SUMMARY
This 2017 revised 2-volume set provides the tools you need to assist your business clients in choosing and organizing a business entity.
DESCRIPTION
• 2 volumes; loose-leaf
• 2,178 pages
• Publication Date: Dec. 29, 2017
• Editorial Review Board: Jere Webb, Andrew Ognall, Mark von Bergen, Ernie Bootsma, John R. Thomas
Advising Oregon Businesses provides the tools you need to assist your business clients in choosing and organizing a business entity. This must-have resource is written and edited by Oregon’s foremost business law lawyers. Volumes 1 and 2 have been completely revised to include new topics, 2017 legislation, and one new chapter on where to incorporate.
TABLE OF CONTENTS
Volume 1: BUSINESS FORMATION
1 Sole Proprietorships
2 General Partnerships
3 Limited Liability Partnerships
4 Limited Partnerships
5 Partnership Taxation
6 Tenancy in Common—An Alternative to Partnerships or LLCs
7 Limited Liability Companies
8 [Reserved for expansion]
9 Procedural Steps of Incorporation
10 Business Records
11 Amendment of Articles and Bylaws
12 Income Tax Consequences of Incorporation
13 Subchapter S Taxation
14 Financing in General
15 Definition of a Security
16 Public Companies
17 Private Placement of Securities
18 Oregon Securities Law
19 Debt Financing
20 Venture Capital Financing
Volume 2: SHAREHOLDERS; REORGANIZATION ISSUES
21 Government Financing of the Small Business
22 Shareholders; Meetings; Voting; Proxies; and Voting Arrangements
23 Corporate Buy-Sell Agreements
24 Redemption or Purchase of Corporate Shares
25 Shareholder Derivative Actions
26 Inspection of Corporate Records
27 Powers, Duties, and Liabilities of Corporate Directors and Officers
28 Ethical Guidelines for the Business Lawyer
29 Dividends
30 Foreign Corporations in Oregon
31 Assisting an Extranational Corporation in Oregon
32 Cooperatives
33 Professional Corporations
34 Special Problems of Closely Held Businesses
35 Tax Aspects of Stock Redemptions and Nonliquidating Distributions
36 Corporate Liquidations
37 Introduction to Corporate Reorganizations
38 Acquisitive Corporate Reorganizations: Type A, B, and C Reorganizations
39 Corporate Separations—The D Reorganization
40 Type E and Type F Reorganizations
41 Type G Reorganizations
42 Cross-Entity Conversions and Mergers
43 Jurisdiction of Organization
44 [Reserved for expansion]
Table of Statutes and Rules
Table of Cases
Subject Index