Open Access. Powered by Scholars. Published by Universities.®
- Discipline
-
- Taxation-Federal (17)
- Legal Ethics and Professional Responsibility (4)
- Torts (4)
- Legal Profession (3)
- Securities Law (3)
-
- Criminal Law (2)
- State and Local Government Law (2)
- Supreme Court of the United States (2)
- Tax Law (2)
- Taxation-State and Local (2)
- Transportation Law (2)
- Bankruptcy Law (1)
- Business (1)
- Business Law, Public Responsibility, and Ethics (1)
- Civil Rights and Discrimination (1)
- Commercial Law (1)
- Conflict of Laws (1)
- Contracts (1)
- Dispute Resolution and Arbitration (1)
- Health Law and Policy (1)
- International Trade Law (1)
- Law and Gender (1)
- Legislation (1)
- Litigation (1)
- Taxation-Federal Estate and Gift (1)
- Keyword
-
- Non-profit organizations (11)
- Corporations (5)
- Mergers (4)
- Non-profit corporations (4)
- Personal holding company (3)
-
- Charitable foundations (2)
- Charitable organizations (2)
- Charitable purpose (2)
- Charitable trust (2)
- Compensation (2)
- Conrail (2)
- Corporate name (2)
- Corporate tax status (2)
- Corporate veil (2)
- Corporation (2)
- Director liability (2)
- Directors (2)
- Foundations (2)
- Gross income (2)
- Insurance (2)
- Minority shareholders (2)
- Non-profit organization (2)
- Norfolk Southern (2)
- Officer liability (2)
- Professional association (2)
- Professional partnership (2)
- Subchapter S (2)
- Tax (2)
- Tax exemptions (2)
- Unincorporated associations (2)
Articles 61 - 90 of 94
Full-Text Articles in Business Organizations Law
Book Review, Joseph Stearns
Book Review, Joseph Stearns
Cleveland State Law Review
Reviewing Howard L. Oleck, Non-profit Corporations, Organizations and Associations, 2d.ed., Prentice Hall Inc., 1965
Actions By A Sole Stockholder Of A Corporation, Julius E. Kovacs
Actions By A Sole Stockholder Of A Corporation, Julius E. Kovacs
Cleveland State Law Review
The law regarding sole shareholders' actions appears to be very clear. In most cases the corporate wrong can only be redressed by the corporation itself and in the corporate name. The few exceptions appear to have been allowed in good conscience by courts of equity, with each case being decided on its own merits. While other areas of the law are constantly changing, the law with respect to sole shareholders' actions has remained stable, with no indications that any changes will take place in the immediate future.
Forfeiture Of Non-Profit Corporation Charters, Kevin Sheard
Forfeiture Of Non-Profit Corporation Charters, Kevin Sheard
Cleveland State Law Review
Many of the provisions of general corporation law apply to non-profit corporations in common with corporations for profit. Yet since the non-profit groups do form a class by themselves, it is worthwhile to examine the law on forfeiture of charter as applied particularly to them.
Exclusion And Expulsion From Non-Profit Organizations - The Civil Rights Aspect, Robert S. Pasley
Exclusion And Expulsion From Non-Profit Organizations - The Civil Rights Aspect, Robert S. Pasley
Cleveland State Law Review
To what extent do voluntary non-profit associations have the right (a) to deny admission to membership, and (b) to expel existing members? Space does not permit discussion of all the ramifications of these two questions and some limitation of scope becomes necessary. The theme selected has been the "civil rights" aspect of the problem; more specifically, the right, in certain areas, to be protected against racial and religious discrimination, and the privilege to exercise the ordinary rights of citizenship, such as the right of free speech, of petition, of voting, of resort to the courts, and to employment.
Proxy Voting Power In Non-Profit Organizations, Howard L. Oleck
Proxy Voting Power In Non-Profit Organizations, Howard L. Oleck
Cleveland State Law Review
This note will briefly survey the state of American law as to proxy voting in non-profit organizations. It will deal first with member voting by proxy, and then with proxy voting by representatives (delegates, committeemen,directors or trustees).
