Category Archives: Court Rulings

Tennessee Appeals Court Straddles Goodwill Issue in Divorce

May 6, 2016 | Court Rulings, Divorce Litigation, Valuations

Lunn v. Lunn, 2015 Tenn. App. LEXIS 515 (June 29, 2015) Tennessee divorce courts seem divided on how to treat the goodwill of a business, specifically on the question of whether to adopt a distinction between enterprise and personal goodwill. The current rule seems to be that, if the business is a solo practice, goodwill  Continue Reading »

Court KOs Ownership Percentage as Rationale for DLOC

April 22, 2016 | Court Rulings, Divorce Litigation, Valuations

Sieber v. Sieber, 2015 Ohio App. LEXIS 2256 (June 15, 2015) Size does not matter, especially when it comes to applying a discount for lack of control. A recent Ohio ruling examines the use of a DLOC where the owner spouse held a small interest in a business, but played a large role in running  Continue Reading »

Why is the Valuation Date so Important?

April 19, 2016 | Court Rulings, Divorce Litigation, Valuations

When considering how the value of an asset will be determined, it is common to contemplate which method the appraiser will use or whether the discounts might apply. However, one critical factor that may not immediately come to mind, is the appraisal date. What’s the Big Deal? One of the main reasons an appraisal’s “as-of”  Continue Reading »

Adjusted Merger Price Superior to Other Valuation Methods

April 15, 2016 | Business Plans, Court Rulings, Valuations

LongPath Capital, LLC v. Ramtron International Corp., 2015 Del. Ch. LEXIS 177 (June 30, 2015) The Delaware Court of Chancery was a hive of activity during summer 2015. In two months, the court issued a number of key valuation decisions—all long and deep. The following statutory appraisal ruling falls in line with a suite of  Continue Reading »

Key Ruling on Loss of Beer Franchise Contracts

April 5, 2016 | Court Rulings, Valuations

Tri County Wholesale Distributors v. Labatt USA Operating Co. LLC, U.S. Dist. LEXIS 81914 (June 24, 2015) What is the best way to calculate the loss of well-known beer brands to a distributor whose franchise contract was lawfully terminated? This question, implicating Ohio’s Alcoholic Beverage Franchise Act, recently produced an important ruling on beer brand  Continue Reading »

Chancery Validates Tax Affecting in Fair Value Case

March 22, 2016 | Court Rulings, Tax Planning, Valuations

Owen v. Cannon, 2015 Del. Ch. LEXIS 165 (June 17, 2015) A joint fiduciary duty and statutory appraisal suit provided an opportunity for the Delaware Court of Chancery’s new chief, Chancellor Bouchard, to rule on the issue of tax affecting. In discussing the choices that informed his discounted cash flow analysis, the chancellor explained in  Continue Reading »

‘Loan Payments’ Can Be Taxable Corporate Distributions to Shareholders

March 21, 2016 | Business Plans, Court Rulings, Debt & Financing, Financial Planning, Tax Planning

When purported loan payments are recast as corporate distributions to shareholders, there can be negative tax consequences. The courts, in some cases, have ruled that withdrawals from two closely held corporations were constructive corporate distributions rather than loan proceeds and repayments. As such, the withdrawals triggered taxable dividends and capital gains for the shareholders. Corporate Distribution  Continue Reading »

Discovery Reveals Expert’s Lack of Independence

March 7, 2016 | Court Rulings, Valuations

TWC I, L.L.C. v. Damos, 2015 Iowa App. LEXIS 438 (May 20, 2015) It does not pay to fudge on an expert report. That’s the message from a court in a state statutory appraisal action in which discovery evidence cast doubt on the expert’s truthfulness and independence. Arm’s-length transaction: When a broker raised the possibility  Continue Reading »

Court Infers Nature of Goodwill From Nature of Business

February 23, 2016 | Court Rulings, Divorce Litigation, Valuations

Rabe v. Rabe, 2015 Ky. App. Unpub. LEXIS 379 (May 29, 2015) An opinion in a divorce case from the Kentucky Court of Appeals, although unpublished, merits attention because it shows the court ruling on the nature of goodwill in a business valuation based merely on the type of business at stake. The opinion also  Continue Reading »

Estate Tax Round-Up: An Overview of Recent Developments

February 21, 2016 | Court Rulings, IRS Regulation, Tax Planning

In recent months, there have been several significant developments on the estate tax front, and in 2016, the federal gift and estate tax exemption increased to $5.45 million (up from $5.43 million for 2015). Here are some tips to help you stay atop the changes. New Basis Consistency Rules for Inherited Assets For federal income tax  Continue Reading »