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US companies have no legal duty to minimise their tax bills, just like the UK

Learning Economics Makes You Selfish … MANY examples cited in this fine article.


Critics say that obtaining a Delaware LLC requires less disclosure of personal information than what’s needed to obtain a library card. As a consequence, it is nearly impossible to determine what lawyers call the beneficial ownership, or the individual or individuals behind the LLC, which now has easy access to the American banking system. Back in 2008, former Senator Carl Levin cited a 2000 U.S. General Accountability Office report, “Suspicious Banking Activities: Possible Money Laundering by U.S. Corporations Formed for Russian Entities,” which documented how just one person was able to set up 2,000 Delaware shell corporations and, “without disclosing the identity of the beneficial owners, open U.S. bank accounts for those corporations, which then collectively moved about $1.4 billion through the accounts.”
Delaware’s functioning as America’s home-away-from-home sanctuary for all business, big and small, brings in $1.1 billion dollars a year in revenue to the state coffers, roughly a quarter of the state’s annual budget.  “This is Delaware’s industry,” says William Black, professor of Economics and the Law at the University of Missouri and Kentucky. “They sell corporate leaders protection from compliance from fiduciary obligations and the provisions of law like anti-money laundering statutes.”

Delaware Court Ruling 2012

This Court has concluded that “there is no general fiduciary duty to minimize taxes.”24 There are a variety of reasons why a company may choose or not choose to take advantage of certain tax savings, 25 and generally a company’s tax policy “typif[ies] an area of corporate decision-making best left to management’s business judgment, so long as it is exercised in an appropriate fashion.”26 I am not foreclosing the theoretical possibility that under certain  circumstances overpayment of taxes might be the result of a breach of a fiduciary  duty.27 I am simply noting that a decision to pursue or forgo tax savings is  generally a business decision for the board of directors. Accordingly, despite the  Plaintiff’s contentions, Delaware law is clear that there is no separate duty to  minimize taxes, and a failure to do so is not automatically a waste of corporate assets.
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How Delaware became an American haven for “grand corruption” 

An international watchdog just called out the First State for its dangerous role in the corporate ecosystem. Delaware’s over the top pro-business Chancery Court, its statutory trust provisions, non-existent taxes, as well as its extremely user friendly limited-liability-corporation registration process, has drawn in more than 60 percent of Fortune 500 companies and over half of America’s publicly traded companies. Back in 2012, the New York Times reported that Delaware had more registered corporations than it had residents, roughly one million compared to fewer than 900,000 people.  Like the international version of a tax haven, Delaware offers a form of tax sanctuary for corporations that register there, permitting them to assign revenue they earn in other states as royalty income to their entity domiciled in Delaware, which does not tax such income.

Banks' Recidivism

10/6/15 Wall Street's Compliance With Settlements Probed by Top Democrat
The Democratic staff is looking into “enforcement actions” stemming from violations of “U.S. antitrust, banking, consumer, fraud, housing, securities or tax laws,” Ohio Senator Sherrod Brown sent letters to more than a dozen major banks last week, requesting details on legal judgments they have entered into with 15 agencies, dating back to 2005. While it doesn’t specifically say what the focus of the investigation is, many of the demands relate to whether banks are regularly running afoul of laws and regulations.
The four pages of questions ask for information about the amount of legal fees banks paid, the names and positions of all employees subject to sanctions and any non-public agreements made with government enforcement agencies. Brown also asked for details on compliance programs and initiatives by boards of directors that were instituted after settlements. Most troubling to the banks, the people said, is that Brown’s staff investigator Bob Roach is listed on the letter as the contact person. Roach is best known for his work as a staffer on the Senate Permanent Subcommittee on Investigations where he drove major probes into the subprime-mortgage meltdown that focused on Goldman Sachs, Deutsche Bank and other firms.

JPMorgan to pay most in $1.86 billion swaps price-fixing settlement: Bloomberg
JPMorgan Chase & Co is set to pay almost a third of a $1.86 billion settlement to resolve claims that a dozen big banks conspired to limit competition in the credit-default swaps market, Bloomberg reported.

2015 Ben Bernanke: Jail the Banksters - Ben Bernanke sits on the Board of the Federal Reserve"President Obama should have thrown the banksters in jail.  That's more or less what former Federal Reserve chairman Ben Bernanke said in an interview this weekend with USA Today.  Bernanke doesn't get off totally scot-free here.  If he really felt that way back in 2009, he could have said so publicly.  

