Author: Robert W. Jamison, CPA, Ph.D.

The S corporation is the most popular entity for closely held businesses, but the rules that regulate S corporations and make them a popular choice are complex, confusing and changing. CCH's popular "S Corporation Taxation" offers an in-depth and comprehensive analysis of S corporation taxation and uses extensive examples to illustrate both simple and complex situations. In areas where authorities do not provide clear guidance, the author constructs plausible courses of action, with appropriate analysis.

Published annually, S Corporation Taxation focuses on the rules of Subchapter S of the Internal Revenue Code and integrates these rules with other portions of the tax law that can have substantial impact on S corporations and their shareholders. At the end of each chapter are pertinent checklists, worksheets and sample election letters to help apply the concepts discussed to the reader's actual work.

Chapter 1. Background and Environment
Chapter 2. Eligibility for the S Election
Chapter 3. C Corporations Considering the S Election: Advantages, Disadvantages, and Solutions
Chapter 4. Tax Years of S Corporations
Chapter 5. Corporate and Shareholder Elections
Chapter 6. Income Measurement and Reporting
Chapter 7. Distributions of Income
Chapter 8. Corporate - Shareholder Transactions
Chapter 9. Shareholder Stock Basis and Debt Basis
Chapter 10. Integration of Loss Limits.
Chapter 11. Tax on Built-in Gains
Chapter 12. Passive Investment Income
Chapter 13. Termination of the S Election
Chapter 14. Capital Structure of the S Corporation
Chapter 15. Contraction of the S Corporation
Chapter 16. Purchase and Sale of S Corporations
Chapter 17. Tax-Free Reorganizations
Chapter 18. Estate Planning Considerations
Chapter 19. Trusts as S Corporation Shareholders

Related Products

U.S. Master Tax Guide (2014)
INTERNAL REVENUE CODE: Income, Estate, Gift, Employment and Excise Taxes (Winter 2014 Edition)
Income Tax Regulations (Winter 2014 Edition), December 2013 (US)

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Published: August 2009

Private Dispute Resolution in International Business: Negotiation, Mediation, Arbitration 2nd Revised Edition consists of two books and an interactive DVD.

Volume I follows the progress of a dispute between two companies, in step-by-step detail, through negotiation, mediation, and arbitration in turn. Volume II provides precise, informed solutions to the problems raised in the first volume’s case study.

The DVD contains not only all contracts and other written documentation produced during the dispute — including all procedural orders and awards rendered by the arbitral tribunal during the arbitration, the text of legal materials such as arbitration laws and rules and international conventions, and further learning and teaching aids — but also almost 100 videos dramatising the negotiation, mediation, and arbitration proceedings described in the books, conducted by highly experienced practitioners active in the field of international dispute resolution. Subtitles in the videos refer the viewer to paragraphs in the books where each relevant legal problem is analysed.

With its concrete and highly practical approach, this innovative teaching and training tool for international dispute resolution will be of immeasurable value to students and teachers of dispute resolution, corporate counsel, international lawyers, and business people.

If you would like more details about this product, or would like to order a copy online, please click here.

Contains extensive discussion of all recent changes in S Corporation law and practice since the publication of the 5th Edition in 2011. It includes Treasury regulations related to the Code Sec. 199 manufacturing deduction, as well as cases, rulings and pronouncements issued since the 5th Edition.

Comprised of fifteen chapters, this book starts by considering the tax advantages of electing S corporation status. The middle chapters, Chapters 2-12, detail the operations of S corporations, discussing statutory requirements, taxpayers who qualify as shareholders, and considerations when converting a C corporation to S status. Chapter 13 provides a comparison of S corporations to other business entities such as limited liability companies, partnerships, and C corporations. Chapter 14 discusses S corporation subsidiaries, and Chapter 15 covers employee stock ownership plans (ESOPs) for S corporations.

