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CCH's brand-new Practical Guide to Mergers, Acquisitions and Business Sales by seasoned business transaction attorney and author, Joseph B. Darby III, J.D., not only explains the tax aspects of buying and selling a business, but examines the special art of closing major business transactions successfully through an understanding of the tax consequences of the deal. Buying and selling a business is a challenging process. It involves rituals and interactions that are sometimes eerily similar to the courtship dynamic between a human couple. While many business courtships end in an economic marriage, plenty of others fail and for a variety of reasons. Many unsuccessful business negotiations could have made sense, but ultimately floundered, because negotiations went badly awry at some crucial point.

Taxes are often a major source of missteps in a business deal. A business transaction needs to maintain a certain forward momentum to completion. An abrupt change in prevailing tax assumptions can throw a negotiation off so badly that sometimes it never recovers. This is especially true when the parties have expended a significant amount of time and effort negotiating a transaction based on a flawed tax framework.

There also are two other parties with a major economic stake in a business merger, acquisition or sale: the federal government and (usually at least one) state government. The Internal Revenue Code is more than just the law of the land; it is a sophisticated partnership agreement between the U.S. government and every U.S. person. This partnership is one of the most technically complex arrangements imaginable. The role of a tax adviser on an business acquisition transaction is to make everyone aware that there are two "silent partners" in the room at all times and that the Buyer and Seller have a common interest in cutting the silent partners out of the deal or reducing their take. The purpose and mission of Practical Guide to Mergers, Acquisitions and Business Sales is to teach practitioners and business stakeholders how to pare the tax costs of transactions to the absolute minimum, within the boundaries of ethical and appropriate tax reporting.

• Sales Rank: #1102701 in Books
• Published on: 2006-04-21
• Original language: English
• Number of items: 1
• Dimensions: .0" h x .0" w x .0" l, .0 pounds
• Binding: Paperback
• 512 pages

About the Author
Joseph B. Darby III, J.D., is a shareholder in the law firm of Greenberg Traurig in their Boston office. He practices in the areas of tax, intellectual property and corporate transactions. Darby received his J.D. cum laude from Harvard Law School and his B.S. in Mathematics, magna cum laude, from the University of Illinois. The author has written hundreds of articles on a wide range of legal and business topics for a diverse group of publications that include: Trusts and Estates, Tax Lawyer, Worth Magazine, Banker and Tradesman, Boston Business Journal, Boston Phoenix, Contract Professional, CFO Magazine and Hemispheres Magazine. Darby writes on business transactions from the perspective of an experienced tax practitioner who has helped clients successfully structure and close hundreds of M&A deals over his career.

Most helpful customer reviews

0 of 0 people found the following review helpful.
Practical is the key word
By Susan Price
Anyone who has considered the tax effects of a merger or acquisition has probably felt overwhelmed by the volume and complexity of the tax law. It is very easy to get mired in the nuances of the rules and lose sight of the practical applications. Darby's book, Practical Guide to Mergers, Acquisitions and Business Sales provides clarity and focus.
My copy of his book is well used - dog-eared and full of highlights and pencils notes! It serves me in two important ways. First, when I am not familiar with a certain aspect of the rules, the book provides a straight forward discussion and examples. Second, when I find myself getting lost in the maze of M&A rules out there, the book provides focus and grounding.
I highly recommend this book to those just entering the exciting world of tax M&A as well as experienced users in need of a guide to keep them centered.
-Susan J Price, CPA MBA

0 of 0 people found the following review helpful.
Necessity for any Attorney
By CJB
This book is a must for any attorney. It is easy to read, written with a pragmatic tone that avoides uncessary discussion of theory that is useless to practitioners. I bought this book in the spring of 2007 for attorney Darby's class at the Boston Universtiy School of Law LL.M. taxation program. If I have a tax question concerning a merger, acquisiton, or sale I always start with this book. It provides a starting point for my analysis, which I supplement with more detailed treatises if necessary.

0 of 0 people found the following review helpful.
It is very useful. Have a great time in California
By Jak Chokesikarin
Thank for the book! It is very useful. Have a great time in California :)

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• Sales Rank: #5556648 in Books
• Published on: 1985-04
• Original language: English
• Binding: Paperback
• 634 pages

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How did Jesus of Nazareth become the Christ of the Christian tradition? And why did the early Christian communities develop different theological images of Jesus? In this exciting new book, Paula Fredriksen answers this question by placing the various canonical images of Jesus within their historical context-the Hellenistic and Judaic cultures from which the Christian communities grew. Carefully examining the New Testament texts, she provides fascinating insights into such issues as the social and religious problems facing early Christian communities, the content of Jesus' ministry, and the circumstances of his crucifixion.

