The most prominent tax characteristic of a partnership or LLC is that these entities are flow-through entities for tax purposes. Consequently, the entities do not pay taxes themselves. Rather, they report...
Hotel and hospitality acquisitions generally include additional operational concerns such as employee transitions, food and beverage operations, inventory, and guest baggage turnover, as well as franchise...
When drafting and negotiating an acquisition agreement, counsel should address potential issues arising from allegations of fraud to avoid potentially complex, time-consuming, and costly disputes after...
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Special purpose acquisition companies (SPAC) that raise funds through an initial public offering must hold those funds in a trust account. SPACs have no business operations, but the proceeds in the trust account are used for stockholder redemptions and funding the business combination transaction. Add this trust account representation to the SPAC representations and warranties to assure the target company there are no unauthorized withdrawals or misuse of trust funds.
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