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Shareholders' Agreements: A Tax and Legal Guide, 3rd Edition

Shareholders' Agreements: A Tax and Legal Guide, 3rd Edition

Author: Jack Bernstein; Stuart Bollefer; Steven Kelman; Brandon Hodge; Clare Sullivan
Publisher: CCH Canada
ISBN: 9781553679998
Published In: April 2011
Format: Paperback + CD-ROM , 237 pages
Jurisdiction: Canada ? Disclaimer:
Countri(es) stated herein are used as reference only

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The best-selling Shareholders' Agreements: a Tax and Legal Guide is a practical, easy to read reference guide to the major business, financial, and tax considerations involved when structuring shareholders' agreements. The book has been revised since the last edition to take into account changing tax legislation and updates to common legal precedents such as:

Enhanced GAAR discussion with comments on recent Superior Court of Canada decision
Changes relating to non-competition agreements
New dividend taxation rules
New issues on share purchase on death
Increased lifetime SBC capital gains deduction
Changes relating to non-resident vendors/purchasers

The above changes will impact the typical shareholders' agreement as it would relate to payment of dividends vs. retention of income at the corporate level, structuring buyouts in the most tax effective way and the role of holding companies.

Consequently, the content of the book has been updated in order to meet the needs of professionals such as lawyers, accountants, insurance agents, and financial advisors who are frequently asked to comment on these types of agreements. This is especially important since shareholders' agreements form an integral part of business succession and estate planning, which is an area of projected growth given an aging population.

Additional Content:

Shareholders' Agreements: a Tax and Legal Guide also includes boilerplate samples on the accompanying DVD. Working sample agreements and variable clauses will be included on the DVD for convenient agreement creation.

Jack Bernstein is a Senior Tax Partner with the law firm of Aird & Berlis LLP and a CCH author. Jack is a leading practitioner in the areas of corporate tax and estate planning. He is a well-known lecturer with several professional associations and has written for a number of trade publications. Jack is the original author of the 1988 work.

Stuart Bollefer is also a Senior Tax Partner and a member of the firm's Tax Group, as well as Chair of the Wealth Management and Succession Planning Team. Stuart has more than 25 years of extensive experience providing domestic and international tax advice with respect to mergers and acquisitions, inbound and outbound investment and business expansion, and estate and wealth preservation planning. Stuart acted as editor in chief and contributor in this edition.

Steven Kelman and Dennis Miller are Partners with Aird & Berlis LLP's Corporate Finance group, practising in the areas of corporate finance, mergers & acquisitions, debt and equity financings, and shareholders' agreements. Steven and Dennis have presented at a number of conferences.

Brandon Hodge is an associate and a member of the firm's Tax Group. His practice includes dispute resolution, business succession and individual estate planning, and private and public company taxation. He has particular expertise in structuring executive compensation plans for public and private companies and income trusts and has published several articles on these topics with Federated Press.

Clare Sullivan is a partner and also a member of the firm's Tax Group, along with the Estates and Trusts Litigation and Wealth Management and Succession Planning Teams. Clare's practice focuses on estate and tax planning, succession planning, including cross-border planning, wills, trusts, estate administration, domestic contracts, charities and non-for-profit corporations, and related areas of tax law. She is an author and speaker for various publications and associations, including the Osgoode Hall Law School Professional Development Program and Federated Press.