• Sales Rank: #8593247 in Books
• Published on: 2000-07-11
• Format: Bargain Price
• Number of items: 1
• Dimensions: .73" h x 5.02" w x 7.76" l,
• Binding: Paperback
• 294 pages

About the Author
Paula Fredriksen is the author of "Jesus of Nazareth, King of the Jews", which won the National Jewish Book Award. She is also the author of "Augustine and the Jews" and "From Jesus to Christ". The Aurelio Professor Emerita at Boston University, she now teaches as Distinguished Visiting Professor of Comparative Religion at the Hebrew University in Jerusalem.

Most helpful customer reviews

0 of 0 people found the following review helpful.
cookie cutter "scholarship". snore.
By andromeda
If you'd like to read something from someone who has been manufactured as to be utterly unable to think for herself, then, GET THIS BOOK.

0 of 0 people found the following review helpful.
for the die-hards only!
By NoDumbName
Frankly, I found this book hard to read. It is too academic even for myself, who read a lot of books on the topic.

13 of 13 people found the following review helpful.
From Jesus to Christ: Origins of New Testament Images of Christ
By Ruth Robertson
This book shows impeccable scholarship and sheds much light on the different historical perspectives held by each of the writers of the four gospels and by the apostle Paul. It is very usueful when trying to understand why and how the books were written as they were.

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Sixteen-year-old Avene was sentenced to prison at thirteen for a crime she didn't commit. Now she has a chance to win her freedom back – if she enters the Headhunters Race. Second prize isn't so bad either, an upgrade to the Leisure Prison if you make it to the finish line. To win either prize, Avene and the other prisoners must navigate one hundred and fifty miles of dense forest, desert, and worst of all, cannibal territory.

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• Sales Rank: #455638 in eBooks
• Published on: 2014-01-03
• Released on: 2014-01-03
• Format: Kindle eBook

Most helpful customer reviews

5 of 5 people found the following review helpful.
Quick non-stop read
By C. Wilson
I really enjoyed this book! I'm a sucker for anything close to the Hunger Games. And as other reviewers discribed this book, it is a journey book. The main character must travel through many different terrains (through mountains and the dessert) and face a lot of obstacles along the way (killer animals and cannibals). They only have a set amount of time to find her mother's killer and bring him back to the king before time runs out and the race is over. I thought it was action packed up until the race was over. There was nice character development and the female lead wasn't too strong or over the top know it all like so many other books.

Overall I really enjoyed this book. If you are a quick reader, it could be read in one day and I'm not so sure that there will be a sequel. It seemed to finish up by answering a lot of questions. But leads to more questions..... so who knows. I'm glad I bought it and have recommended it to others.

Parents - I try to read these YA books before I pass them on to my tweens. I was nervous when I saw that cannibals were a subject matter in this book. I don't believet here was ever too much mentioned to make it graphic or too gross but I'm not sure I'm ready to pass this on to my 10 yo yet just bc is seems pretty scary scenarios in the book of cannibals capturing people to eat later - YUCK! I don't remember it being too graphic anywhere else other than knife throwing and blood sqirting. No language problems.

5 of 6 people found the following review helpful.
I was disapointed
By Julie S.
I really liked The Headhunter's Race when I first started reading it. I thought the premise was interesting, and the set up was good. The reading flowed easily and I was excited about it. Avene sounded like an awesome kick-ass strong heroine who is bent on revenge and freedom and will stop at nothing to get her chance.

About halfway through the book I started getting really bored. This is definitely a "journey book" and each time they kept back tracking or getting more survival issues or being kidnapped, it was just UGH enough already. I kept wanting the plot to move forward, but it didn't move forward fast enough for my tastes.

Then, I finished the book. That ending. I mean, really? Yes, in a way it is very epic, a devastating bombshell. BUT - and this is a spoiler sort of - I can't stand when books end just about as they started with no advancement!!!!! *deep breath* OK so I'm trying to not straight up give away the ending, but I don't know how to express my utter disappointment and my "so why did I just read a book where nothing really changed and the whole thing was pointless" feeling.

As for the characters, I did like them a bit. Avene was strong and determined, but flawed with her lack of trust. McCoy, well, I don't know if he is genuine or if he has ulterior motives, but he has been there helping Avene the entire time, whether she saw it or not. Their little maybe romance was sweet, but really under-developed. First she can't trust him, then she wants to kiss him, and there's not much in between, or after. I did like Zita, she seems like a great friend who really wants Avene to succeed and I think their partnership in the prison works well.