Through its straight-forward explanations, generous examples and helpful pointers, Practical Guide to S Corporations provides quick-answers that time-burdened professional’s value. 

CONTENTS:
-    Tax Overview and Compliance
-    Elements of S Corporation Election and Timing
-    S Corporation Income and Expenses
-    Corporate Deductions and Expenses
-    S Corporation Income Taxes
-    Basis and Losses
-    S Corporations Distributions
-    Income and Estate Planning
-    Revocation, Termination, Redemption, Liquidations and Reorganizations
-    Comparison to Other Entities
-    Subsidiaries
-    S Corps and ESOPs, and more

Related Products

S Corporation Taxation (2015) (U.S.)
U.S. Master Tax Guide (2015)
INTERNAL REVENUE CODE: Income, Estate, Gift, Employment and Excise Taxes (Winter 2015 Edition)
Income Tax Regulations (Winter 2015 Edition), December 2014 (U.S.)
State Tax Handbook (2015)
U.S. Master Depreciation Guide (2015) 

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Authoritative, reliable, and up-to-date, the Ontario Corporations Law Guide provides you with relevant commentary and legislation on corporate law topics. The Guide helps speed up your work with Tables of Concordance, illustrative precedents, forms, indices, finding lists, related government policies, and significant court decisions.

It includes a detailed discussion of the Ontario Business Corporations Act, focusing on:

• Incorporation
• Corporate Finance
• Directors and Officers
• Shareholders
• Financial Disclosure
• Fundamental Changes
• Liquidation and Dissolution
• Remedies

It also deals with special types of corporations, including extra-provincial corporations, corporations without share capital, insurance corporations, co-operatives and credit unions.

Included with your subscription is Corporate Brief, a monthly newsletter containing feature articles, digests of recent cases, and updates to legislation.

Subscribe to the online version and access Corporate Law News Tracker. With the News Tracker, you get notices of all updates via e-mail. Your updates give you instant access to changes in corporate law that originate from a variety of primary and secondary sources such as press releases, legislation, and cases.

 

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Reproduces the full text of the New York State laws concerning corporation taxes - Chapter 60: Articles 9, 9-A, 13, 27, 32 and 33, as well as pertinent regulations promulgated by the NY Department of Taxation and Finance.  This new edition reflects the law as amended through January 1, 2013.

Key legislative changes from the previous year affecting New York State business taxes are described in a special Highlights section for at-a-glance review and are also incorporated in the law text.  

If you would like more details about this product, or would like to order a copy online, please click here.

Available: March 2012

Provides an authoritative source of essential information for those who work with corporation tax issues in New York. It reproduces the full text of the New York State laws concerning corporation taxes -- Chapter 60: Articles 9, 9-A, 13, 27, 32 and 33, as well as pertinent regulations promulgated by the NY Department of Taxation and Finance.  This new edition reflects the law as amended through January 1, 2012.

Key legislative changes from the previous year affecting New York State business taxes are described in a special Highlights section for at-a-glance review and are also incorporated in the law text.  To help pinpoint information quickly and easily, this volume also provides a list of Tax Law Sections Amended in 2011.

Related Products of Interest

- New York State Personal Income Tax Law and Regulations (As of January 1, 2012)
- New York State Sales and Use Tax Law and Regulations (As of January 1, 2012) 
- Guidebook to New York Taxes (2013)
- State Tax Handbook (2013)
- California Income Tax Laws and Regulations Annotated (2012)

CCH's Guidebooks to State Taxes 2013:
- California
- Connecticut
- Florida
- North Carolina
- Ohio Taxes
- Pennsylvania
- Illinois
- New Jersey
- Massachusetts
- Maryland
- Michigan
- Texas  

If you would like more details about this product, or would like to order a copy online, please click here.

Nathan's Company Meetings For Share Capital and Non-Share Capital Corporations 10th Edition is an essential guide to effectively managing corporate governance issues at meetings of directors, shareholders and members.

