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THE WINTER 2017 ISSUE IS NOW AVAILABLE ! ASK FOR IT !

We are delighted to publish this newsletter focused on Business Valuation issues and make it available to our clients and to accountants, attorneys, other financial advisers interested in private business values. Please be sure to send us your comments. This newsletter has been published on a regular basis by JLP&Co.LLC since 1998. A free subscription link can be found below!

This issue contains several articles:


ERP is now 5%.


The Valuation of Franchised Businesses.


Management's Projections Viewed Skepticall by the Courts.


IRC Section 2704 Regulations Disappear with the New U.S. Leadership.



Law Firm Goodwill at the Heart of New Jersey Appellate Ruling.


What Else Can Business Appraisers Do To Help?


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Now the ARCHIVES:

Here is the Winter 2017 issue:TOPICS/KEYWORDS: Reduced ERP; Franchised Business Valuation; Management's projections Skepticall Viewed by the Courts; IRC 2704 Regulations Disappear with the New Administration; Law Firm Goodwill in New NJ Appellate Court Ruling; What Else Can Business appraisers Do To Help?.

Here is the Summer 2017 issue:TOPICS/KEYWORDS: USPAP Standrads Rule 3; Appraisal Review Management; Forensic work in Buy-Out valuations.

Here is the Spring 2017 issue:TOPICS/KEYWORDS: IRC 2704 Regulations; 2016 Lawfirm Mergers; D&P ERP and Risk-Free Rate; Helthcare M&A volume; Double Dip in Washington State Divorce; Appraisal Review & Management

Here is the Fall 2016 issue:TOPICS/KEYWORDS: IRS Valuation discounts; ASA against regulations IRC 2704

Here is the Summer 2016 issue:TOPICS/KEYWORDS: NYS DLOM appraisal rights cases; ESOP; economic index; FL active/passive appreciation in divorce; Duff & Phelps ERP; IPCPL.

Here is the Spring 2016 issue:TOPICS/KEYWORDS: S-Corporation Valuation.

Here is the Fall 2015 issue:TOPICS/KEYWORDS: Lost Profits and Damage Calculations; Owen v. Cannon; New/Not so New Ways a Business Appraiser can Help You; Non-Compete and Goodwill in Divorce; Self-Cancelling Installment Notes.

Here is the Summer 2015 issue:TOPICS/KEYWORDS: IRS Adequate Compensation; IRS on Minority Interests in an S Corporation; IPCPL Method of Calculating the Cost of Capital; Damages Calculations.

Here is the Spring 2015 issue:TOPICS/KEYWORDS: VSID; Appraiser as Fiduciary theory [ESOP]; Zelouf and AriZona cases Test NYS Corp. Law 623 [DLOM;] How To Un-Lock Private Company Wealth.

Here is the Winter 2014-15 issue:TOPICS/KEYWORDS: Physician Practice Valuation; Lost Profits Damages.

Here is the Fall 2014 issue in PDF format.TOPICS/KEYWORDS: Adelstein Statutory Fair Value matter; NYNJCT-BV.COM Guide; Adell v. Commissioner; Roll-Rite v. Shur-Co [4 Panduit tests in valuing lost profits from patented technology.

Here is the Summer 2014 issue in PDF format.TOPICS/KEYWORDS: Practical DLOM Practice Aid [Hitchner;] Second Fairness Opinions; ESOP Valuation Issues; Private Funds Audited by the SEC.

Here is the Spring 2014 issue in PDF format.TOPICS/KEYWORDS: Changes in BV practice; Richmond v. Commissioner; IRC 330 and 6695; Why Value a Business.

Here is the Winter 2013-2014 issue in PDF format.TOPICS/KEYWORDS: ESOP Valuation Tasks; Tanenblatt v. Commissioner; Hospitals buying Doctors' Practices; Optimizing the Attorney-BV expert Relationship.

