Closed Corporation

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Closed Corporation

A type of business corporation that is owned and operated by a small group of people.

A closed corporation is also known as a close corporation, a family corporation, an incorporated partnership, and a chartered partnership. In this type of corporation all of the functions are usually performed by the same parties. These individuals serve as shareholders, officers, and directors and are involved in the management and operation of the business. A closed corporation differs from a publicly held corporation since its stock is neither issued nor traded to the public at large.

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restricted the reach of its holding to closely held corporations,

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As discussed above, there had been much debate before Burwell about whether Congress intended for closely held corporations to be considered "persons" under RFRA.

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* Marketable, controlling ownership interest (e.g., one shareholder owns 100% of the closely held corporation

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While courts agree shareholders of a closely held corporation owe one another special fiduciary duties under special circumstances, they differ about when and to whom.

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When considering a minority ownership interest in a closely held corporation, it is fairly standard in a fair market value analysis to substantially reduce the purchase price of those shares for lack of control and marketability.

Determining the fair value of minority ownership interests in closely held corporations: are discounts for lack of control and lack of marketability applicable?

Because Massachusetts courts have been vigilant in protecting minority interests in closely held corporations, the SJC should have afforded Joy more protection.

Corporate law - Massachusetts limits tolling of statute of limitations for breach of fiduciary duties in closely held corporations - Aiello v. Aiello

Chapter 4 contains a discussion of compensation planning in the closely held corporation. The reasonable compensation standard is discussed.

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It is common practice for closely held corporations, those corporations whose shares are held by a single shareholder or a closely knit group of shareholders, to repurchase their stock upon the death or retirement of a principal shareholder.

Stock repurchase agreements and equitable subordination

A closely held corporation must consist of twenty-five or fewer shareholders.

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A fair market value analysis determines the value of closely held corporation shares by asking what someone would hypothetically pay for those shares.

Shareholder oppression and the new Louisiana Business Corporation Act

''It's the first time that our court has said that a closely held corporation has the rights of a person when it comes to religious freedom.''