Failure to make capital contributions did not void the operating agreement or reduce the ownership interest of non-complying partners In Grove v Brown, the Delaware Court of Chancery, relying on the unambiguous terms of a limited liability company (LLC) operating agreement, found that a member’s failure to make an initial capital contribution to a LLC did not affect that member’s ownership interest.   Furth ...

Garner v. Knoll, Inc.—the mathematics of a hypothetical liquidation analysis A preference payment is subject to recovery by the debtor’s estate. Having to return a “preference payment” may come as a surprise. In this case, the issue before the court is whether a creditor received far more than what it would have received under a Chapter 7 liquidation. The case illustrates the mathematics used in conducting ...

Value metrics and capital formation Robert Cimasi serves as chief executive officer of HEALTH CAPITAL CONSULTANTS (HCC). Mr. Cimasi’s firm is a nationally recognized healthcare financial and economic consulting agnecy headquartered in St. Louis, MO, serving clients in 49 states since 1993. He is author of a three-volume set that offers a comprehensive reference guide to the factors involved in consulting wi ...

Testing the high risk waters in today’s business environment The absence of a fraud risk management (FRM) program exposes a company to financial losses and legal liability if a fraud investigation is not properly handled and the employee is wrongfully discharged, or his or her privacy rights are violated. A FRM program addresses the above concerns and establishes controls every company should have to identi ...

Wave of boomers fuel business acquisition market This article examines the upswing in the business acquisition market as holdouts from 2009 and 2010 are freed up, as well as the increasing number of baby boomers looking to move into the next phase of life. ...

Working within the DLOM ambiguity This review examines the impact of volatility as a risk factor in the discount for lack of marketability (DLOM) and answers questions regarding the flexibility of adjustment periods. ...

Does failing to review anti-trust risk enormous penalties for being anti-competitive? M&A professionals need to take anti-trust considerations into their due diligence planning. As international manufacturing relationships continue to increase in the U.S., there is an ever-growing number of international authorities and nations ready and willing to contest your agreement. ...

So why do we, as appraisers, differ from judges when it comes to subsequent events? Traditionally, valuation and litigation support professionals only consider facts known or knowable as of the valuation date, yet courts will look at subsequent events. This article examines how a valuation and litigation support professional may address subsequent events. ...

Maximizing the benefits of divorce mediation This article discusses some of the benefits provided by divorce mediation and how identifying the ideal clients can make divorce a less painful and even pleasant process. ...

The fictional character Fleet Walker provides real world advice Assessing, improving and monitoring anti-fraud programs are key elements of an effective internal control structure. Many companies have a long way to go to address the challenges of fraud and corruption. In this brief article, Professor Crumbley suggests that as a starting point, we consider the steps taken by Fleet Walker (a fictional charact ...

Using software to digitize your litigation consulting practice How well does your current document management system measure up? Learn more about the latest trends and techniques in using electronic data storage and how accountants are uniquely positioned to transition into the use of this technology in their litigation consulting engagements. ...

A closer look at real estate appraisal and government contracts A wife sells her portion of interest in a law firm in an arm’s length transaction and the timing and circumstances are questioned with regard to marital property. Adhering to cost accounting standards within government contracts and real estate valuation issues are reviewed in the latest Case Law Update. ...

Cloud Computing Choices & Preference In this final installment of her five-part series on transitioning to a virtual office, Simone Hoover explains the types of contracts involved with cloud service and what every business owner should ask before making a commitment. ...

Medical practice sale pitfalls There are several issues to be keenly aware of when valuing a medical practice, including sources used to evaluate the efficiency of a practice and the need to determine what a benchmark is for the doctor in the practice. It is imperative to do a common sizing calculation when comparing a practice’s performance with national practice data for the medical specialty. ...

Business development concerns outpacing technical issues A new survey by the AICPA reveals that priorities for forensic and valuation services (FVS) professionals have changed significantly in just the last three years. The report details what’s most important to them today and why it may not have as much to do with the economy as you think. ...

Specific Needs of the Remote Office Environment In this fourth installment of her five-part series, Simone Hoover details the essential software, platform, and communication devices when transitioning to a remote office environment to maximize workflow and peace of mind. ...

Preparing expert witness testimony that can go the distance Although most expert witness engagements end without an opportunity to present your findings or testimony, this is no excuse to be lax in your analysis. In the handful of occurrences where expert witness testimony will actually be required, it must be clear, concise and thorough enough to go the distance during the proceedings. It must be assumed t ...

Do the missing months mask the true financial performance? In a recent study entitled, “Orphans Deserve Attention:  Financial Reporting in the Missing Month When Corporations Change Fiscal Year,” the authors of the study found that out of the 1,786 public firms reviewed from 1993 to 2008, 45.4 percent shifted their fiscal year-end by intervals of up to two months and opined that these changes could “fly und ...

Preparing yourself and your clients for a natural disaster By taking steps before a natural disaster strikes, the firm can position itself to thrive in the aftermath. A meeting with your casualty insurance professional is suggested. The agenda should include a review of the current coverage and discussion of changes in your firm operation since the last review. ...

Not for profit entities must plan and document their executive compensation packages outlined in IRC Section 4958 To ensure that not for profit entities are being good stewards of their donors, or taxpayers' contributions, the IRS wields significant power to impose onerous penalties on over-compensated executives from 25% to 200% through the use of IRC Section 4958. ...