BONUS! with your purchase of the new Nathan’s Company 
 Meetings 10th Edition you will receive:

• FREE eBook in PDF format
• FREE Live Webinar (December 5th, 2013) with industry experts Hartley R. Nathan, Q.C and Clifford S. Goldfarb, LL.M.   Our authors will address many contentious issues that commonly fall within your professional mandate and how to deal with them.  Unlimited access to the recorded Webinar is also included and available after December 19th, 2013.

Why choose Nathan’s Company Meetings?

• This is the ONLY Canadian publication of its kind, written by industry expert Hartley R. Nathan, Q.C., with the assistance of not-for-profit law expert Clifford S. Goldfarb, LL.M. and securities law expert Kathleen E. Skerrett, LL.B.
• Expert guidance for Canadian business corporations, not-for-profit corporations and condominium corporations.
• It contains the most up-to-date Canadian cases as well as representative British and Australian cases
• Rules are easy-to-read and locate
• Nathan’s has been cited by the Courts in not-for-profit and business corporation cases

 

What's New, in the 10th Edition?

• Guidance for Not-for-Profit corporations, reflecting the Not-for-Profit Corporations Act, S.C. 2009, c. 23 (“CNCA”), and Ontario Not-for-Profit Corporations Act, S.O. 2010. c. 15 (“ONCA”), including commentary where practices differ from business corporat

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KluwerArbitration.com is the leading online service for international commercial arbitrators. With a subscription to the service you will gain access to a valuable collection of arbitration related material saving you both time and money.

Kluwer Arbitration includes:

• Case Law – Organised by court decisions and awards you can browse relevant institutions whose rules apply to the award and convention upon which the award is based. It covers over 3000 court decisions and 1,500 awards, many of which are exclusive to the site.
• Commentary – Gain access to a wealth of authoritative publications from the extensive Kluwer Law International arbitration catalogue. These include books, journals and loose-leafs.
• Conventions – The full text of the most important arbitration treaties.
• Legislation – Access to the text of over 300 laws for key jurisdictions.
• Rules – Over 400 rules from major institutions.

It also includes a new Investment Arbitration section. This new section provides you with a wealth of fully searchable investment materials including:

• The full text of almost 1700 Bilateral Investment Treaties
• The full text of 20 Multilateral Investment Treaties
• Investment related court decisions and awards
• Authoritative commentary from leading experts

Please contact us for a quote

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The growing importance of arbitration as a means for international commercial dispute resolution necessitates independent platforms for ideas on the development and application of international arbitration.

Since its 1984 launch, the Journal of International Arbitration has established itself as a thought-provoking, ground-breaking journal aimed at the specific requirements of those involved in international arbitration. The journal now appears bimonthly (six times a year) rather than quarterly, giving it even more immediacy as a forum for original thinking, penetrating analysis, and lively discussion of international arbitration issues.

As always each issue contains in-depth investigations of the most important current issues in international arbitration, focusing on business, investment, and economic disputes between private corporations, state-controlled entities, and states. The journal's worldwide coverage ensures regular reporting on regional trends which can serve as an example for other regions and countries.

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The increase in European Community memberships and the steady evolution of the harmonization process means that international business opportunities are also on the rise. This convenient resource provides quick and easy guidance on a variety of corporate and partnership considerations that arise in international business, such as mergers, rights and duties of interested parties, stock exchange directives, labor laws and takeovers.

Corporations and Partnerships puts the information necessary for corporations to compete effectively in the shifting global market at the user's fingertips. Through updated supplements, this resource is able to address additional areas of concern as they arise, making it an important and practical tool for business executives and their legal counsel interested in engaging in an international partnership or embarking on corporate expansion into established or newly emerging markets.

For detailed information on all volumes of the Encyclopaedia, please visit: www.ielaws.com.

