Evaluating Director Independence – Zynga Shareholder Derivative Suit

Thomas Sandys Derivatively on Behalf of Zynga, Inc. v. Pincus, et al. , Delaware Supreme Court, Case No. 157,2016, December 5, 2016, highlights the sometimes difficulty, and the importance of evaluating director independence in the circumstance of a shareholder derivative suit. In Zynga the plaintiff filed his shareholder derivative suit without first making a demand…

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The Empowering Employees through Stock Ownership Act

Sweat equity is the term used to refer to an employee’s labor that is invested into an asset as opposed to equity bought with capital. Ideally, it would be fair for all employees whose sweat equity increases the value of a private company to share in the ownership of that company. But under current tax…

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Donald Trump’s Billion Dollar Loss: Good Tax Planning, or Dubious Trick?

Donald Trump’s tax returns have led to intense interest in and speculation concerning his tax positions. Recently, the New York Times[1] reported that he had nearly a billion dollars of net operating loss on his 1995 tax returns, available for carryover for many years. Tax commentators have speculated about the loss and the corresponding “cancellation…

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Nevada Enacts New “Commerce Tax” Into Law

Effective on July 1, 2015, Nevada S.B. 483 imposes an annual commerce tax on business entities engaged in business in Nevada, whose ‘Nevada gross revenue’ in a taxable year exceeds $4,000,000.[1] For this purpose, the tax year is a static twelve-month period running from July 1 through June 30 of the following year, regardless of…

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