In conclusion, this is NOT my kind of book and that is why it got a low rating. I was expecting an exciting "race" with an epic conclusion, but what I got was not the conclusion I expected. I might be overreacting, others will probably enjoy the plot twist and I know not everyone hates "journey" books like I do. But it took me all month to finally finish this book and since I've had so little time to read with the move and all, I kind of wish I spent my time reading something else.

4 of 4 people found the following review helpful.
Oh, wow! Great book!
By Catherine
This novel keeps you on the edge of your seat with action and fantastic characters. Hope this author is planning on a sequel because I'm hooked!

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One of the best books on a relatively new branch of mathematics, this text is the work of a leading authority in the field of topos theory. Suitable for advanced undergraduates and graduate students of mathematics, the treatment focuses on how topos theory integrates geometric and logical ideas into the foundations of mathematics and theoretical computer science.
After a brief overview, the approach begins with elementary toposes and advances to internal category theory, topologies and sheaves, geometric morphisms, and logical aspects of topos theory. Additional topics include natural number objects, theorems of Deligne and Barr, cohomology, and set theory. Each chapter concludes with a series of exercises, and an appendix and indexes supplement the text.

• Sales Rank: #404248 in Books
• Published on: 2014-01-15
• Released on: 2013-12-18
• Original language: English
• Number of items: 1
• Dimensions: 9.10" h x .90" w x 6.10" l, 1.20 pounds
• Binding: Paperback
• 400 pages

Most helpful customer reviews

35 of 36 people found the following review helpful.
Still the standard text
By Colin McLarty
You understand topos theory when you understand this book. I cannot say the same of any other.
Mac Lane and Moerdijk SHEAVES IN GEOMETRY AND LOGIC is a beautifully written book, a long and well motivated book packed with well chosen clearly explained examples. Both those authors have a rare gift for conveying an insider's view of the subject from the start. My own book ELEMENTARY CATEGORIES, ELEMENTARY TOPOSES goes quickly and simply to the key ideas (if I say so myself). Barr and Wells TOPOSES, TRIPLES, AND THEORIES uses the most efficient tools to get at the central theorems.
But no other book goes as concisely and comprehensively to all the aspects of toposes as this one. Category theory, algebra, logic, arithmetic, geometry, and cohomology all come in, in a well chosen perspective. This book is hard to read in places, especially at the start. It cannot serve alone as an introduction unless you are really gifted. But it remains the best single text on the subject.
Johnstone has a three-volume set on the current state of topos theory due to appear later this year. It may well become the standard reference. But it will not replace this book.

11 of 14 people found the following review helpful.
A classic book on topos theory
By A Customer
This book, printed in 1978, is still an essential, I would say, unavoidable, part of a toposopher education. You have to read it right after S. MacLane's "Categories for the Working Mathematician". I have read the book three times.

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• Sales Rank: #549412 in Health and Beauty
• Published on: 2012-03-18
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[A923.Ebook] Ebook Download Spain Betrayed: The Soviet Union in the Spanish Civil War (Annals of Communism Series)From Yale University Press

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The Spanish Civil War has long been the stuff of legend. Thousands of brave young men from all over the Western world, most of them organised by their local Communist parties, rushed to Spain to support the democratic Republic against right-wing forces led by rebellious generals in the Spanish officer corps. Although the Republic was eventually defeated, some observers believed that the effort to defend it was a selfless undertaking of the international Communist movement and the Soviet Union - a noble crusade against Hitler, Mussolini, and their Spanish puppet Franco. This book presents a very different view of the role of the Soviet Union in this war. Based on previously unavailable Moscow archives, it provides the first full documentation of that country's duplicitous and self-serving activities. Documents in the book reveal that the Soviet Union not only swindled the Spanish Republic out of millions of dollars through arms deals but also sought to take over and run the Spanish economy, government, and armed forces in order to make Spain a Soviet possession, thereby effectively destroying the foundations of authentic Spanish antifascism. The documents also shed light on many other disputed episodes of the war: the timing of the Republican request for assistance from the Soviet Union; the rise and fall of the International Brigades; the internal workings of the Comintern and its influence on Spain; and much more. Authoritative and startling in the new information it offers, the book is essential reading for anyone interested in Soviet foreign policy or the Spanish Civil War.