Initial Impressions Of The Treasury Report On Foundations, Marcus Schoenfeld
Initial Impressions Of The Treasury Report On Foundations, Marcus Schoenfeld
Cleveland State Law Review
Very recently in the United States Treasury Department submitted its study of private foundations to Congress. This is the most recent development in an attempt to delineate the proper role of foundations and their donors in our society, and more particularly their proper tax treatment. Although it is much too soon to predict the effect of the Treasury Report, since Congress itself asked for the study, it is quite likely that some more restrictive legislation will result.
Some Problems In Liquidating Personal Holding Companies, Elliott H. Kajan, Martin C. Spector
Some Problems In Liquidating Personal Holding Companies, Elliott H. Kajan, Martin C. Spector
Cleveland State Law Review
Ordinarily, distributions by a personal holding company qualify for the dividends paid deduction only if they are "dividends" under section 316. However, certain distributions in liquidation may also qualify. These liquidating distributions of a personal holding company are divided into two categories: (1) Distributions to the extent of earnings and profits for the taxable year (computed without regard to capital losses) made in complete liquidation of the corporation occurring within 24 months after the adoption of the plan of liquidation; and (2) distributions in liquidation properly chargeable to earnings and profits accumulated after February 28, 1913.
Control Of Charity Solicitations, Ralph E. Mcgeorge
Control Of Charity Solicitations, Ralph E. Mcgeorge
Cleveland State Law Review
Giving, whether it is done wisely or not, is big business these days-totaling approximately 10 billion dollars in 1963. The value of our philanthropic and religious organizations, in terms of capital investment, was recently estimated at more than 68 billion dollars. By these yardsticks alone, philanthropy ranks as one of our Big Ten industries. The real "shocker" is that over 500 million dollars (billion) of our hard earned money finds its way into the well lined pockets of charity racketeers each year. This is a great deal of money to be lost to worthwhile charities and institutions, almost as much …
Non-Profit Associations As Legal Entities, Howard L. Oleck
Non-Profit Associations As Legal Entities, Howard L. Oleck
Cleveland State Law Review
The truth is that some influential non-profit associations long have vigorously fought attempts to give clear legal form and substance to unincorporated associations. They like "having it both ways." It is very convenient to be able to be sometimes a legal entity and sometimes not, sometimes a partnership and sometimes not-very convenient for the association (or its managers), not so convenient for creditors, regulatory agencies, injured members, or others affected by the will-o-the-wisp nature of the association.
Defamation Of Corporations, Louis J. Bloomfield
Defamation Of Corporations, Louis J. Bloomfield
Cleveland State Law Review
Since the sixteenth century courts of law have held that an individual may bring an action for damages for libel or slander. When corporations came into their own, occasions arose where the question of a corporation's right to bring suit for libel or slander had to be decided. The first cases centered discussion on whether a corporation could sue on the basis of similarity to a natural person (an individual) or to an artificial person (an entity). While courts long have made a distinction between the artificial and the natural person, the law has been established that, like an individual, …
Tax Exempt Organizations, Edward A. Lebit
Tax Exempt Organizations, Edward A. Lebit
Cleveland State Law Review
Although tax exempt organizations are creatures of the state ,it is under the federal law that they seek exemption from tax. Many unqualified organizations have sought and received this exemption. Many abuses and schemes have arisen, in which even qualified organizations have been made parties. The big question is whether the exemption laws are not clear enough or whether they have been lackadaisically enforced. It is this writer's opinion that the law is adequate, and that strict enforcement of the law is all that is necessary to clear up the tax abuses by non-profit organizations which have taken place since …
Parliamentary Procedure For Non-Profit Organizations, John Waldeck
Parliamentary Procedure For Non-Profit Organizations, John Waldeck
Cleveland State Law Review
To bring the conduct of meetings of organizations under reliable law, there are three possible solutions. First, to reform existing parliamentary procedure in order to make it correspond with the law. This is not practical. Second, to return to the legal origins of parliamentary law. The legal origins are obscure, the case law meager and the common parliamentary law too indefinite to encourage such an effort. Third, to adopt new, modern, simple rules of procedure, based on law, both case and code. This approach is both realistic and practical and can include the experience of reform experiments and legal origins. …
Unfair Competition In Use Of Corporate Names, John P. Diamond
Unfair Competition In Use Of Corporate Names, John P. Diamond
Cleveland State Law Review
It is well settled that the law will give equitable protection to the prior appropriator of a corporate name against a subsequent unauthorized use by a junior corporation. In most states statutory recognition is given to the property right which a corporation acquires in its own name, usually in the form of a prohibition against another corporation choosing a name the same as or deceptively similar to that of the prior incorporator. Although it has been suggested by one author that the courts should give broader effect to the statutes, nevertheless the great majority of the cases are decided under …
Liability Of Parent Corporation For Tort Of Subsidiary, Richard H. Burgess
Liability Of Parent Corporation For Tort Of Subsidiary, Richard H. Burgess
Cleveland State Law Review
Much has been written about liability of parent corporations for acts of their subsidiaries, but much of the material principally concludes that there is no clear law on the subject. The present article is an attempt to illustrate several of the more recent cases defining various lower common denominators useful in analysing corporate entity problems related to parent and subsidiary corporations.