*Alan Grayson questioning Federal Reserve Chairman Ben Bernanke on $550B of loans to foreigners (or 'central liquidity swaps' in ...   Which financial institutions received this money? Bernanke's answer: I don't know.

Yes, the Fed "isn't a law enforcement agency," but its word still carries a lot of weight in Washington and around the world.  If Bernanke, as the Fed chair, had said that it was a good idea to prosecute bank executives, that would have put a ton of pressure on the Justice Department to do so.  But anyways, all questions of personal responsibility aside, Bernanke is right.  We SHOULD have criminally punished more banksters after the financial crisis, and the fact that we didn't - and still haven't - will go down in history as one of this administration's biggest screw-ups.  That's because the only thing that actually keeps big financial institutions in check is prosecutions."
President Obama should have done what Reagan did.  He should have criminally prosecuted the Wall Street banksters.  But he didn't, and if there's one person most responsible for that, it's former Attorney General Eric Holder, the granddaddy of "too big to jail."  Back when he was a deputy attorney general in the Clinton administration, Holder wrote an infamous memo in which he laid out a plan for how to deal with large financial crimes.  Nicknamed the "Holder Doctrine," his plan was simple: Instead of prosecuting big banks and thus "destabilizing" the financial system, the government should just hit them with financial penalties - just fine them.




10/13/15 Now that the statute of limitations for Global Financial Crisis banking crimes has passed, Ben Bernanke has his Come to Jesus moment. In the second half, Max interviews Charles Hugh Smith of about days of rage, fractal behaviour and the paradox of risk.



Take Away: There is no integrity in the world of finance. Predator Bankers' Secrets

The Pitchforks Are Coming… For Us Plutocrats by Nick Hanauer

The .01%ers, are proud and unapologetic capitalists.
Seeing where things are headed is the essence of entrepreneurship.
The divide between the haves and have-nots is getting worse really, really fast.

In 1980, the top 1% controlled about 8% of U.S. national income. The bottom 50% shared about 18%
Today the top 1% percent share about 20% the bottom 50% just 12%.

But the problem isn’t that we have inequality. Some inequality is intrinsic to any high-functioning capitalist economy. The problem is that inequality is at historically high levels and getting worse every day. Our country is rapidly becoming less a capitalist society and more a feudal society. Unless our policies change dramatically, the middle class will disappear, and we will be back to late 18th-century France. Before the revolution.

And so I have a message for my fellow filthy rich, for all of us who live in our gated bubble worlds: Wake up, people. It won’t last.  If we don’t do something to fix the glaring inequities in this economy, the pitchforks are going to come for us. No society can sustain this kind of rising inequality. In fact, there is no example in human history where wealth accumulated like this and the pitchforks didn’t eventually come out. You show me a highly unequal society, and I will show you a police state. Or an uprising. There are no counterexamples. None. It’s not if, it’s when.
What everyone wants to believe is that when things reach a tipping point and go from being merely crappy for the masses to dangerous and socially destabilizing, that we’re somehow going to know about that shift ahead of time. Any student of history knows that’s not the way it happens. Revolutions, like bankruptcies, come gradually, and then suddenly. One day, somebody sets himself on fire, then thousands of people are in the streets, and before you know it, the country is burning. And then there’s no time for us to get to the airport and jump on our Gulfstream Vs and fly to New Zealand. That’s the way it always happens. If inequality keeps rising as it has been, eventually it will happen. We will not be able to predict when, and it will be terrible—for everybody. But especially for us. < read to learn the solutions!! >



CORRUPTION: The causes and effects of corruption, and how to combat corruption, are issues that are increasingly on the national and international agendas of politicians and other policymakers. 

2/12/2014 The Vampire Squid Strikes Again: The Mega Banks' Most Devious Scam Yet

Banks are no longer just financing heavy industry. They are actually buying it up and inventing bigger, bolder and scarier scams than ever By Matt Taibbi

Call it the loophole that destroyed the world. It's 1999, the tail end of the Clinton years. While the rest of America obsesses over Monica Lewinsky, Columbine and Mark McGwire's biceps, Congress is feverishly crafting what could yet prove to be one of the most transformative laws in the history of our economy – a law that would make possible a broader concentration of financial and industrial power than we've seen in more than a century. But the crazy thing is, nobody at the time quite knew it. Most observers on the Hill thought the Financial Services Modernization Act of 1999 – also known as the Gramm-Leach-Bliley Act – was just the latest and boldest in a long line of deregulatory handouts to Wall Street that had begun in the Reagan years.