• Sales Rank: #685663 in Books
• Published on: 2001-06-01
• Ingredients: Example Ingredients
• Original language: English
• Number of items: 1
• Dimensions: 1.62" h x 6.46" w x 9.52" l, 2.10 pounds
• Binding: Hardcover
• 537 pages

From Library Journal
Few events in the 20th century have evoked such bitter academic and personal controversy as the role of the Soviet-dominated Communist International(Comintern) in the Spanish civil war. As the introduction to this splendid collection of Comintern documents explains, "the difficulty...has lain in proving the common allegation about Soviet intentions." This rich trove of archival correspondence between Soviet representatives and Moscow provides definitive answers. Perhaps least surprising is the obsessive concern on the part of the Communists with "Trotskyist" and anarchist allies of the Loyalist government. Comintern contempt for the Loyalist government and the "sectarian" Spanish Communist Party confirms Moscow's objective of domination before victory over the fascist rebellion. Indeed, Comintern leader Georgi Dimitrov advises that the "guise of defending the Republic" should not be compromised by premature efforts to install a "dictatorship of the proletariat." For historians, this correspondence offers detailed and multiple reports for the duration of the war. Soviet agents such as Dimitrov, Andre Marty, Ernest Gero, and Palmiro Togliatti anticipated Stalinist tactics in postwar Europe. The editors offer commentary that helps explain the complex panorama of the war and the impact of Soviet decisions on its outcome. Highly recommended for academic and larger public libraries. [July is the 65th anniversary of the civil war's beginning. Ed.] Zachary T. Irwin, Pennsylvania State Univ., Eri.
- Zachary T. Irwin, Pennsylvania State Univ., Erie
Copyright 2001 Reed Business Information, Inc.

Review
"Everything that was ever suspected about the Comintern line in Spain turns out to have been true." -- Christopher Hitchens, Wilson Quarterly

"If Spain were Vietnam [the pages of Spain Betrayed] would be its Pentagon Papers." -- Sam Tanenhaus,Vanity Fair

"It will effect a complete overturn in historical perceptions of the twentieth-century Left." -- Stephen Schwartz, Weekly Standard

"Spain Betrayed gives the weight and substance of documentary evidence to a subject that has always provoked deep feeling." -- Richard Bernstein, New York Times

"This rich trove of archival correspondence between Soviet representatives and Moscow provides definitive answers. . . . Highly recommended." -- Zachary T. Irwin, Library Journal

"[In Spain Betrayed,] proof of how Stalin had been betraying the Spanish Republican from day one of the Civil War." -- Arnold Beichman, Washington Times

"[Spain Betrayed] deserves the highest commendation for presenting an absolutely unique trove of original documentation…[like] no other previous work." -- Stanley G. Payne, Los Angeles Times Book Review

"[T]his book is a highly useful map through the thicket of deceit that often passes for scholarship on the war." -- Michael J. Ybarra, Wall Street Journal

This documentary collection, introduced by summary and interpretation, is truly extraordinary and will be a major resource. --Choice

The opening of archives in the former Soviet Union has, in recent years, allowed the publication of a number of books on the Spanish Civil War, which have forced many to reconsider the role of the Soviet Union and the Comintern in the Iberian conflict: far for being, as Stalin put it, "the concern of all progressive humanity", the war proved instead to be a golden opportunity for Moscow alone, who ruthlessly exploited the Spanish Republic, both politically and financially. "Spain Betrayed" is a very important contribution to this line of scholarship, providing us with eighty select documents (at least one, General Kléber's report, nearly one-hundred pages long), a bonanza for many a scholar, an for sure a matter of concern for others. The documents shed a lot of light on how the soviets operated in Spain, confirming a lot of things that we already know, and giving the lie to others. For example, the much vaunted "solidarity" of the members of the International Brigades with their Spanish colleagues, was often just propaganda, as proven by the report of General Walter. It is unfortunate that, for commercial reasons, a book can be only of a certain size, since Spain Betrayed publishes but the tip of the documentary iceberg on the Spanish Civil War made available after the fall of the Berlin wall. To be fair, compared to other books of the "Annals of Communism" series, this one appears to be somewhat under-edited: in a number of instances, there are no endnotes explaining who are certain people who appear in the text of the documents (such as Ilio Barontini o Carlo Penchienati), and one can be pretty sure that this will become an issue for those ideologically hostile to the book. In my opinion, however, all the above does not diminish the value of the book's contents, even if some people are bound to wring their hands over it. --By A Customer

