Insights

Vanessa Tiradentes, a member of Gould & Ratner’s Litigation Practice, contributed a chapter in the book, Litigating the Business Divorce.  Her chapter focused on challenging a stock split in the business divorce context.  Among other issues, the chapter discusses various manners and methods by which a minority owner may challenge a split, as well as the various forms of relief that may be available.

For more than 25 years, the Internal Revenue Code has allowed discounts on the fair market value of ownership interests in family-controlled or closely-held businesses and other investment entities when it came to calculating federal estate, gift and generation-skipping transfer (GST) taxes. Last week, though, the IRS proposed a sweeping change to the regulations governing those discounts, virtually eliminating them in most circumstances and increasing the amount of assets subject to estate, gift and GST taxes.

Last week, McDonald’s and the National Labor Relations Board (NLRB) faced off in an administrative court to determine whether the fast-food chain is liable for the actions of its franchisees as a joint employer. The case arose out of hundreds of complaints filed by fast food workers alleging they were illegally threatened, disciplined, or fired after protesting for collective bargaining and a $15 minimum wage. The NLRB backs these workers and charges that the McDonald’s corporation should be held equally liable for any violations a franchisee commits against its employees. If the NLRB prevails, the ruling will overturn decades of precedent, disrupting the expectations of thousands of businesses. Significantly, it would allow workers to unionize and bargain directly with corporate headquarters, and would expose franchisors to a great deal of liability in labor matters.

By Richard S. Reizen and Jordan M. Hanson

Business Law Section Diversity Clerkship Program: Exposing Minority Students to Careers in Business Law