Federal Income Taxation of Partners and Partnerships in a Nutshell

Author: Karen C. Burke

Publisher: West Academic

ISBN: 9780314158796

Category: Law

Page: 398

View: 1368

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Reliable source on the federal income taxation of partners and partnerships. Text contains an authoritative summary on the organization, tax accounting, allocations, distributions, and liabilities of a partnership. Also discusses subjects such as contributed property, partner-partnership transactions, transferring interests, and what happens when a partner retires.

Drafting Delaware Limited Liability Company Agreements

Forms and Practice Manual

Author: John M. Cunningham,Vernon R. Proctor

Publisher: Aspen Publishers Online

ISBN: 9780735582682

Category: Law

Page: 1048

View: 7373

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Drafting Delaware LLC Agreements: Forms and Practice Manual provides a comprehensive and sophisticated analysis of the Delaware Limited Liability Company Act from an entity formation viewpoint and sets forth extensive practical guidelines for lawyers planning, negotiating and drafting Delaware LLC agreements. Among other features: The book exhaustively identifies the definitional, mandatory, default and permissive provisions critical in forming Delaware LLCs, and it addresses in detail the more important of these provisions. It contains detailed criteria and practical examples for use in choosing among Delaware LLCs and other types of Delaware entities, including limited partnerships and corporations, in business entity formations ("non-tax choice of entity"). To the authors' knowledge, it provides the most complete analysis of the series LLC provisions of the Delaware Act currently available in LLC literature. It provides in digital form model LLC agreements that address all of the various ownership structures, management structures and tax structures that Delaware LLC formation clients may need--a total of nine agreements for single-member LLCs and 33 for multi-member LLCs. Finally, the book contains plain-English explanations for lawyers who are not tax specialists concerning all principal federal and state tax issues likely to be important to Delaware entity formation clients. A CD containing customizable agreements, for ease of use, along with the full text of the Delaware Limited Liability Company Act is included with your purchase! SPECIAL OFFER... Get the latest monthly edition of Drafting Delaware LLC Agreements: Forms and Practice Manual E-Newsletter. Download your FREE E-Newsletter NOW! The co-authors of the book and E-Newsletter are John M. Cunningham, the author of Drafting Limited Liability Company Operating Agreements (Aspen Publishers), the leading generic (i.e., non-state specific) LLC form book and practice manual; and Vernon R. Proctor, a partner and co-founder of Proctor Heyman LLP, a Wilmington, Delaware business litigation law firm. Mr. Proctor is a member of the Delaware State Bar Association committee that annually updates the Delaware LLC Act and the other Delaware "alternative entity" statutes.

Federal Income Taxation of Corporations and Stockholders in a Nutshell

Author: Karen C. Burke

Publisher: West Group

ISBN: N.A

Category: Corporations

Page: 379

View: 5750

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Corporate Double Tax and Tax Reform Act of 1986; Case Against Double Taxation; Corporate Tax and Deferral; Choice of Business Entity; Fundamental Concepts; Corporation as Taxable Entity; Definition and Classification; Corporate Tax Rate Structure; Corporate Taxable Income; Taxable Year and Method of Accounting; Incorporations; Non-Liquidating Distributions; Redemptions; Stock Dividends; Complete Liquidations; Collapsible Corporations; Taxable Acquisitions; Reorganizations; Corporate Divisions; Carryover of Corporate Attributes; Subchapter S; Integration.

Comparative Tax Law

Author: Victor Thuronyi,Kim Brooks

Publisher: Kluwer Law International B.V.

ISBN: 904116720X

Category: Law

Page: 362

View: 1483

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Although the details of tax law are literally endless—differing not only from jurisdiction to jurisdiction but also from day-to-day—structures and patterns exist across tax systems that can be understood with relative ease. This book, now in an updated new edition, focuses on these essential patterns. It provides an immensely useful introduction to the core common knowledge that any well-informed tax lawyer or policy maker should have about comparative tax law in our times. The busy reader will welcome the compact nature of this work, which is shorter than the first edition and can be read in a weekend if one skips footnotes. The authors elucidate the commonalities and differences across countries in areas including (much of the detail new to the second edition): • general anti-avoidance rules; • court decisions striking down tax laws as violating constitutional rules against retroactivity, unequal treatment of equals, confiscation, and undue vagueness; • statutory interpretation; • inflation adjustment rules and the allowance for corporate equity; • value added tax systems; • concepts such as “tax”, “capital gain”, “tax avoidance”, and “partnership”; • corporate-shareholder tax systems; • the relationship between tax and financial accounting; • taxation of investment income; • tax authorities’ ability to obtain and process information about taxpayers; and • systems of appeals from tax assessments. The information and analysis pull together valuable material which is scattered over a disparate literature, much of it not available in English. Especially considering the dynamic nature of tax law, whose rate of change exceeds that of any other field of law, the authors’ clear identification of the underlying patterns and fundamental structures that all tax systems have in common—as well as where the differences lie—guides the reader and offers resources for further research.

