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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A single-investor fund (SIF) is an entity created at the request of, and designed specifically for, an investor or group of affiliated investors (and sometimes called a “fund of one”). SIFs have become increasingly common in the alternative investment space and provide an opportunity for larger investors to enjoy the benefits of a fund with the added ability to customize terms to their particular economic, regulatory, and other needs. Key issues to consider when entering into negotiations with a potential SIF investor include whether to establish a SIF or a separately managed account for a particular investor or investor group, to what extent a SIF will invest alongside other clients of the sponsor, whether the SIF investor triggers any specialized regulatory considerations, to what extent a SIF investor will receive "MFN" rights, whether to implement rebalancing when a SIF has multiple affiliated investors, and how to dispose of assets if a SIF is terminated early.
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