 

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Published April 2014

Watch an Exclusive Interview with Gary B. Born on the book

Practitioners, academics, clients, institutions and other users of international commercial arbitration will find clear and authoritative guidance in this work.

The first edition of International Commercial Arbitration is widely acknowledged as the preeminent commentary in the field. It was awarded the 2011 Certificate of Merit by the American Society of International Law and was voted the “International Dispute Resolution Book of the Year” by the Oil, Gas, Mining and Infrastructure Dispute Management list serve in 2010. The first edition has been extensively cited in national court decisions and arbitral awards around the world.
The treatise comprehensively examines the law and practice of contemporary international commercial arbitration, thoroughly explicating all relevant international conventions, national arbitration statutes and institutional arbitration rules. It focuses on both international instruments (particularly the New York Convention) and national law provisions in all leading jurisdictions (including the UNCITRAL Model Law on International Commercial Arbitration).

Please click here to read an introduction to this treatise.

The second edition of International Commercial Arbitration has been extensively revised, expanded and updated, to include all legislative, judicial and arbitral authorities material in the field of international arbitration prior to January 2014. It also includes expanded treatment of annulment, recognition of awards, counsel ethics, arbitrator independence and impartiality and applicable law.The revised 4,000 page text contains references to more than 20,000 cases, awards and other authorities.

Overview of volumes:
Volume I, covering International Arbitration Agreements, provides a comprehensive discussion of international commercial arbitration agreements. It includes chapters dealing with the legal framework for enforcing international arbitration agreements; the separability presumption; choice of law; formation and validity; nonarbitrability; competence-competence and the allocation of jurisdictional competence; the effects of arbitration agreements; interpretation and non-signatory issues.

Volume II, covering International Arbitration Procedures, provides a detailed discussion of international arbitral procedures. It includes chapters dealing with the legal framework for international arbitral proceedings; the selection, challenge and replacement of arbitrators; the rights and duties of international arbitrators; selection of the arbitral seat; arbitration procedures; disclosure and discovery; provisional

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Published: March 2010

International Commercial Arbitration is an authoritative treatise providing the most complete available commentary and analysis on all aspects of the international commercial arbitration process.

This completely revised and expanded edition of Gary Born's authoritative work is divided into three main parts, dealing with the International Arbitration Agreement, International Arbitral Procedures and International Arbitral Awards. The book provides a systematic framework for both current analysis and future developments as well as exhaustive citations from all leading legal systems. p>

Table of Contents:

 
• International Arbitration Agreement
  • Chapter 1: Legal Framework for International Arbitration Agreements
  • Chapter 2: International Arbitration Agreements and the Separability Presumption
  • Chapter 3: Choice-of-Law Governing International Arbitration Agreements
  • Chapter 4: Formation, Validity and Legality of International Arbitration Agreements
  • Chapter 5: International Arbitration Agreements and Competence-Competence
  • Chapter 6: Effects and Enforcement of International Arbitration Agreements
  • Chapter 7: Interpretation of International Arbitration Agreements
  • Chapter 8: Parties to International Arbitration Agreement
• International Arbitral Procedures and Proceedings
  • Chapter 9: Legal Framework for International Arbitral Proceedings
  • Chapter 10: Selection, Challenge and Replacement of Arbitrators in International Arbitration
  • Chapter 11: Rights and Duties of International Arbitrators
  • Chapter 12: Selection of Arbitral Seat in International Arbitration
  • Chapter 13: Procedures in International Arbitration
  • Chapter 14: Disclosure and Discovery in International Arbitration
  • Chapter 15: Provisional Measures in International Arbitration
  • Chapter 16: Consolidation, Joinder and Intervention in International Arbitration
  • Chapter 17: Choice of Substantive Law in International Arbitration
  • Chapter 18: Confidentiality in International Arbitration
  • Chapter 19: Legal Representation and Professional Conduct in International Arbitration
• International Arbitral Awards
  • Chapter 20: Legal Framework for International Arbitral Awards
  • Chapter 21: Form and Content of International Arbitral Awards
  • Chapter 22: Correction, Interpretation and Supplementation of International Arbitral Awards
  • Chapter 23: Annulment of International Arbitral Awards
  • Chapter 24: Recognition and E

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Published: November 2012

International Arbitration: Law and Practice provides a concise overview of the legal principles and practice of international arbitration. It offers an accessible, straightforward introduction to the legal framework for international commercial arbitration, including discussions of international arbitration agreements, international arbitral procedures and international arbitral awards.

