REIT (Real Estate Investment Trust)– a tax designation for a corporation investing in real estate that reduces or eliminates corporate income taxes. In return, REITs are required to distribute 90% of theirincome, which may be taxable in the hands of the investors. The REIT structure was designed to provide a similar structure for investment in real estate as mutual funds provide for investment in stocks.
Due Dili-what?-gence: nowadays, can mean everything is looked at.
- If you’re ever working with an older company, make sure to review their original articles of incorp. to see if they’re violating corp purpose
Shareholders vote for:
- Mergers (Wa: 2/3 vote; Del: 1/2 vote)
- Board members
- ..
Real important distinction between stock sale and asset sale–liabilities are not transferred over in an asset sale.
REPS AND WARRANTIES PRESENT A PICTURE OF WHAT THE ACQUIRING COMPANY IS BUYIN’.
FOR NEXT WEEK:
look at RCW section on board approval and shareholder approval (23B, CH. 11 OR 13–IN SYLLABUS?; DELAWARE CORPORATE CODE SOMETHING)