Attorney-Client Privilege And Corporations, Richard C. Klein
Attorney-Client Privilege And Corporations, Richard C. Klein
Cleveland State Law Review
On August 3, 1962 a memorandum decision was handed down in an antitrust proceeding which startled practicing attorneys and text writers alike. It held specifically that the "attorney-client privilege" did not apply to the corporate client.' What had been accepted as law for over one hundred and twenty-five years was curtly cast aside by Chief Judge William J. Campbell.
One-Man Corporate Entity In Torts, James A. Thomas
One-Man Corporate Entity In Torts, James A. Thomas
Cleveland State Law Review
This article is confined to a summary of the liability of a sole shareowner for the torts of his employees or of himself in the execution of the corporate business.
Corporate Employee Tax Status For The Professional Man, Carmen A. Stavole
Corporate Employee Tax Status For The Professional Man, Carmen A. Stavole
Cleveland State Law Review
Professional associations (i.e., corporations) have been specifically authorized by several state legislatures recently, contrary to the old rule that practice of a learned profession by a corporation is forbidden. Among these states are Connecticut, Illinois, Ohio, Oklahoma, Pennsylvania and Wisconsin. The purpose is to make available to professional men the tax advantages of corporate employee status.
Stock Options For Directors In Small Corporations, Robert H. Moore Jr.
Stock Options For Directors In Small Corporations, Robert H. Moore Jr.
Cleveland State Law Review
The treatment stock options have received since the enactment of Section 421 of the 1954 Code has come under much criticism. Section 421 of the Code authorizes the so-called "restricted"stock options. It is not the purpose of this paper, however, to enter the controversy about restricted stock options but to consider the so-called "non-restricted" and to suggest revisions in the law that appear merited with respect to them.
Corporate Employee Tax Status For The Professional Man, Carmen A. Stavole
Corporate Employee Tax Status For The Professional Man, Carmen A. Stavole
Cleveland State Law Review
Professional associations (i.e., corporations) have been specifically authorized by several state legislatures recently, contrary to the old rule that practice of a learned profession by a corporation is forbidden. Among these states are Connecticut, Illinois, Ohio, Oklahoma, Pennsylvania and Wisconsin. The purpose is to make available to professional men the tax advantages of corporate employee status.
Book Review, William K. Gardner
Book Review, William K. Gardner
Cleveland State Law Review
Reviewing Reed Rowley, Rowley on Partnership, 2d Ed., Bobbs-Merrill Co., 2 vol., 1960
Book Review, Eugene H. Wiswell
Book Review, Eugene H. Wiswell
Cleveland State Law Review
Reviewing Howard L. Oleck, Modern Corporation Law, Vol. 3, Shareholders and Third Parties, Bobbs-Merrill Co., Inc., 1959
Negligent Management Of Corporations, Raymond C. Loyer
Negligent Management Of Corporations, Raymond C. Loyer
Cleveland State Law Review
The subject of negligent management of corporations is a broad field for one article. Yet, in one article many facets of corporation management can be brought together in one place. A review of the literature reveals that specific matters which relate to negligent management can be found in many widely separated sections of reference works, and piecemeal in separate articles.
