Section 382 Tax Rules Explained
Section 382 limits NOL carryforwards after ownership changes to prevent tax loss trafficking. Learn how ownership tests work, limitation calculations, and compliance requirements for M&A transactions
Author: Kostakis Konstantinou;
Source: craftydeb.com
Understanding business and corporate law is essential for founders, executives, in-house counsel, and anyone building or running a company. This resource covers the full spectrum of corporate legal knowledge — organized into five core areas.
Corporate Formation walks you through LLCs, legal entities, registered agents, fiduciary duties, and shell companies. Contract Law breaks down every agreement that powers business — from operating agreements and MSAs to non-competes, buy-sell agreements, and AI in contracts. Compliance & Regulations covers GDPR, Sarbanes-Oxley, sanctions screening, the Digital Markets Act, and emerging AI compliance frameworks. Business Disputes explains breach of contract, shareholder disputes, securities fraud, commercial arbitration, and how litigation actually works. M&A & Tax demystifies mergers and acquisitions, due diligence, transactional law, contractor tax rules, and personal liability.
Every article is written to be practical, accurate, and free of unnecessary jargon — so you can make informed decisions with confidence.

When a company can no longer meet its financial obligations, business bankruptcy offers a legal framework to either restructure debts or close operations in an orderly manner. This comprehensive guide explains the differences between Chapter 7 and Chapter 11, the step-by-step bankruptcy process, costs, and alternatives
Read articleSection 382 limits NOL carryforwards after ownership changes to prevent tax loss trafficking. Learn how ownership tests work, limitation calculations, and compliance requirements for M&A transactions
Transactional law encompasses the legal work involved in business deals and commercial arrangements. Unlike litigation attorneys who resolve disputes in court, transactional lawyers structure transactions, draft agreements, and prevent legal problems before they arise
Artificial intelligence has moved from experimental technology to core business infrastructure, triggering complex regulatory requirements. This comprehensive guide covers current US compliance obligations, EU AI Act implications, governance frameworks, risk management strategies, and common mistakes businesses must avoid
UCC stands for the Uniform Commercial Code, a comprehensive set of laws governing commercial transactions across the United States. For business owners, attorneys, and anyone involved in buying or selling goods, understanding the UCC is essential to structuring enforceable agreements and avoiding costly disputes

Personal liability means you can be held financially responsible for business debts and lawsuits using your own assets. Understanding when protection applies, how corporate structures shield personal wealth, and where vulnerabilities exist helps you make informed decisions safeguarding your financial future

A buy sell agreement establishes how ownership interests transfer when partners exit, retire, become disabled, or die. This guide covers agreement types, essential provisions, funding strategies, and critical mistakes to avoid when protecting your business

A partnership LLC combines liability protection with partnership flexibility. Learn how multi-member LLCs work, default partnership taxation, operating agreement essentials, formation steps, and when this structure makes sense for your business

Navigate LLC filings from formation through ongoing compliance. Learn state-specific requirements, filing timelines, costs, and common mistakes that risk your liability protection. Includes filing checklists and expert compliance strategies

US businesses hiring foreign contractors face complex IRS compliance requirements. This guide explains tax withholding rules, required forms like W-8BEN and 1042-S, payment methods, treaty benefits, and step-by-step processes to avoid penalties when paying overseas freelancers legally

An authorized signatory is an individual granted explicit permission to sign documents that legally bind an organization. This guide covers eligibility requirements, the designation process, key differences from power of attorney, banking procedures, and common mistakes to avoid

Running an online store means navigating federal and state laws on consumer protection, privacy, and taxes. Understanding ecommerce regulations prevents costly penalties and builds customer trust in an increasingly complex regulatory environment
Read more
Contract redlines visually display proposed changes to agreements, with deletions shown as strikethrough and additions in contrasting colors. This comprehensive guide covers the redlining process, tools, negotiation strategies, and common mistakes to avoid when marking up legal documents
Read more
When a company can no longer meet its financial obligations, business bankruptcy offers a legal framework to either restructure debts or close operations in an orderly manner. This comprehensive guide explains the differences between Chapter 7 and Chapter 11, the step-by-step bankruptcy process, costs, and alternatives
Read more
Enhanced due diligence serves as the magnifying glass that reveals hidden connections, questionable wealth origins, and patterns that might otherwise slip through conventional screening. Financial institutions must implement EDD for high-risk customers, PEPs, and suspicious activity
Read more
When a company can no longer meet its financial obligations, business bankruptcy offers a legal framework to either restructure debts or close operations in an orderly manner. This comprehensive guide explains the differences between Chapter 7 and Chapter 11, the step-by-step bankruptcy process, costs, and alternatives

Business law forms the backbone of every commercial transaction, employment relationship, and operational decision companies make in the United States. This comprehensive guide explains what business law is, covers key practice areas including contracts, employment, IP, tax, and bankruptcy law, and clarifies how it differs from corporate and commercial law

Franchise relationships can become strained when expectations diverge or contractual obligations go unmet. Understanding the legal mechanisms available for resolving conflicts—from mediation to arbitration to litigation—is essential before tensions escalate into costly legal battles

Shell companies occupy a peculiar position in American business law. They're neither inherently legal nor illegal—their legality depends entirely on how they're used. The structure itself is a neutral tool, but the purposes it serves determine whether it operates within legal boundaries or crosses into criminal territory

When a business needs to execute contracts, open bank accounts, or enter legally binding agreements, someone must have the authority to sign on behalf of the organization. That person is an authorized signatory—a role that carries significant legal weight and responsibility. Understanding this designation helps businesses protect themselves while enabling efficient operations.
An authorized signatory is an individual who has been granted explicit permission to sign documents and enter agreements that legally bind an organization. This authority stems from formal designation by the company's governing body, typically through board resolutions, operating agreements, or corporate bylaws.
The basic purpose is straightforward: corporations and other business entities cannot physically sign documents themselves. They need human representatives who can execute transactions, contracts, and legal instruments on their behalf. Unlike informal arrangements where someone might sign paperwork as a favor, authorized signatories operate within defined parameters that specify exactly what they can and cannot commit the organization to do.
Authorized signatories appear across numerous contexts. Banks require them for account access and financial transactions. Vendors need them to execute purchase agreements. Real estate transactions, employment contracts, vendor agreements, and regulatory filings all typically require signatures from individuals with doc...
The content on this website is provided for general informational and educational purposes only. It is intended to explain concepts related to business and corporate law, contracts, compliance, disputes, M&A, and taxation for companies.
All information on this website, including articles, guides, and examples, is presented for general educational purposes. Legal outcomes may vary depending on jurisdiction, company structure, and individual circumstances.
This website does not provide legal advice, and the information presented should not be used as a substitute for consultation with qualified corporate attorneys or legal professionals.
The website and its authors are not responsible for any errors or omissions, or for any outcomes resulting from decisions made based on the information provided on this website.