Um... Directors, officers, and controlling shareholders of a company still owe a fiduciary duty to that company regardless of public or private status. An advantage of taking it private is that Dell will remove the pressure from Wall Street. Assuming that equity of a closely held company is less fungible, the equity investment Dell receives on the buyout will be more stable and locked-into. It won't feel the pressure to distribute dividends.
It also might be able to restructure the corporate form for Federal tax purposes. I assume Dell is taxed as a C corporation, which has two-tiers of tax, one at the corporate level and one at the shareholder. Suppose Dell qualifies for pass-through taxation after the smoke clears on the leveraged-buyout. Now, the tax liabilities of the company pass to the shareholders. Michael will be able to capture all those capital losses (or gains.)
Finally, the leveraged buyout proposed by Michael allows Dell to convert its capital from equity to debt. The Federal income tax code loves debt. Dell will be able to deduct that interest, which lowers its taxable income and might even pass to Michael.
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Um... Directors, officers, and controlling shareholders of a company still owe a fiduciary duty to that company regardless of public or private status. An advantage of taking it private is that Dell will remove the pressure from Wall Street. Assuming that equity of a closely held company is less fungible, the equity investment Dell receives on the buyout will be more stable and locked-into. It won't feel the pressure to distribute dividends. It also might be able to restructure the corporate form for Federal tax purposes. I assume Dell is taxed as a C corporation, which has two-tiers of tax, one at the corporate level and one at the shareholder. Suppose Dell qualifies for pass-through taxation after the smoke clears on the leveraged-buyout. Now, the tax liabilities of the company pass to the shareholders. Michael will be able to capture all those capital losses (or gains.) Finally, the leveraged buyout proposed by Michael allows Dell to convert its capital from equity to debt. The Federal income tax code loves debt. Dell will be able to deduct that interest, which lowers its taxable income and might even pass to Michael.
I switched to netvibes as soon as it was announced. Netvibes offered a functionally equivalent alternative.
The courts prefer plagiarism as precedence.