Corwin v. KKR Fin. Holdings LLC
Regarding breach of fiduciary duty claims, Delaware Supreme Court says business judgment rule (lower standard of review) applies where disinterested stockholder majority approves merger with third party and vote was uncoerced and fully informed.
Determining NAV in Troubled Times: Did REIT Board Stumble?
Court affirms NAV methodology used by board to determine “actual value” of REIT during the financial crisis for purposes of fulfilling put agreement, even though it depended on stale data regarding net operating income and capitalization rates.
Pensioenfonds Metaal en Techniek v. Strategic DSRG, LLC
Court affirms NAV methodology used by board to determine “actual value” of REIT during the financial crisis for purposes of fulfilling put agreement, even though it depended on stale data regarding net operating income and capitalization rates.
IRS Challenges Family LLC as Indirect Gift, Including 58% Marketability Discount
Court finds $2.5 million cash transfers to family limited company are indirect gifts, subject to gift tax for full value, excluding 58% marketability discounts.
Heckerman v. Commissioner
Court finds $2.5 million cash transfers to family limited company are indirect gifts, subject to gift tax for full value, excluding 58% marketability discounts.
Does Fair Value of FLP Include Marketability and Minority Discounts?
Court considers whether discounts apply to statutory fair value appraisal of partnership withdrawal/dissolution.
Winn v. Winn Enterprises, Ltd.
Court considers whether discounts apply to statutory fair value appraisal of partnership withdrawal/dissolution.
Estate of Doris F. Kahn v. CIR
The full Tax Court concluded that a discount was not applicable to individual retirement accounts (IRAs) to account for the built-in gains that would be taxable to estate or beneficiaries upon their distribution. It rejected various analogies to lottery p ...
No Discounts Applicable to IRAs
The full Tax Court concluded that a discount was not applicable to individual retirement accounts (IRAs) to account for the built-in gains that would be taxable to estate or beneficiaries upon their distribution.
Businesses started before legal separation are marital
The issue in this marital dissolution was the classification of three business interests either as the husband's separate property or as marital property.
Stephen Weissberg v. Rene Pinado, et al.
The California Court of Appeals for the 1st Appellate District reversed an award for lost future damages following for a breach of contract.
Kauffman v. Kauffman
At issue is the identification and valuation of the marital property.
Adams v. United States (I)
The dispute in this case focuses on disagreement regarding discounts that the court should apply to reach the actual value of a 25% assignee interest.
Adams v. U.S. (I)
At issue is the price that a hypothetical buyer would pay on the valuation date for a 25% assignee interest in a dissolved Texas general partnership.
United Jersey Bank v. Kenneth R. Kensy, et al.
The New Jersey Superior Court affirmed the lower court's decision that lender was under no obligation to the borrower to disclose an appraisal of properties to be purchased by the borrower which indicated that the properties were worth less than the purch ...
Cabot v. Cabot
At issue are whether tax consequences should be considered in valuing and distributing the parties stock investment account and the valuation of husband's interest in a commercial real estate business.
Tax Consequences Considered When Parties Borrowed Against Assets
The Vermont Supreme Court affirmed the lower court's consideration of tax consequences when valuing the parties' gross estate. The parties lived well by borrowing against a $4 million investment account; thus, avoiding any taxes due to husband's low basi ...
'Entire Fairness' Needed for Exclusive Appraisal Remedy
Judge Jacobs denied a motion for summary judgment to dismiss a class action suit and allow plaintiffs only the appraisal remedy.
Seagraves v. Urstadt Property
At issue is the plaintiffs claim that the PUMG directors breached their fiduciary duties by engaging in unfair dealing and by violating their duty of disclosure in connection with the merger.