Tennebaum v. Deshpande
In this Minnesota appeal of a marital dissolution decree, the district court received valuations from experts representing both parties and determined the value of the husband’s business interest in an asset management company. The husband appealed that value. The district court had considered matters of methodology as well as personal goodwill. The court of appeals found that the district court did not abuse its discretion and affirmed the judgment of the district court.
Valuation of Husband’s Business Interest Considers Credibility, Personal Goodwill, and Other Issues
In this Minnesota appeal of a marital dissolution decree, the district court received valuations from experts representing both parties and determined the value of the husband’s business interest in an asset management company. The husband appealed that value. The district court had considered matters of methodology as well as personal goodwill. The court of appeals found that the district court did not abuse its discretion and affirmed the judgment of the district court.
Manbro Energy Corp. v. Chatterjee Advisors, LLC
The primary focus of this case was cross-motions for summary judgment on issues dealing with fiduciary duty and implied covenant of good faith and fair dealing. A final issue, of importance to valuation experts, was a motion to exclude the testimony of the plaintiff’s valuation expert, which the court denied.
U.S. District Court (New York) Denies Motion to Exclude Expert Witness
The primary focus of this case was cross-motions for summary judgment on issues dealing with fiduciary duty and implied covenant of good faith and fair dealing. A final issue, of importance to valuation experts, was a motion to exclude the testimony of the plaintiff’s valuation expert, which the court denied.
5th Circuit Upholds Tax Court’s Characterization of Interest and Discount Rulings
5th Circuit affirms Tax Court’s ruling that decedent’s transferred interest is limited partner, not an assignee, interest; appeals court says estate’s related challenge to Tax Court’s valuation reflects disagreement with characterization of interest, not value computation; valuation holds up.
Estate of Streightoff v. Commissioner (II)
5th Circuit affirms Tax Court’s ruling that decedent’s transferred interest is limited partner, not an assignee, interest; appeals court says estate’s related challenge to Tax Court’s valuation reflects disagreement with characterization of interest, not value computation; valuation holds up.
5th Circuit Upholds Tax Court’s Characterization of Interest and Discount Rulings
In estate tax dispute, Tax Court agrees with IRS that decedent transferred limited partner interest, not assignee interest, to revocable trust; under partnership agreement, limited partner had rights not available to assignee; court rejects discount for lack of control and adopts IRS’ DLOM rate.
Estate of Streightoff v. Commissioner (I)
In estate tax dispute, Tax Court agrees with IRS that decedent transferred limited partner interest, not assignee interest, to revocable trust; under partnership agreement, limited partner had rights not available to assignee; court rejects discount for lack of control and adopts IRS’ DLOM rate.
Buyout Agreement Short-Circuits Court’s Scrutiny of Appraisals
Court says determination of repurchase price of departing partner’s stake is subject to operating agreement giving defendants absolute control over valuation; absent bad faith conduct, court declines to scrutinize appraisals underlying buyout offer.
Valuations Underpin DE Chancery’s Ruling in Going-Private Merger
DE Supreme Court affirms use of business judgment review where controlling stockholder buyout includes two procedural protections for minority and finds valuations from independent financial advisor confirmed merger was favorable to minority stockholders.
Valuations Underpin DE Chancery’s Ruling in Going-Private Merger
DE Chancery adopts business judgment review standard where controlling stockholder buyout includes two procedural protections for minority and finds valuations from independent financial advisor demonstrate merger was favorable to minority stockholders.
Leone v. Owsley
Court says determination of repurchase price of departing partner’s stake is subject to operating agreement giving defendants absolute control over valuation; absent bad faith conduct, court declines to scrutinize appraisals underlying buyout offer.
Court Likens ‘Book of Business’ to Professional Goodwill
Appeals court says financial analyst spouse’s ability to induce clients to follow her when switching employer resembles goodwill in professional practices and represents a divisible community asset; trial court erred when it found analyst’s book of busine ...
Kahn v. M&F Worldwide Corp.
DE Supreme Court affirms use of business judgment review where controlling stockholder buyout includes two procedural protections for minority and finds valuations from independent financial advisor confirmed merger was favorable to minority stockholders.
Finby v. Finby
Appeals court says financial analyst spouse’s ability to induce clients to follow her when switching employer resembles goodwill in professional practices and represents a divisible community asset; trial court erred when it found analyst’s book of busine ...
In re MFW Shareholders Litig.
DE Chancery adopts business judgment review standard where controlling stockholder buyout includes two procedural protections for minority and finds valuations from independent financial advisor demonstrate merger was favorable to minority stockholders.
Estate of Stone v. Commissioner
Tax Court holds transfer of woodlands to FLP outside reach of Section 2036(a); “bona fide sale” was present even though partnership conducted no business or investment activity, had no bank account, and caused no change in use or enjoyment of property.
Estate of Stone v. Commissioner
A husband and wife owned 740 acres of undeveloped woodland, which, on the advice of their attorney, they transferred to a family limited partnership (FLP). They each retained a 1% general partnership interest, but over the years began gifting limited part ...
Major Victory for Taxpayer and Appraiser in Classic FLP Case
Taxpayer wins major, multimillion-dollar victory for appraisal of FLP assets in estate tax case, including court’s adoption of substantial discounts for lack of control and lack of marketability.
Murphy v. U.S.
Taxpayer wins major, multi-million dollar victory for appraisal of FLP assets in estate tax case, including court’s adoption of substantial discounts for lack of control and lack of marketability.
In re Buonamici
IN THE COURT OF CHANCERY FOR THE STATE OF DELAWARE IN THE MATTER OF ) TIMOTHY BUONAMICI, JR. ) C.M. No. 04116-N-VCP MEMORANDUM OPINION Date Submitted: April 1, 2008 Dated Decided: August 11, 2008 James F. Harker, Esquire, COHEN SEGLIAS PALLAS GREENHALL & FURMAN, P.C., Wilmington, Delaware, Attorney for Petitioner Gary A. Bryde, Esquire, GARY A. BRYDE, P.A., Hockessin, Delaware, Attorney for Guardian PARSONS, Vice Chancellor. This matter is before me on exceptions to ...
Jelke Overruled: 11th Circuit Approves 100% Discount for Imbedded Capital Gains
11th Circuit rejects Jelke and adopts dollar-for-dollar discount for contingent capital gains tax liability.
Estate of Jelke v. Commissioner (II)
Eleventh Circuit rejects Jelke and adopts dollar-for-dollar discount for contingent capital gains tax liability.
Saye v Old Hill Partners, Inc.
On June 18, 2003, Plaintiff, Jeffrey M. Saye (“Saye”), commenced this action, alleging that Defendant, Old Hill Partners, Inc. (“OHP”) violated certain agreements under which OHP was to repurchase Saye’s shares in OHP and grant an option for Saye to p ...
A Frustrated 7th Circuit Remands Tax Court’s Remands Tax Court’s Mark-to-Market Interest Swap Valuation
7th Circuit overturns Tax Court’s fair market valuation of interest swaps, saying it didn’t give due deference to Commissioner’s calculations.