Foundations Used As Business Devices, Howard L. Oleck
Foundations Used As Business Devices, Howard L. Oleck
Cleveland State Law Review
The problem of abuse of the foundation device in fact contains a socio-legal issue more important than the mere question of whether a particular instrument is valid or invalid. It poses a question that may well affect the future history of this nation. In effect the issue is this :Does this nation, or does it not, desire or permit an hereditary aristocracy of wealth based on amoral manipulation of forms and legal rituals, while the government turns a blind eye to it? Our immediate problem here is the epidemic of misuse of the "charitable foundation" as a device to perpetuate …
Tax Subchapter S Becomes Clearer, Edward M. Greenwald
Tax Subchapter S Becomes Clearer, Edward M. Greenwald
Cleveland State Law Review
Since the addition of Subchapter S to the 1954 Internal Revenue Code in 1958, many articles have been written on the interpretation and application of the provisions of this Chapter to various factual situations. At the time of their publication, the final Regulations and pertinent Internal Revenue Service Rulings on the subject had not been promulgated. The subsequent promulgation and issuance of these Regulations and Rulings, therefore, had the effect of abrogating many of the proposals which had been advocated in these articles. These Regulations and Rulings did not answer all of the questions, and until such time as there …
Book Review, Robert L. Lewis
Book Review, Robert L. Lewis
Cleveland State Law Review
Reviewing Howard L. Oleck, Modern Corporation Law, Vol. 2, Management of the Corporation, Bobbs-Merrill Co., Inc., 1959
Shareholder Proxy Fight Expenses, Lawrence D. Stifel
Shareholder Proxy Fight Expenses, Lawrence D. Stifel
Cleveland State Law Review
Participation in the selection of directors of publicly held corporations requires expression through a proxy statement and involves costs of solicitation. Case decisions have firmly established management's right to use the corporate treasury for the proxy costs of a statement of its slate of candidates for directors, the rationale being that management and incumbent directors have a positive duty to inform the shareholders and to encourage voting. Dissident shareholder groups, on the other hand, have normally been required to bear their own proxy expenses. Recent case law has permitted successful insurgent stockholders to gain reimbursement of their proxy expenses from …
Book Review, Melvin M. Roberts
Book Review, Melvin M. Roberts
Cleveland State Law Review
Reviewing Howard L. Oleck, Modern Corporation Law, Vol. 1, Bobbs-Merrill Publishing Company, Inc., 1958
Tax Considerations In Organizing A Corporation, Marvin D. Kelner
Tax Considerations In Organizing A Corporation, Marvin D. Kelner
Cleveland State Law Review
It is almost impossible, and certainly impractical, to prepare a definitive checklist of incorporation procedures, which will guarantee complete safeguard for all of the "watchdog sections" of the present Internal Revenue Code and further guarantee the lowest tax burden for the corporation and its stockholders. The most that any careful lawyer can do is to apply known and foreseeable procedures, which have been tried and tested in the courts, to any particular company he is engaged in incorporating.
Tax Advantages Of Foundations And Exempt Organizations, Joseph Berman, Daniel S. Berman
Tax Advantages Of Foundations And Exempt Organizations, Joseph Berman, Daniel S. Berman
Cleveland State Law Review
Businessmen these days are playing an ever increasing role in the creation and support of "non-profit" philanthropic foundations. Their purpose is a dual one; to save taxes and to immortalize a family name, and they are as old as the pyramids. We know of about 20,000 foundations existing in England, but the large broad-purpose foundations were created in the United States. The greatest expansion in this area is attributable to the family and corporate foundations. The corporation tax of 52% and the individual income tax of up to 91% are so severe that high-bracket taxpayers can give to charity at …
Personal Holding Companies And Gross Income, Harvey Mahlig
Personal Holding Companies And Gross Income, Harvey Mahlig
Cleveland State Law Review
There are many small corporations, the ownership o fwhich is in the hands of a family group or a few individuals, which are susceptible to personal holding company rules. These require a careful analysis of stock ownership and gross income. While it may not have been the intention of an individual or of a group to form a personal holding company, circumstances may arise during a year which would qualify the corporation as one. A change in stock ownership, a change in the type of gross income or a change in the amount of gross income could very well transform …