This book also provides an introduction to international investment arbitration, including a discussion of the ICSID Convention and issues arising under bilateral investment treaties, and state-to-state arbitration. It also includes descriptions of the contemporary practice and tactics of international arbitration.

Among other things, this title addresses the drafting of arbitration clauses, selection and challenge of arbitrators, structure of arbitral proceedings, process of disclosure or discovery, witness preparation and testimony, conduct of evidentiary hearings and other key procedural steps in international arbitrations.

It contains an Introduction and three principal parts:

• Part I: International Arbitration Agreements, including the separability presumption, choice of law issues, competence-competence doctrine, recognition and enforcement of arbitration agreements, formation and validity, formal validity and writing requirements, interpretative issues, non-signatory doctrines and multi-party/multi-contract issues.
• Part II: International Arbitral Proceedings, including importance and choice of arbitral seat, selection and challenge of arbitrators, parties’ procedural autonomy, arbitrators’ procedural discretion, conduct of arbitral proceedings, disclosure and discovery, provisional measures, choice of substantive law, confidentiality, consolidation and intervention.
• Part III: International Arbitral Awards, including form and content of awards, relief, costs, forums for annulment of awards, grounds for annulment or set-aside of awards, recognition and enforcement of awards, preclusion and precedent, and recognition of annulled awards.

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Published: February 2010

Optimising the outcome of disputes connected with international business forms the subject matter of International Arbitration and Mediation: A Practical Guide.

Rather than adopt an idealised approach of pursuing victories at any cost, the authors help parties predict the realistic consequences (and costs) of their decisions and provide a step-by-step guide to opportunities to influence the course of a dispute as it unfolds in its various stages. They discuss techniques for productively resolving disputes through negotiation, mediation, and arbitration, frequently illustrating critical steps through real-world examples drawn from past experiences.

The book is intended as an easily accessible desktop resource for lawyers who regularly counsel businesses when negotiating international deals, and for those who represent the same clients in achieving a successful resolution when disputes emerge.

The practical guidance includes:

• How to determine which dispute resolution clauses work best for different international contracts, and how to negotiate those clauses
• What preliminary steps parties should consider to preserve their rights when a dispute arises
• Whether and how to appoint counsel
• When and how to perform an early case assessment (ECA)
• How to organise and conduct international mediations and arbitration proceedings
• How to enforce (or set aside) arbitral awards
• Securing the benefit of additional protections available through investment treaties

The text is divided into chapters that follow the life cycle of an international commercial dispute as seen through the eyes of the parties, from when they agree how to resolve disputes in their contracts to the endgame of enforcement. Additionally, the appendices include a number of model submissions for further reference.

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Published: May 2013

International Arbitration and Forum Selection Agreements: Drafting and Enforcing, 4th Edition is a concise, practical primer on the fundamentals of drafting and enforcing arbitration agreements and other dispute resolution clauses. It offers model arbitration and forum selection clauses for international contracts and explains the advantages and disadvantages of different approaches.

Table of contents:

• Chapter 1 – Planning For International Dispute Resolution
• Chapter 2 – Drafting International Forum Selection Clauses
• Chapter 3 – Drafting International Arbitration Agreements
• Chapter 4 – Enforcing International Forum Selection Agreements
• Chapter 5 – Enforcing International Arbitration Agreements
• Chapter 6 – Enforcing Foreign Judgments
• Chapter 7 – Enforcing International Arbitral Awards
• Chapter 8 – Drafting And Enforcing Choice-Of-Law Clauses
• Appendices

The book is an essential resource for any international practitioner or corporate counsel engaged in international matters.

