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Articles 1 - 5 of 5
Full-Text Articles in Law
Check-The-Box Regs And Gift Tax Discounts, Wendy G. Gerzog
Check-The-Box Regs And Gift Tax Discounts, Wendy G. Gerzog
All Faculty Scholarship
This article discusses the recent Tax Court decision in Pierre and the effect for gift tax purposes of an entity’s classification made under the check-the-box regulations. The court was split on what those regulations mean when they state that an entity is to be disregarded ‘‘for federal tax purposes.’’
Minority Discounts And Control Premiums In Appraisal Proceedings, Richard A. Booth Marbury Research Professor Of Law
Minority Discounts And Control Premiums In Appraisal Proceedings, Richard A. Booth Marbury Research Professor Of Law
Richard A Booth
In a merger, a stockholder often has a statutory right of dissent and appraisal under which the stockholder may demand to be paid fair value exclusive of any gain or loss that may arise from the merger itself. Most courts and commentators agree that a dissenting stockholder should ordinarily receive a pro rata share of the fair value of the corporation without any discount simply because minority shares lack control. In several recent cases, the courts have indicated that a minority stockholder is thus entitled to a share of the control value of the corporation even though the merger does …
Application Of Minority And Marketability Discounts In Appraisal Actions Under Missouri Revised Statutes Section 351.455, Brian D. Rogers
Application Of Minority And Marketability Discounts In Appraisal Actions Under Missouri Revised Statutes Section 351.455, Brian D. Rogers
Missouri Law Review
Appraisal statutes are available to provide fair compensation to minority shareholders of corporations who are squeezed out against their will. Missouri Revised Statutes Section 351.455. the Missouri statute that provides for appraisal rights in the event of a merger or consolidation, requires corporations to pay dissenting minority shareholders “fair value” for their shares. The Missouri appraisal statute does not define “fair value,” nor does it provide a mathematical formula for determining the value of dissenters’ shares. Rather, Missouri case law has established that courts are to consider all relevant facts and circumstances to determine the value of a dissenter’s shares. …
Minority Discounts And Control Premiums In Appraisal Proceedings, Richard A. Booth Marbury Research Professor Of Law
Minority Discounts And Control Premiums In Appraisal Proceedings, Richard A. Booth Marbury Research Professor Of Law
Faculty Scholarship
In a merger, a stockholder often has a statutory right of dissent and appraisal under which the stockholder may demand to be paid fair value exclusive of any gain or loss that may arise from the merger itself. Most courts and commentators agree that a dissenting stockholder should ordinarily receive a pro rata share of the fair value of the corporation without any discount simply because minority shares lack control. In several recent cases, the courts have indicated that a minority stockholder is thus entitled to a share of the control value of the corporation even though the merger does …
Minority Discounts, Fair Market Value, And The Culture Of Estate Taxation, William S. Blatt
Minority Discounts, Fair Market Value, And The Culture Of Estate Taxation, William S. Blatt
Articles
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