Here is the Fall 2013 issue in PDF format.TOPICS/KEYWORDS: Fishman/Pratt/Morrison Text on Value Standards; N.J. Oppressed Shareholder Lawsuit Took 18 Years; "Cheap Stock" Practice Aid published by the AICPA; Your Business Should be Ready for Sale Now.

Here is the Summer 2013 issue in PDF format.TOPICS/KEYWORDS: C-corporation Switch; ESOP Fair Value Disclosure Relief; Switch to REIT Status To Incrase Value; New Lease Accounting Rules Change All.

Here is the Spring 2013 issue in PDF format.TOPICS/KEYWORDS: Constantly Re-Calculating Valuation Models in mid-market Businesses: Is it a Good Idea ?; The Forbes article in "Safe-Harbor" Private Valuations; Estate of Vorginia Kite v. Commissioner [T.C. Memo 2013-43.]

Here is the Winter 2012-2013 issue in PDF format.TOPICS/KEYWORDS: Tax Court Excludes Draft Reports; Delaware Court of Chancery; Five Physician Practice Value Drivers; Healthcare Value Statistics; New Data Supports Appraisal Assumptions.

Here is the Fall 2012 issue in PDF format.TOPICS/KEYWORDS: Federal Lawsuit between 2 closely-helds owned by brothers with egregeous conduct thrown in; Wimmer v. Commissioner [Annual Gift tax Exclusion]; S Corporations: Advantages and Disadvantages; Tax Reform: not good for most Americans, Only strings along the rich, but great for Political Contributions.

Here is the Summer 2012 issue in PDF format.TOPICS/KEYWORDS: Final Nail in the Coffin of IRS Challenges to Formula Clauses; Estate of Gaallagher v. Commissioner [T.C. Memo 2011-148; Estate of Beatrice Kelly [T.C. Memo 1012-73]; Stone Case [T.C. Memo 1012-48.]

Here is the Spring 2012 issue in PDF format.TOPICS/KEYWORDS: Use of Promissory Notes in Buy-Sell Agreements ; Giustina v. Commissionner [T.C. Memo 2011-141: Will the Service Use This As A Precedent ?; DE Chancery Court Clarifies the Value of Preferred Stock; Lost Profit Calculations in NY and FL federal Courts; New IRS Forms for IRC 6039.

Here is the Winter 2011/2012 issue in PDF format.Here is the Winter 2011/2012 issue in PDF format.TOPICS/KEYWORDS: DOL/IRS Abandons Effort to Make ESOP Valuers Fiduciaries As Well -- Will Try Again Later ! ; The IRS Publishes Its Own DLOM Job Aid; The Pluris Database; Liljestrand v. Commissionner.

Here is the Fall 2011 issue in PDF format.TOPICS/KEYWORDS: Shareholders ["Buy-Sell"] Agreements; Gallagher Tax Court decision; "Formula Clauses"; Divorce decision: Personal Goodwill can be Divisible If Sellable.

Here is the Summer 2011 issue in PDF format.TOPICS/KEYWORDS: Fair Value [New York and Delaware.

Here is the Spring 2011 issue in PDF format.TOPICS/KEYWORDS: Estate/Gift/GST Taxes for 2010-2012; BV Appraisers ERISA Fiduciaries ?; FRCP 26 Amendments; "Calculation Values" Rejected by Divorce Courts; Appraisal Errors; Growth Rate in Business Interruption Loss Calculation.

Here is the Winter 2011 issue in PDF format.TOPICS/KEYWORDS: Value of Beer Distribution Franchises in federal court; Daubert challenges in recent Lost Profit Cases; Fair Value ["appraisal rights"] best served by experienced BV specialist; Fairness Opinions in a volatile market.

Here is the Fall 2010 issue in PDF format.TOPICS/KEYWORDS: Fair Value in Divorce; reasonable compensation; Equity Risk Premium [Ibbotson "supply-side" versus "regular";] Value of brands; Daubert attack on DCF rebuffed.

le compensation; Equity Risk Premium [Ibbotson "supply-side" versus "regular";] Value of brands; Daubert attack on DCF rebuffed.