Drafting Limited Liability Company Operating Agreements, Fourth Edition

Author: John M. Cunningham,Vernon R. Proctor,Amanda Nelson

Publisher: Wolters Kluwer Law & Business

ISBN: 145488049X

Category: Law

Page: 1922

View: 1784

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This essential resource enables you to negotiate, draft, and fine-tune LLC operating agreements for all basic types of LLCsand—in every U.S. jurisdiction! It delivers exclusive guidance on all 10 stages of the LLC formation process, and comes with a CD-ROM packed full of valuable material, including complete agreements, forms, and clauses all ready for immediate use. Newly expanded to two volumes, theand Fourthand Edition of Drafting Limited Liability Company Operating Agreements is the only limited liability company formbook and practice manual that addresses the entire process of planning, negotiating and drafting LLC operating agreements, and handling LLC formations. Providing hands-on guidance directly from John M. Cunningham, one of the acknowledged leaders in the field, Drafting Limited Liability Company Operating Agreements, Fourthand Edition, ensures that youand’re prepared to handle all legal and tax aspects of the LLC formation process for member-managed, manager-managed, single-member, and multi-member LLCs, including: Fiduciary issues and other critical business organization law issues facing the managers of multi-member LLCs Multi-member LLC partnership tax issues The unique legal and tax issues confronting owners of single-member LLCs Hidden issues in drafting articles of organization The complex issues of legal ethics when representing two or more clients in forming multi-member LLCs Only Drafting Limited Liability Company Operating Agreements, Fourthand Edition fully covers: The 10 main stages of the LLC formation process, providing detailed, practice-oriented comments on each and“Red flagsand” spotlighting common pitfalls and risks in LLC formation Key federal tax materials, including the and“Check-the-Box Regulationsand” and the IRSand’s guidelines on the application of the Self-Employment Tax to LLC members The current text of the Delaware Limited Liability Company Act And Drafting Limited Liability Company Operating Agreements, Fourthand Edition includes: All of the general-purpose model operating agreements you are likely to need to form both single-member and multi-member LLCs, designed for use in all 50 states and accompanied by line-by-line instructions Guidance through the entire, complex maze of legal, tax, and drafting issues An all-new section on protecting clientsand’ assets through LLCs Valuable exhibits, including a master table and various subsidiary tables of the Delaware Limited Liability Company Act provisions relevant to LLC formations Plus! Every clause, form, and complete agreement is on CD-ROMand—to speed the formation process and help save you time. To assist in your LLC formation practice, youand’ll also find a comprehensive survey of the rapidly expanding body of federal and state LLC case lawand—complete with clear summaries of the cases and indexes by both state and subject matter. Newly updated and expanded, Drafting Limited Liability Company Operating Agreements, Fourthand Edition, delivers all the forms, agreements and expert guidance every LLC practitioner should have on hand. and

Drafting Limited Liability Company Operating Agreements

Author: John M. Cunningham,Vernon R. Proctor

Publisher: Aspen Publishers Online

ISBN: 1454822341

Category: Business & Economics

Page: 1922

View: 6791

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Aspen Publishers' new Third Edition of Drafting Limited Liability Company Operating Agreements provides crystal-clear analysis and hands-on guidance from John M. Cunningham, one of the acknowledged leaders in the field. You'll find virtually everything you need to negotiate, draft, and fine-tune LLC operating agreements for all basic types of LLCs--member-managed, manager-managed, single-member, and multi-member--in any U.S. jurisdiction! Drafting Limited Liability Company Operating Agreements, Third Edition identifies the 10 main stages of the LLC formation process and gives you detailed, practice-oriented comments on each. In addition, you'll find valuable "red flags" spotlighting common pitfalls and risks; the text of key federal tax materials, including the "Check-the-Box Regulations" and the IRS's guidelines on the application of the Self-Employment Tax to LLC members; and the current text of the Delaware Limited Liability Company Act . Drafting Limited Liability Company Operating Agreements, Third Edition ensures that you're prepared to handle all legal and tax aspects of the LLC formation process including fiduciary issues and other critical business organization law issues facing the managers of multi-member LLCs ; multi-member LLC partnership tax issues; the unique legal and tax issues confronting owners of single-member LLCs; hidden issues in drafting articles of organization; and the complex issues of legal ethics when representing two or more clients in forming multi-member LLCs. To assist in your analysis, you'll find a comprehensive survey of the rapidly expanding body of federal and state LLC case law-- complete with clear summaries of the cases and indexes by both state and subject matter. Newly updated and expanded, Drafting Limited Liability Company Operating Agreements, Third Edition now offers a timely overview of the more than 1,100 significant LLC cases reported to date, and spotlights those specific cases with which every LLC practitioner should have detailed familiarity. Drafting Limited Liability Company Operating Agreements, Third Edition contains comprehensive, authoritative forms for all basic agreements and contract clauses likely to arise in LLC formations. These forms are designed for use in all 50 states and are accompanied by line-by-line instructions telling you exactly how and when to use them.

Federal Income Taxation

Author: Joseph Bankman,Daniel N. Shaviro,Kirk J. Stark,Edward D. Kleinbard

Publisher: Wolters Kluwer Law & Business

ISBN: 1454887257

Category: Law

Page: 800

View: 9206

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Building on and adding to the strengths of its predecessors, the new 17th Edition of Federal Income Taxation continues the legacy of its original authors, Boris Bittker, Lawrence M. Stone and William A. Klein, in presenting complex material in an easy to understand way. With leading tax scholars Bankman, Shaviro, Stark and now Kleinbard at the helm of this widely popular book, the book continues to offer an accessible format, bridging the gap between theory and practice, and presenting a variety of perspectives: historical, economic, political, and international. New cases have been added, including more recent older cases (such as Cesarini v. United States), and new chapters have been included on Public and Private Sphere, Debt, Economic Substance, and Law and Poverty.