Proper succession planning for closely held
businesses can: * Help with a more viable exit strategy for owners.
This article analyzes the fiduciary duties among shareholders of the closely held
This case emphasizes that shareholder advances to a closely held
corporation will be treated as loans if the characteristics of the agreement are similar to those for loans made to the corporation by an unrelated party (For background information on the lack of guidance regarding debt vs.
Typically, a closely held
C corporation has avoided double taxation either through reducing a majority of its profits by granting a bonus to its owners/employees or through deferring the second tax by leaving the profits in the corporation as accumulated earnings.
In many cases, this would wipe out the net worth of these closely held
businesses, making it difficult to demonstrate collateral to lenders, to insurance companies and to bonding agents.
One of the principal findings is that under current 3:12 rules the cost of capital is roughly the same for closely held
firms as for widely held corporations.
Interestingly enough, the authors do include such a list for closely held
corporation statutes: "Typical provisions in the closely held
corporation statutes are the following:
Leimberg et al (Dearborn Trade, $30) Provides owners of closely held
firms with essential information on protecting their business and saving money, including how to structure a buy-sell agreement.
The Proposal would also modify the application of the current requirement that a REIT not be closely held
If a corporation ceases to be a closely held
corporation in a taxable year, then it is no longer subject to the passive loss rules.
Milton Gelman uses the purchases of letter stock by closed-end investment companies to estimate an appropriate discount for lack of marketability of closely held
common shares in "An Economist-Financial Analyst's Approach to Valuing Stock of a Closely-Held Company.
Selling--or buying--a closely held
company is a tricky business.