Section 1202 allows a non-corporate taxpayer (i.e., individual, LLC taxed as a partnership, trust, etc.) to exclude up to 100% of the amount of eligible gain realized from the sale or exchange of QSB stock held for more than five years. The amount of eligible gain that is eligible for exclusion by a taxpayer with […]
Qualified Small Business Stock. Section 1202. Read More »
A. General Principles Section 162(a) allows the deduction of “all the ordinary and necessary expenses paid or incurred during the taxable year in carrying on any trade or business.” Insurance premiums incurred by a business are generally deductible. See Treas. Reg. §1.162-1(a) (recognizing deductibility of “insurance premiums against . . . losses”). Insurance companies are generally taxed on taxable
Captive Insurance Company Read More »
The TCPA, related federal laws, regulations, and rules, court cases, and all applicable state laws (“Telemarketing Laws”) protect consumers from specific types of telemarketing. Under the TCPA “telemarketing” is defined as “the initiation of a telephone call or message for the purpose of encouraging the purchase or rental of, or investment in, property, goods, or
Regulatory Summary regarding The Telephone Consumer Protection Act (“TCPA”) Read More »
Discrimination Claims Under the ADA The ADA prohibits employers from discriminating against disabled employees because of their disability.[1] A disability is defined under the ADA as: (A) a physical or mental impairment that substantially limits one or more major life activities of the individual; (B) a record of such an impairment; or (C) being regarded
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Disparate Treatment Claim Through the PDA, Congress amended Title VII to include that “women affected by pregnancy, childbirth or other related medical conditions shall be treated the same for all employment-related purposes … as other persons not so affected but similar in their ability or inability to work[.]”[1] A disparate treatment claim under the PDA
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Basic Definition •An earnout is a risk‐allocation mechanism used in an M&A transaction whereby a portion of the purchase price is deferred and is calculated based on the performance of the acquired business over a specified time-period following the closing. Reasons for Use of Earnouts •Valuation Gap: Earnouts can bridge the business valuation gap between
Basic Definition An earnout is a risk‐allocation mechanism used in an M&A transaction whereby a portion of the purchase price is deferred and is calculated based on the performance of the acquired business over a specified time-period following the closing. Reasons for Use of Earnouts Valuation Gap: Earnouts can bridge the business valuation gap between
Earnouts: Defining the Target Business Read More »
Under California law, employees are typically entitled to overtime pay if they work more than eight hours a day or 40 hours a week. However, certain employees qualify as California exempt employees, meaning they are not subject to these overtime requirements. These exemptions are determined by wage orders issued by the Industrial Welfare Commission (IWC).
California Exempt Employees: Rights and Classification Explained Read More »
Summary Accurately determining worker classification is crucial to avoid costly litigation, damages, and penalties. Proper classification hinges on whether a worker is considered an employee or an independent contractor. This distinction is made by analyzing specific factors that assess the nature of the working relationship. In general, for a worker to be classified as an
Worker Classification and Special Rules for Physicians Read More »
The FLSA The Fair Labor Standards Act (“FLSA”) mandates that an employer must pay its employees “one and one-half times the regular rate at which he is employed” for any time worked in excess of forty hours per workweek.[1] There are exemptions to this overtime requirement for employees employed in a “bona fide executive, administrative,
White Collar Exemptions: A Comprehensive Guide Read More »