Here is the Summer 2010 issue in PDF format.TOPICS/KEYWORDS: Divorce decisions: discount rate, Valuation Dates, the Economic Downturn.

Here is the Spring 2010 issue in PDF format.TOPICS/KEYWORDS: Goodwill in Divorce; FLP Winning Facts [Murphy and Black]; Daubert checklist.

Here is the Winter 2009/2010 issue in PDF format.TOPICS/KEYWORDS: Valuation Experts; Expert Credibility; Tax Valuation Reports.

Here is the Fall 2009 issue in PDF format.TOPICS/KEYWORDS: Reasonable Compensation; Divorce Fair Market Value; Bankruptcy Valuation Litigation; Cost of Capital Data; Weakness in Valuation Report; Expert Damages Testimony.

Here is the Summer 2009 issue in PDF format.TOPICS/KEYWORDS: Embedded Taxes; Professional Goodwill in Divorce; Poor Litigation Tactics.

Here is the Spring 2009 issue in PDF format.TOPICS/KEYWORDS: Lost Profits; Fair Value [shareholders dispute;] Bankruptcy; Inexperienced expert; intellectual property; poor support for lost royalties claim.

Here is the Winter 2009 issue in PDF format.TOPICS/KEYWORDS: Trademark Claim; Incorrect Premise of value for donated stock; "partnership divorce;" Buy-Sell Agreement v. Shareholder remedies; Expert-Attorney Communications.

Here is the Fall 2008 issue in PDF format.TOPICS/KEYWORDS: Three Hot Topics in B.V.: Discounts, Taxes and Subsequent Events; Competing Valuations: Court Rejects the Worse; Jointly Retained Appraisal Expert; Daubert Damages Expert for Failing to Verify Management Opinions.

Here is the Summer 2008 issue in PDF format.TOPICS/KEYWORDS: Fair Value Standard; Valuing The Very Small Business; Fraud Claims dismissed for Lack of Business Valuation; Attack on Expert for Improper Standard and Valuation Date; Debt-Ridden CPA firm Valued as partnership.

Here is the Spring 2008 issue in PDF format.TOPICS/KEYWORDS: Diverse BV Standards; Daubert Challenges; Correct Measure of Damages; Clear Credentials, Experience and Methods; Reasonable Expenses in Lost Profits; Expert Key Assumptions.

Here is the Winter 2007 issue in PDF format.TOPICS/KEYWORDS: PCAOB; Intangibles; IRC 409A; Federal Disclosure Deadlines; Expert Report; "Bad Facts" FLP in Divorce; Professional Goodwill/Firm Goodwill..

Here is the Fall 2007 issue in PDF format.TOPICS/KEYWORDS: AICPA Valuation Standards; Attorney's Lien; Buy-Sell; Owner's Projection or Financing Projections credibility; "Splitting the difference."

Here is the Summer, 2007 issue in PDF format.TOPICS/KEYWORDS: Economic Damages; Fair Value; Shareholder Dispute; Overly Litigious Clients; Backdating Options [DE.]

Here is the Spring, 2007 issue in PDF format.TOPICS/KEYWORDS: Judicial Appraisal; Allocation of Stock Purchase Price to Non-Compete Covenant; Personal v. Enterprise Goodwill in divorce [Kentucky;] Post-valuation sale of stock in divorce [N.Y.]

Here is the Winter, 2007 issue in PDF format.TOPICS/KEYWORDS: Buy-Sell Agreements; Fair Value; ESOP appraisal; Reasonable Compensation Analysis

Here is the Fall, 2006 issue in PDF format.TOPICS/KEYWORDS: USPAP 2006; Standards Rule 9; Non-Compete Agreement; Fairness of Settlement to Class Action; Buy-Sell Agreement

Here is the Summer, 2006 issue in PDF format.TOPICS/KEYWORDS: Litigation and Forecasts-based Valuation do not mix [FL Appeals Court;] Fairness Opinions should be prepared by independent parties [U.S. District Court IL;] Motion Picture Director does not Generate Divisible Goodwill [CA matrimonial matter;];] NYS Court Decides Who Has Burden to Prove Valuation Date for Active/Passive Asset [NYS matrimonial matter;]; Fair Value analysis does not involve any discounts for minority or lack-of marketability [MD Appeals Court.]

