Securities

  Everyone should have a will designating who they would like to receive their assets, following their demise. In California, however, a will may not be the most efficient testamentary instrument. Even if a California resident has a will, if they own more than $150,000 in...

The price of attorneys and determining who pays them are important issues in trust disputes. When a beneficiary brings a lawsuit against a trust or trustee, the beneficiary needs to be aware that, in some circumstances, the trust’s costs of the suit might be chargeable...

Thomas Sandys Derivatively on Behalf of Zynga, Inc. v. Pincus, et al. , Delaware Supreme Court, Case No. 157,2016, December 5, 2016, highlights the sometimes difficulty, and the importance of evaluating director independence in the circumstance of a shareholder derivative suit. In Zynga the plaintiff filed...

Sweat equity is the term used to refer to an employee’s labor that is invested into an asset as opposed to equity bought with capital. Ideally, it would be fair for all employees whose sweat equity increases the value of a private company to share...

Effective on July 1, 2015, Nevada S.B. 483 imposes an annual commerce tax on business entities engaged in business in Nevada, whose ‘Nevada gross revenue’ in a taxable year exceeds $4,000,000.[1] For this purpose, the tax year is a static twelve-month period running from July...

From a nontax standpoint, the purchaser of a corporate business often prefers buying the target corporation's stock rather than its assets. A stock purchase is usually easier to accomplish than an asset purchase and is often necessary to avoid interruption of contractual and other relationships...

Individuals who make Section 83(b) elections are no longer required to file a copy of the written election statement with their income tax returns. Section 83 of the Internal Revenue Code of 1986 (the “Code”) taxes service providers on the receipt of property, including stock, for...

I.    Context setting: Senator Hatch looking to corporate integration to reduce corporate tax Finance Committee Chairman Orrin Hatch (R-Utah) is expected to release a new corporate integration plan this month that integrates corporate taxation with shareholder taxation. It pushes corporate taxation to the shareholder level by...

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