Corporation & Enterprise Law

• Arthur Andersen LLP v. US 544 U. S. 696 (2005) (A jury verdict finding plaintiff, an auditor for Enron Corporation, guilty of corruptly persuading another person to alter documents for an official proceeding is reversed where the jury instructions failed to convey properly the elements of a corrupt persuasion conviction under 18 U.S.C. section 1512(b).)
• BOEING CO. v. US 537 U. S. 437 (2003) (A Treasury Regulation governing accounting for research and development expenses when a taxpayer elects to take a current deduction, 26 C.F.R. section 1.861-8(e)(3), is a proper exercise of the Secretary of the Treasury's rulemaking authority.)
• Boulware v. US ___ U. S. ___ (2008) (In the context of sections of the Internal Revenue Code that set the conditions for treating certain corporate distributions as returns of capital, nontaxable to the recipient, a distributee accused of criminal tax evasion may claim return-of-capital treatment without producing evidence that either he or the corporation intended a return of capital when the distribution occurred.)
• CLACKAMAS GASTROENTEROLOGY ASSOCS., P.C. v. WELLS 538 U. S. 440 (2003) (In determining whether shareholder-directors of a corporation should be counted as "employees" under the ADA, courts should assess whether the shareholder-directors operate independently and manage the business, or instead are subject to the firm's control.)
• DOLE FOOD CO. v. PATRICKSON 538 U. S. 468 (2003) (A corporation is an instrumentality of a foreign state under the Foreign Sovereign Immunities Act of 1976 only if the foreign state itself owns a majority of the corporation's shares. Instrumentality status is determined at the time of the filing of a complaint.)
• FED. ELECTION COMM'N v. BEAUMONT 539 U. S. 146 (2003) (Application of the direct contribution prohibition, 2 U.S.C. section 441b, to non-profit advocacy corporations is consistent with the First Amendment.)
• GITLITZ v. COMM'R OF INTERNAL REVENUE 531 U. S. 206 (2001) (26 USC 108(a) provides only that an insolvent S corporation's discharge of debt ceases to be included in gross income, but does not change the character of the discharge as "an item of income," so taxpayers may thus increase their basis in the shares and deduct suspended losses.)
• JP MORGAN CHASE BANK v. TRAFFIC STREAM (BVI) INFRASTRUCTURE LTD. 536 U. S. 88 (2002) (A corporation organized under the laws of the British Virgin Islands is a "citizen or subject of a foreign state" for the purposes of alienage diversity jurisdiction under 28 U.S.C. section 1332(a)(2).)
• MeadWestvaco Corp. v. Illinois Dep't of Revenue ___ U. S. ___ (2008) (In a case raising the issue of whether Illinois constitutionally taxed an apportioned share of the capital gain realized by Mead, an out-of-state corporation, on the sale of one of its business divisions, Lexis/Nexis, a judgment in the state's favor is vacated and remanded where: 1) the state courts erred in considering whether Lexis/Nexis served an "operational purpose" in Mead's business after determining that Lexis and Mead were not unitary; and 2) an alternative ground for affirmance was neither raised nor addressed in the state courts, and thus, would not be considered.)
• Merrill Lynch, Pierce, Fenner & Smith, Inc. v. Dabit 547 U. S. 71 (2006) (A judgment vacating dismissal of a private securities fraud class action is reversed where the background, text, and purpose of the Securities Litigation Uniform Standards Act's (SLUSA) pre-emption provision demonstrated that SLUSA pre-empts state-law holder class-action claims of the kind plaintiff alleged.)
• MEYER v. HOLLEY 537 U. S. 280 (2003) (Mental anguish damages resulting from the fear of developing cancer may be recovered under the Federal Employers' Liability Act, by a railroad worker suffering from actionable injury asbestosis caused by work-related asbestos exposure.)
• Stoneridge Inv. Partners, LLC v. Scientific-Atlanta, Inc. ___ U. S. ___ (2008) (In a class action brought by investors alleging losses after purchasing common stock, the investors sought to impose liability on entities who, acting both as customers and suppliers, agreed to arrangements that allowed the investors' company to mislead its auditor and issue a misleading financial statement affecting the stock price. Dismissal of the action is affirmed as the Court rules that the Securities Exchange Act of 1934 section 10(b) private right of action does not reach the customer/supplier companies because the investors did not rely upon their statements or representations.)
• Tellabs, Inc. v. Makor Issues & Rights, Ltd. ___ U. S. ___ (2007) (In the context of private securities fraud actions and the pleading requirements of the Private Securities Litigation Reform Act (PSLRA) intended to check abusive litigation, to qualify as "strong" within the intendment of section 21D(b)(2), an inference of scienter must be more than merely plausible or reasonable -- it must be cogent and at least as compelling as any opposing inference of nonfraudulent intent.)
• UNITED DOMINION INDUS., INC. v. US 532 U. S. 822 (2001) (Where groups of affiliated corporations elect to file a consolidated federal income tax return, the group must take deductions as a single-entity and not by aggregating product liability losses separately determined company by company.)
• US v. GALLETTI 541 U. S. 114 (2004) (The proper tax assessment against a partnership suffices to extend the statute of limitations to collect the tax in a judicial proceeding from the general partners who are liable for the payment of the partnership's debts. Once a tax has been properly assessed, nothing in the Internal Revenue Code requires the IRS to separately assess the same tax against individuals who are not the actual taxpayers but are, by reason of state law, liable for the taxpayer's debt.)

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