Here is the Spring, 2006 issue in PDF format.TOPICS/KEYWORDS: Stock options standard [WI;] seasonal business debt capacity; unrealistic projections [Delaware Chancery;] standards for expert in bankruptcy valuation [EDNY;] expert in US Tax Court must be available for cross examination; Personal versus Professional goodwill [TX.]

Here is the Winter, 2005 issue in PDF format.TOPICS/KEYWORDS: Shareholder Dispute; Timberland fractional valuation; non-compete PC divorce valuation [FL;] American Jobs Creation Act '04; Risks and Value [Damodaran;] Components for calculating personal goodwill [Dietrich.]

Here is the Fall, 2005 issue in PDF format.TOPICS/KEYWORDS: BV Professionals; Business Interruption; Commercial Loss; SEAM; Condemnation proceeding; travelocity.com.

Here is the Summer, 2005 issue in PDF format.TOPICS/KEYWORDS: Facts Verification; Fairness Opinions; ESOPs scrutiny; Imputed Income.

Here is the Spring, 2005 issue in PDF format.TOPICS/KEYWORDS: IPO Studies; Real Estate Holding Entities; DCF Analysis; Medical Practices Valuation.

Here is the Winter, 2004 issue in PDF format.TOPICS/KEYWORDS: How Valuation Experts Determine Damages; Management Interviews; NAV Helps Appraisers Calculate FMV; Ratio Analysis; "BIG" Discounts.

Here is the Fall, 2004 issue in PDF format.TOPICS/KEYWORDS: Liquidation Analysis; Recent FLP Victory Appeals Victory Provides Hope for Estate Planners; Complex marital estates demand complex valuation expertise.

Here is the July/August, 2004 issue in PDF format.TOPICS/KEYWORDS: A Valuation Challenge: Development Stage Technology Companies; Be Prepared: Key Valuation Provisions in Buy-Sell Agreements; Dental Practice Valuations; Can the "Reasonably Foreseeable" Rule be broken ?.

Here is the May/June, 2004 issue in PDF format.TOPICS/KEYWORDS: Getting The Most From Your Expert Witness; What's Normal [how normalized financial statements affect value;] Consider Less Obvious Value Indicators; Experts Expect The Unexpected in Court.

Here is the March/April, 2004 issue in PDF format.TOPICS/KEYWORDS: Whose opinion ? [The team expert approach;] Limited Partnerships versus Assignee Interests: which is worth more? The ins and outs of quantifying damages; medical practice transfer issues.

Here is the January/February, 2004 issue in PDF format.TOPICS/KEYWORDS: Is an ESOP Right For Your Client ? The Loss of Earnings model in wrongful termination cases; Detecting Valuation Errors; How to find weakness in the 3rd party limiting condition.

Here is the November/December, 2003 issue in PDF format.TOPICS/KEYWORDS: A Venture Capitalist's View of Value ; Seize the Valuation Opportunity - The Importance of Knowing Where You Stand ; How To Test The Business Damages Model ; Reflecting the Trapped Capital Gains Taxes Adjustment.

Here is the June, 2003 issue in PDF format.TOPICS/KEYWORDS: ESOP Ownership in S Corporations - IRS issues Ruling 2003-6 ; Key Man Risk / Succession Planning ; Calculation of Damages: an appraisal perspective.

Here is the March, 2003 issue in PDF format.TOPICS/KEYWORDS: Valuation Implications of Valuing a Business Using a Measure Other Than Income or Cash Flow; Litigation Update: When to Call In A Business Appraiser; Purchase Price Allocation: Why Now ?

