Michigan Corporation Law With Federal Tax Analysis

This two-volume treatise provides a practice-oriented guide for Michigan ...

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ISBN: 9780820514000
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ISBN: 9781579117009
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This two-volume treatise provides a practice-oriented guide for Michigan practitioners who encounter issues of corporate law in their practices. It provides guidance on how to form, operate and terminate businesses in Michigan and provides important information on the tax implications associated with each of the different types of corporate entities.

Specific topics covered include pre-incorporation planning; the mechanics of incorporation; shareholders' rights; the purchase, sale and dissolution of businesses; LLCs; S corporations; state securities regulations; and federal and state tax law. Each chapter includes commentary, practice tips and references to relevant state and federal case law, Michigan statutes and federal statutes, including the Internal Revenue Code. In addition, Volume 2 contains a number of useful forms.

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Table of contents

Chapter 1 Preincorporation Planning and Procedure

Chapter 2 Incorporation Planning and Procedure

Chapter 3 The SubChapter S Election

Chapter 4 Voting By Shareholders

Chapter 5 Methods of Compensating the Executive

Chapter 6 The Corporate Balance Sheet

Chapter 7 Dividends: Tax and Nontax Problems

Chapter 8 RESERVED

Chapter 9 Problems and Procedures in Shifting Shareholder Control and Bailing Out of a Going Business

Chapter 10 Liabilities for Unlawful Dividend and Redemption Distributions By a Corporation

Chapter 11 Dividing the Corporate Enterprise

Chapter 12 Purchase, Sale and Conversion of a Corporate Business

Chapter 13 When and How to Amend the Articles and Bylaws

Chapter 14 Corporate Liquidation and Dissolution

Chapter 15 Invoking the Appraisal and Buy-Out Remedy of Dissenting Shareholder

Chapter 16 Michigan Securities Law and Procedure

Chapter 17 The Transfer of Corporate Stock

Chapter 18 Debt Financing

Chapter 18A Limited Liability Companies

Chapter 19 Professional Service Entities

Chapter 20 Changes in Capital Structure

Chapter 21 Federal Securities Regulation