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This one-volume softcover distillation of the definitive Folk set is the most convenient way to bring Folk with you - to court, the office, or while travelling on business. It is a must for litigators or others who need to refer to Folk on the spot. This convenient Edition provides the complete text of the Delaware General Corporation Law and the essential and most commonly-used elements of the larger set's commentary.

Folk on Delaware General Corporation Law: Fundamentals lets you locate any provision of the Delaware Corporation Law quickly, quote directly from the statute or commentary in the office or the courtroom and support or counter arguments with Folk-proven analysis.

Highlights of the 2009 Edition include amendments to the General Corporation Law plus recent Delaware Supreme Court and Delaware Chancery Court decisions.

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Updated with the latest legal and court developments, Delaware Law of Corporations and Business Organizations takes you step by step through all aspects of establishing and operating organizations incorporated in Delaware. Comprehensive in scope, and authoritative in content, its timely coverage presents:

• Full discussions of legal precedents as interpreted by the Delaware courts - from decisions defining the roles of directors in mergers and acquisitions to emerging doctrines applicable to unsolicited takeovers, new valuation standards and more
• The complete statutory framework underlying Delaware corporate law and business organizations, including the newest 2011 amendments to the General Corporation Law
• Practical strategies to resolve legal issues and accomplish corporation transactions
• More than 100 model forms to help resolve any problem or complete any purpose related to the establishment or operation of a Delaware business entity
• Discussion of developments in corporate governance and director and officer liability issues

Also included is the Statutory Deskbook 2012 Edition, which contains the complete text with all the 2011 amendments of the principal Delaware business organizations statutes, including:

• The Delaware General Corporation Law
• Limited Liability Company Act
• Statutory Trust Statute
• Revised Uniform Limited Partnership Act
• Related provisions of the State of Delaware Constitution, Franchise Tax Law, and Code

The included CD-ROM is an electronic version of the Statutory Deskbook which will help cut hours off your research time.

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Published: June 2011

Confidentiality in International Commercial Arbitration deciphers the current degree of confidentiality in international commercial arbitration as reflected by the most important arbitration rules, national laws, other arbitration-related enactments, and practices of arbitral tribunals and domestic courts globally. Drawing on this data and analysis, the author then sets forth criteria to assess the breach of confidentiality in international arbitration and the proper rules for protecting or sanctioning such breaches.

What do we understand by confidentiality in arbitration? What are its limitations? Who is bound to observe it? How can we quantify its breach? In addressing these questions, the book engages such issues as the following:

• Reasons for disclosure – e.g., for the establishment of a defence, for the enforcement of rights, in the public interest or in the interests of justice
• Disclosure by consent, express or implied
• Circumstances triggering statutory obligation of disclosure
• Recent trends towards greater transparency in investor-State arbitration
• Court measures in support of arbitral confidentiality such as award of damages for breach of confidentiality
• Categories of persons bound by confidentiality, including third parties such as witnesses and experts

Structured along the main stages of the arbitral process, the analysis covers the duty of confidentiality from the initiation of arbitral proceedings through their unfolding to the issuance of the award and after. The scope of confidentiality is reviewed in the practice of arbitral tribunals and domestic courts, and from the perspective of international arbitration institutions, with detailed attention to various arbitration rules and numerous significant cases.

In its elucidation of the amount of confidentiality that ‘veils’ each phase of the arbitral process, and its ground-breaking identification of ‘patterns of disclosure’, this book is sure to raise awareness about the various facets and problems posed by confidentiality in arbitration. Although its scholarly contribution to the law of international commercial arbitration cannot be gainsaid, corporate counsel worldwide will quickly prize its more practical value.

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