Expert direction on interpretation and application of standards
of value
Written by Jay Fishman, Shannon Pratt, and William
Morrison--three renowned valuation
practitioners--Standards of Value, Second Edition
discusses the interaction between valuation theory and its judicial
and regulatory application. This insightful book addresses
standards of value (SOV) as applied in four distinct contexts:
estate and gift taxation; shareholder dissent and oppression;
divorce; and financial reporting. Here, you will discover some of
the intricacies of performing services in these venues.
* Features new case law in topics including personal good will
and estate and gift tax, and updated to cover the new standards
issued since the first edition
* Includes an updated compendium discussing the standards of
value by state, new case law covering divorce, personal goodwill,
and estate and gift tax, and coverage of newly issues financial
standards
* Shows how the Standard of Value sets the appraisal process in
motion and includes the combination of a review of court cases with
the valuator's perspective
* Addresses the codification of GAAP and updates SOV in
individual states
Get Standards of Value, Second Edition and discover the
underlying intricacies involved in determining "value."
Autorentext
JAY E. FISHMAN, FASA, is coauthor or contributing author of seven professional books. He is a managing director of Financial Research Associates, a regional business valuation and forensic accounting firm. He has conducted hundreds of business valuations and has qualified as an expert witness and provided testimony in several federal and state courts.
SHANNON P. PRATT is one of the most successful and respected authors in the field of business valuations. He has written many industry standard texts. Over a distinguished career spanning more than four decades, he has performed valuation engagements for M&As, ESOPs, and numerous other purposes. Dr. Pratt is CEO of Shannon Pratt Valuations, a business valuation firm located in Portland, Oregon.
WILLIAM J. MORRISON, CPA, ABV, CFF, is a partner at WithumSmith+Brown, a regional mid-Atlantic CPA firm, and is frequently appointed by the courts as a valuation expert. He has published articles on forensic accounting and valuation. He is a former FBI agent and has conducted thousands of forensic accounting investigations and business valuations of closely held companies.
Zusammenfassung
Expert direction on interpretation and application of standards of value
Written by Jay Fishman, Shannon Pratt, and William Morrisonthree renowned valuation practitionersStandards of Value, Second Edition discusses the interaction between valuation theory and its judicial and regulatory application. This insightful book addresses standards of value (SOV) as applied in four distinct contexts: estate and gift taxation; shareholder dissent and oppression; divorce; and financial reporting. Here, you will discover some of the intricacies of performing services in these venues.
- Features new case law in topics including personal good will and estate and gift tax, and updated to cover the new standards issued since the first edition
- Includes an updated compendium discussing the standards of value by state, new case law covering divorce, personal goodwill, and estate and gift tax, and coverage of newly issues financial standards
- Shows how the Standard of Value sets the appraisal process in motion and includes the combination of a review of court cases with the valuator's perspective
- Addresses the codification of GAAP and updates SOV in individual states
Get Standards of Value, Second Edition and discover the underlying intricacies involved in determining "value."
Inhalt
Foreword xiii
Preface xvii
Acknowledgments xxi
About the Authors xxv
Introduction 1
Purpose 1
Every Appraisal is Unique 3
Fair Value versus Fair Market Value 4
Historical Perspective 5
Chapter Preview 8
Chapter 1: Common Standards and Premises of Value 8
Chapter 2: Fair Market Value in Estate and Gift Tax 8
Chapter 3: Fair Value in Shareholder Dissent and Oppression 9
Chapter 4: Standards of Value for Partnership and Limited Liability Company Buyouts 10
Chapter 5: Standards of Value in Divorce 12
Chapter 6: Fair Value in Financial Reporting 13
How Standard of Value Can Affect the Ultimate Conclusion of Value 13
Chapter 1 Common Standards and Premises of Value 17
Common Standards and Premises 17
Price, Value, and Cost 17
Defining a Standard of Value 19
Premises of Value 20
Common Standards of Value 21
Fair Market Value 21
Fair Value 23
Investment Value 24
Intrinsic Value 25
Book Value 27
Common Operational Premises Underlying the Standard of Value 28
Going Concern 28
Liquidation Value 29
Fair Value in Alternative Contexts 30
Fair Market Value in Alternative Contexts 31
Standards of Value in the International Context 32
Summary 33
Chapter 2 Fair Market Value in Estate and Gift Tax 35
Introduction 35
Common Definitions of Fair Market Value 36
History of Fair Market Value 37
United States v. Fourteen Packages of Pins 38
Elements of Fair Market Value 41
Price at Which a Property Would Change Hands 42
Willing Buyer 44
Willing Seller 54
No Compulsion to Buy or Sell 59
Reasonable Knowledge of Relevant Facts 63
Common Discounts 80
Summary 87
Chapter 3 Fair Value in Shareholder Dissent and Oppression 89
Gilbert E. Matthews and Michelle Patterson
Fair Value as the Standard of Value in Dissent, Oppression, and Entire Fairness Cases 89
The Appraisal Remedy for Dissenting Shareholders 94
History and Overview of the Appraisal Remedy 94
Appraisal Rights Today 97
Appraisal Rights in Publicly Traded Corporations: The Market Exception 99
Fair Value Can Be Less Than Arms'-Length Price 102
The Oppression Remedy 106
Development of the Oppression Remedy 106
Context of Oppression Remedy 107
Dissolution as a Remedy for Oppression 110
Shareholder Buyouts as an Alternative Remedy 110
Examples of Oppression 116
Fair Value is the Standard of Value in Appraisal and Oppression in Almost All States 121
Fair Value as Defined by Various Authorities and Statutes 121
The Valuation DateBefore the Effectuation of the Corporate Action to Which the Shareholder Objects 125
Valuation Date in Appraisal Cases 125
Valuation Date in Oppression Cases 126
Customary and Current Valuation Techniques 130
Fair Value in Delaware 139
Delaware Fair Value Standards 139
Entire Fairness in Delaware 140
Components of Fair Value in Delaware 144
Ohio's Unique and Unfavorable Standard of Value in Appraisals 155
Fair Value Normally Excludes Discounts and Premiums 157
Most States Now Reject Minority and Marketability Discounts 157
Levels of Value 159
Discounts at the Shareholder Level 160
The Implicit Minority Discount 163
No Premiums Are Applicable to DCF Values 167
Discounts at the Corporate Level 168
Control Premiums at the Corporate Level 169
Some States Permit Considering Extraordinary Circumstances in Determining Whether to Apply Discounts 171
Court Decisions Have Moved toward Rejecting Discounts 172
Equitable Adjustm...