From the Publisher
Annals of Communism series

Most helpful customer reviews

22 of 24 people found the following review helpful.
Important documentary evidence of Stalin's criminality
By Craig Matteson
This is another wonderful volume in the very important Annals of Communism series published by Yale University Press. I can't praise this series enough for the service they have provided us in every one of these volumes.
This book provides, in English translation, 81 important documents of the true Soviet actions in its participation in the Spanish Civil War. Historians will have to make the final judgments and assessments of this material. But I am glad to have the myth of the idealistic Soviet exposed for the lie it always was.
Just as an example of what we learn, we now understand Stalin's desire and success at basically stealing the $50,000,000 Spain had in gold reserves. by shipping Spain outdated and non-functioning military junk as arms. We also know that the French, in effect, supported the Nazi's by interdicting other Soviet arms shipments to the Republic.
There is much more valuable information between the covers of this wonderful book. It reads shorter than its five-hundred plus pages because the documents can be read quickly and the commentary on them is completely fascinating.

19 of 22 people found the following review helpful.
RIPS AWAY THE ROTTING SCAB OF STALINISM
By Alan Rockman
Ron Radosh, whose own uncle, Irving Keith died in fighting the Fascists in Spain, has written a gripping, if ponderous, terrifying if also mundane account of the Stalinist grip on the Republic of Spain.

In a series of documents, culled from the former Soviet archives, Radosh spins a thoroughly believeable tale of cunning, avarice, deceit and betrayal not only of the Spanish Republic, but of the thousands of idealistic young men - the vast majority of them Communists - who flocked to Spain believing that MOTHER RUSSIA was the great white hope of stopping Hitlerism in its tracks. And thousands died, never knowing of the deals that pockmarked scum toady was making with Herr Hitler.

Radosh also presents the documents of those International Brigade men who went to Spain fighting for Democracy and Revolution, and when they found out that the revolution and fight against Fascism had been betrayed, they themselves were arrested and many shot. Close to a dozen Americans were shot by the GPU, some on charges of desertion, others like Albert Wallach, Vernon Selby, Marvin Stern and Harry Perchik on political grounds. Even non-Communist Lincoln Brigaders like one-time commander Philip Detro, a self-described Roosevelt Democrat, may have been terminated by a Party that was little tolerant of dissent.

One of the foremost documents Radosh features is one written by "M. Fred" M. Fred was Manfred Stern or Emil Kleber the vaunted General Emilio Kleber who saved Madrid during the November 1936 siege. Kleber writes a critical document, encompassing almost 75 pages, justifying his role in the International Brigades and acknowledging mistakes. What Kleber was really writing here was a plea for his life, because Stalin had already begun the purges of International Brigade commanders (1938) when this document was written.

And little did Kleber know - he was to perish shortly after returning to Moscow - that Stalin had already made up his mind that no matter how many victories the International Brigades would win, the Republic was doomed and just a pawn, a toy to be played with Herr Hitler.

Many, like Bill Herrick in his excellent "Jumping the Line" would learn the bitter truth early on. Others, like Harry Fisher, would parrot the Party Line till the day he died protesting the just war against the Stalin of the Middle East, Saddam Hussein.

This is a five star book that only received four stars because I wish that Radosh would write more of the Lincolns and his uncle. Their idealism, and in many cases a sincere fight against Hitlerism and to support the democratic republic of Spain - instead of the cynical betrayal of it by Joe Stalin.

17 of 20 people found the following review helpful.
valuable documents on Communist role in Spain
By disidente
Don't let Ron Radosh's move to the political right discredit the

value of this book from a leftwing point of view. The documents

are of value in themselves. To over-simplify a bit, there were

really three sides to the Spanish Civil War. It wasn't just

a civil war but a working class revolution. Spain in the '30s

had a vast revolutionary labor movement. The industrialists,

land-owning oligarchy, Church leaders and generals backed a

violent "final solution" aiming at the extermination of this

movement. But the Communists had very little support within the

Spanish working class. The main social force was an anarchist-

inspired union movement, together with socialist unions

mostly outside the control of the Communist Party.

An interesting aspect of this book are the documents that

give the assessment of the non-Communist left from

the point of view of Stalin's agents. From the point of view of

the workers who built the first labor militias to fight the

fascist army, the war was a class war, a revolutionary war.

Radosh's book shows clearly that the Communists aimed to create

a one-party totalitarian state in Spain, if Franco had been

defeated. To do this they had to crush the authentic Spanish

working class left. It's strategy was to use the leverage it got

from the Soviet Union's arms shipments to Spain to first create

a conventional hierarchical army to replace the initial labor

militias and then eventually capture control of the state by

gaining control of the army officer corps. The documents in this

book, from the Soviet archives, provide evidence to support this

hypothesis.

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