Below is a recap of recent posts to the Stradley Ronon Business Vantage Point blog. Articles on timely topics impacting ownership, operation and financing of businesses across industries written by our trusted advisers are posted regularly on the site. If you haven’t yet subscribed, please click here to ensure you don’t miss any upcoming articles.
IN THE JUNE ISSUE:
Delaware Legislature Adopts Controversial DGCL Amendments
Senate Bill 313 is the latest development in a high-stakes battle for control between the boards of corporations and their stockholders, an issue that drew national attention after a series of rulings from high-profile cases were issued by the Delaware Court of Chancery. Those rulings have created uncertainty for Delaware corporations and their advisers because the court’s decisions were contrary to the customary practices that had developed over time in relation to stockholder agreements and processes for merger approvals. Read More...
Allocations of Purchase Price: A Zero-Sum Game?
Allocations of purchase price are critical tax-related aspects of asset sale transactions. However, these allocations often do not receive much attention from the parties until the transaction process is well underway, and possibly not until the eve of closing or after closing when associated tax reporting is required. At that point, a buyer’s or seller’s ability to negotiate a more favorable result can be significantly limited. Consequently, buyers and sellers should become familiar with the potential federal income tax considerations of purchase price allocations and strive to address those considerations at the beginning of a transaction.
Read More...
Supreme Court Sides with IRS in Stock Redemption Agreement Case
The U.S. Supreme Court issued a decision on June 6 with significant repercussions for business owners who use life insurance as part of their business succession planning. In an uncommon 9-0 ruling, the justices in
Connelly v. United States held that for federal estate tax purposes, the value of life insurance proceeds payable to a company upon a shareholder’s death was included in the corporation’s federal estate tax value, and this value was not offset by the company’s obligation to redeem the deceased shareholder’s stock under a buy-sell agreement.
Read More...
Information contained in this publication should not be construed as legal advice or opinion or as a substitute for the advice of counsel. The articles by these authors may have first appeared in other publications. The content provided is for educational and informational purposes for the use of clients and others who may be interested in the subject matter. We recommend that readers seek specific advice from counsel about particular matters of interest.
© 2024 Stradley Ronon Stevens & Young, LLP. All rights reserved.