LLC buyout at fair value poses ‘conundrum’ for the court
In allowing LLC members to buy out a departing member to avoid the dissolution of the company, a court had to determine the fair value of the departing member’s interest in a holding company.
Finkel v. Palm Park, Inc.
In LLC member dispute, court faces “conundrum” where fair value buyout seeks to avoid LLC’s dissolution and court leans on expert’s FMV valuation using net asset value approach premised on “orderly liquidation”; court notes FMV is based on hypothetical actors and transaction, not specific parties.
Court’s Fair Value Determination Leans Heavily on Expert’s Fair Market Valuation Premised on Liquidation
In LLC member dispute, court faces “conundrum” where fair value buyout seeks to avoid LLC’s dissolution and court leans on expert’s FMV valuation using net asset value approach premised on “orderly liquidation”; court notes FMV is based on hypothetical actors and transaction, not specific parties.
Appeals Court Upholds Grocery Store Buyout Ruling and Fair Value Determination
Appeals court upholds district court’s buyout order of minority shareholder’s interests in related family businesses (grocery store chain) as well as district court’s fair value determination; district court’s valuation “falls squarely” between trial experts’ valuations, appeals court says.
Lund v. Lund (II)
Appeals court upholds district court’s buyout order of minority shareholder’s interests in related family businesses (grocery store chain) as well as district court’s fair value determination; district court’s valuation “falls squarely” between trial experts’ valuations, appeals court says.
New York Court Validates DLOM in Real Estate Holding Company Valuation
In partnership dispute, New York appellate court, citing precedent, approves of use of marketability discount in fixing the fair value of the limited partner’s interest in real estate holding company; however, court rejects use of a minority discount.
Matter of Levine v Seven Pines Assoc. Ltd. Partnership
In partnership dispute, New York appellate court, citing precedent, approves of use of marketability discount in fixing the fair value of the limited partner’s interest in real estate holding company; however, court rejects use of a minority discount.
In Big Buyout Ruling, Minnesota Court Rejects DLOM in Calculating Fair Value
In a forced buyout, court says experts were too partisan to their clients, compromising value analysis; court performs its own valuation using DCF to determine fair value of grocery business and rejects DLOM because no unfair transfer of wealth occurs.
Kassab v Kasab
In determining the fair value of petitioner’s interest in two family businesses that hold real estate, New York court (Second Department) adopts expert’s decision not to apply marketability discount, noting valuation “already relies upon market exposure.”
Court Adopts DLOM-Free Valuation of Realty Holding Company
In determining the fair value of petitioner’s interest in two family businesses that hold real estate, New York court (Second Department) adopts expert’s decision not to apply marketability discount, noting valuation “already relies upon market exposure.”
NAV Alone Fails to Capture Distributional Interest’s Fair Value
Appellate court affirms fair value determination of distributional interest in family farm based on multiprong valuation; company is not a holding company, and net asset valuation alone fails to capture fair value of dissociating members’ interest.
In Big Buyout Ruling, Minnesota Court Rejects DLOM in Calculating Fair Value
In a forced buyout, court says experts were too partisan to their clients, compromising value analysis; court performs its own valuation using DCF to determine fair value of grocery business and rejects DLOM because no unfair transfer of wealth occurs.
Lund v. Lund (I)
In a forced buyout, court says experts were too partisan to their clients, compromising value analysis; court performs its own valuation using DCF to determine fair value of grocery business and rejects DLOM because no unfair transfer of wealth occurs.
NAV Alone Fails to Capture Distributional Interest’s Fair Value
Appellate court affirms fair value determination of distributional interest in family farm based on multiprong valuation; company is not a holding company, and net asset valuation alone fails to capture fair value of dissociating members’ interest.
Schewe v. Schewe Farms
Appellate court affirms fair value determination of distributional interest in family farm based on multiprong valuation; company is not a holding company, and net asset valuation alone fails to capture fair value of dissociating members’ interest.
Valid Nontax Purpose for Transfer to Holding Company Does Not Save Subsequent Transfer to FLP
This case does a good job of reviewing most of the significant decisions in this area and can serve as a minireference guide to the latest in FLP law.
Sufficient evidence must support valuation date
In this marital dissolution case, the issue was the appropriate valuation date for the parties’ 85 operating entities, which, in turn, owned more than 100 residential rental real estate properties.
Scharfman v. Scharfman
In this marital dissolution case, the issue was the appropriate valuation date for the parties' 85 operating entities, which, in turn, owned more than 100 residential rental real estate properties.
Estate of Bongard v. Commissioner
In this estate tax case, there were two issues: whether pursuant to IRC Sections 2035(a) and 2036(a), (b) the gross estate should have included: (1) shares Wayne Bongard (decedent) transferred to a holding company and (2) the holding company's membership ...
Goodwill in funeral business; expert deemed qualified
In this case husband argued that the trial court erred in finding that the stock of Donn James Holdings Inc. (Donn James) was marital property and that the valuation of the company's stock was based upon improperly admitted opinion testimony.
James v. James
Husband argued that the trial court erred in finding that stock was marital property and based the valuation of the stock on improperly admitted opinion testimony.
Mississippi Supreme Court Upholds Rejection of Minority and Marketability Discounts
This case came to the Mississippi Supreme Court on appeal from the Court of Chancery.
5th Circuit Acknowledges Substantial Built-In Tax Liability on Timber Property
The issue on appeal was whether the Tax Court erred in the valuation of closely held stock and improperly denied a full discount for capital gains liability.
Richton Bank & Trust Co. v. Bowen
The issue was whether the chancellor erred in eliminating discounts for lack of marketability and minority status from his determination of fair value.
Estate of Jameson v. Commissioner
At issue is whether the Tax Court erred in valuing assets of Johnco, Inc. ("Johnco"), a holding company that is part of the estate.