Explore a case study involving a New York-based buyer’s acquisition of an LLC’s equity and the subsequent controversy over a sales tax assessment on tangible personal property. Delve into the legal intricacies of M&A transactions and tax implications. M&A Stories…
Monthly Archives: February 2021
NEW YORK’S ATTEMPT TO IMPOSE SALES TAX ON LLC EQUITY ACQUISITION
Posted in sales tax imposed on equity sale of DRE Tagged with: Asset acquisition, disregarded entity, equity acquisition, legal analysis, LLC, M&A, Mergers and Acquisitions, New York, sales tax, tax controversy, tax law
BUYER’S SUCCESSFUL SUBSTANCE OVER FORM ARGUMENT YIELDS $3 MILLION AMORTIZATION INCOME TAX DEDUCTION
Read about a notable M&A case where a buyer’s argument for substance over form led to a $3 million amortization income tax deduction. Learn how the court’s decision highlighted the importance of aligning transaction structure with economic substance. M&A…
Extending Time for Indemnification Claims in M&A Deals: “No Harm No Foul”
Discover how a buyer’s indemnification claim was excused despite missing the time limit in an M&A deal. Learn about the Schillinger Genetics, Inc. v. Benson Hill Seeds, Inc. case and lessons on navigating indemnification claims in mergers and acquisitions. M&A…
Posted in escrow, excuse for untimely indemnification claim, indemnification Tagged with: 'No Harm No Foul', buyer's claim, compensation rules, Delaware Court of Chancery, escrow funds, grace period for indemnification claims, Indemnification claims, Legal Disputes, M&A deals, Schillinger Genetics v. Benson Hill Seeds, time limit extension
Idaho Seeks $1.4 Million Tax from $120 Million Gain in Virginia Pass-Through Equity
Learn about the complex tax implications when selling a business across states. Explore a case involving Idaho’s pursuit of $1.4 million in taxes from a Virginia pass-through equity gain. M&A Stories February 9, 2021 Selling a Business Across States: Tax…
Posted in nonbusiness income, state and local tax Tagged with: business income, cross-state business sale, double taxation, Idaho tax dispute, legal battle, M&A legal blog, mediation and arbitration, Multistate Tax Compact, Noell Industries case, nonbusiness income, pass-through equity, selling a business, state taxes, tax implications, tax resolution, Virginia LLC
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