Here is the December, 2002 issue in PDF format.
TOPICS/KEYWORDS: Valuing Intangible Assets - A Primer [Remember SFAS 141/142 ?]; Is It Reasonable ? Asset Holding Entity Information [Read: FLPs and FLLCs.]

Here is the September, 2002 issue in PDF format.
TOPICS/KEYWORDS: Stock Options Valuation; Divorce & Valuation Terms; Dunn v. Commissioner [5th US Circuit of Appeals: Docket # 00-60614;]SARBANES-OXLEY.

Here is the June, 2002 issue in PDF format.
TOPICS/KEYWORDS: Why Do You Need A Business Appraiser ? Carrying Amount Conundrum - SFAS 142 Update.

Here is the March, 2002 issue in PDF format.
TOPICS/KEYWORDS: Valuation and Business Concentrations. When Down Is Not Necessarily Down. The Relationship Between Size and Value.

Here is the December, 2001 issue in PDF format.
TOPICS/KEYWORDS: Valuing Fractional Interests in Real Estate. Top Ten Things Every Attorney Should Know About Business Appraisal.

Here is the September, 2001 issue in PDF format.
TOPICS/KEYWORDS: IRS Issues Proposed Business Valuation Guidelines. Deals Are Still Getting Done - Even in An Uncertain Marketplace. Using a Business Analyst When Litigating a Valuation Issue.

Here is the June, 2001 issue in PDF format.
TOPICS/KEYWORDS: Ten Easy Mistakes To Watch For in Business Appraisals. Financial versus Stretegic Buyers. Simplot Reversed !

Here is the March, 2001 issue in PDF format.
TOPICS/KEYWORDS: Valuing Employee Stock Options. Case Law Update: J. C. Shepherd vs. Commissioner [115 T.C. no.30 Released October 26, 2000.]

Here is the December, 2000 issue in PDF format.
TOPICS/KEYWORDS: Valuation and The New Economy. ESOP ownership in S Corporations. Understanding The Guideline Company Method.

Here is the September, 2000 issue in PDF format.
TOPICS/KEYWORDS: Common Reasons for NOT Obtaining An Independent Appraisal - and Why They Are Wrong. An Overview of Valuation Approaches. A View from One U.S. Tax Court Judge [Judge Laro.]

Here is the June, 2000 issue in PDF format.
TOPICS/KEYWORDS: IRS Finalizes New Adequate Disclosure Requirements For Valuations Filed With Gift Returns. "Church vs. State."

Here is the March, 2000 issue in PDF format.
TOPICS/KEYWORDS: Buy-Sell Agreements (The Three Appraisers Pricing Mechanism.) An Interesting Divorce Valuation. Understanding the Valuation Process.

Here is the December, 1999 issue in PDF format.
TOPICS/KEYWORDS: The IRS and Family Limited Partnerships. Developing Valuation Multiples Using Comparable Public Companies. Foote vs. Commissioner (blockage discount.)

Here is the September, 1999 issue in PDF format.
TOPICS/KEYWORDS: The Source of Control Premium Data and What It Does Not Tell You. Well-reasoned, Persuasive Appraisal Reports (Estate of Alice Friedlander Kaufman vs. Commissioner.)

Here is the June, 1999 issue in PDF format.
TOPICS/KEYWORDS: Information Requirements of a Business Appraisal. The Importance of Fairness Opinions in Transactions Involving ESOPs. Federal Rules of Evidence & Expert Testimony.

Here is the March, 1999 issue in PDF format.
TOPICS/KEYWORDS: FLPs (Lessons from the Tax Court on Business Purpose.) Bosca vs. Commissioner. Valuation Expert vs. Industry Expert.

Here is the December, 1998 issue in PDF format.
TOPICS/KEYWORDS: Assessing the Quality of a Company's Earnings. Publicly Traded Securities.

Here is the September, 1998 issue in PDF format.
TOPICS/KEYWORDS: Davis vs. Commissioner. Fundamentals of a Solid Business Appraisal. Closing the FLP loop?


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