the corporation, the general partnership, and the limited partnership. In the past four years, over two-thirds of the states, including Oregon, have enacted legislation authorizing a new business form-the limited liability company (LLC). It appears likely that the LLC will soon supplant the two forms of partnership as a principal business form, and that it will challenge the corporation as the form of choice for closely held ...


Delaware Fiduciary Duty Law After Qvc And Technicolor: A Unified Standard (And The End Of Revlon Duties?), Lawrence A. Cunningham, Charles M. Yablon Jan 1994

Delaware Fiduciary Duty Law After Qvc And Technicolor: A Unified Standard (And The End Of Revlon Duties?), Lawrence A. Cunningham, Charles M. Yablon

Boston College Law School Faculty Papers

This Article seeks to analyze and understand Paramount Communications, Inc. v. QVC Network, Inc. and Cede & Co. v. Technicolor, Inc. as part of a movement in Delaware fiduciary law toward a single, more unified standard, away from doctrinal fragmentation. In addition, the Article considers Delaware law leading up to QVC and Technicolor, tracing both the growing fragmentation of Delaware law in the 1980s and the growing judicial concern about fragmentation. This Article will argue that the concern over fragmentation and the desire for a unified standard were not the result of external pressures or policy concerns, but of internal judicial ...