Wall Street had spent much of that era arguing that America's banks needed to become bigger and badder, in order to compete globally with the German and Japanese-style financial giants, which were supposedly about to swallow up all the world's banking business. So through legislative lackeys like red-faced Republican deregulatory enthusiast Phil Gramm, bank lobbyists were pushing a new law designed to wipe out 60-plus years of bedrock financial regulation. The key was repealing – or "modifying," as bill proponents put it – the famed Glass-Steagall Act separating bankers and brokers, which had been passed in 1933 to prevent conflicts of interest within the finance sector that had led to the Great Depression. Now, commercial banks would be allowed to merge with investment banks and insurance companies, creating financial megafirms potentially far more powerful than had ever existed in America.

All of this was big enough news in itself. But it would take half a generation – till now, basically – to understand the most explosive part of the bill, which additionally legalized new forms of monopoly, allowing banks to merge with heavy industry. A tiny provision in the bill also permitted commercial banks to delve into any activity that is "complementary to a financial activity and does not pose a substantial risk to the safety or soundness of depository institutions or the financial system generally." 

Complementary to a financial activity. What the hell did that mean?

The Feds vs. Goldman

"From the perspective of the banks," says Saule Omarova, a law professor at the University of North Carolina, "pretty much everything is considered complementary to a financial activity."
Fifteen years later, in fact, it now looks like Wall Street and its lawyers took the term to be a synonym for ruthless campaigns of world domination. "Nobody knew the reach it would have into the real economy," says Ohio Sen. Sherrod Brown. Now a leading voice on the Hill against the hidden provisions, Brown actually voted for Gramm-Leach-Bliley as a congressman, along with all but 72 other House members. "I bet even some of the people who were the bill's advocates had no idea."
Today, banks like Morgan Stanley, JPMorgan Chase and Goldman Sachs own oil tankers, run airports and control huge quantities of coal, natural gas, heating oil, electric power and precious metals. They likewise can now be found exerting direct control over the supply of a whole galaxy of raw materials crucial to world industry and to society in general, including everything from food products to metals like zinc, copper, tin, nickel and, most infamously thanks to a recent high-profile scandal, aluminum. And they're doing it not just here but abroad as well: In Denmark, thousands took to the streets in protest in recent weeks, vampire-squid banners in hand, when news came out that Goldman Sachs was about to buy a 19 percent stake in Dong Energy, a national electric provider. The furor inspired mass resignations of ministers from the government's ruling coalition, as the Danish public wondered how an American investment bank could possibly hold so much influence over the state energy grid.
There are more eclectic interests, too. After 9/11, we found it worrisome when foreigners started to get into the business of running ports, but there's been little controversy as banks have done the same, or even started dabbling in other activities with national-security implications – Goldman Sachs, for instance, is apparently now in the uranium business, a piece of news that attracted few headlines.

Wall Street's War

But banks aren't just buying stuff, they're buying whole industrial processes. They're buying oil that's still in the ground, the tankers that move it across the sea, the refineries that turn it into fuel, and the pipelines that bring it to your home. Then, just for kicks, they're also betting on the timing and efficiency of these same industrial processes in the financial markets – buying and selling oil stocks on the stock exchange, oil futures on the futures market, swaps on the swaps market, etc.
Allowing one company to control the supply of crucial physical commodities, and also trade in the financial products that might be related to those markets, is an open invitation to commit mass manipulation. It's something akin to letting casino owners who take book on NFL games during the week also coach all the teams on Sundays.
The situation has opened a Pandora's box of horrifying new corruption possibilities, but it's been hard for the public to notice, since regulators have struggled to put even the slightest dent in Wall Street's older, more familiar scams. In just the past few years we've seen an explosion of scandals – from the multitrillion-dollar Libor saga (major international banks gaming world interest rates), to the more recent foreign-currency-exchange fiasco (many of the same banks suspected of rigging prices in the $5.3-trillion-a-day currency markets), to lesser scandals involving manipulation of interest-rate swaps, and gold and silver prices.
But those are purely financial schemes. In these new, even scarier kinds of manipulations, banks that own whole chains of physical business interests have been caught rigging prices in those industries. For instance, in just the past two years, fines in excess of $400 million have been levied against both JPMorgan Chase and Barclays for allegedly manipulating the delivery of electricity in several states, including California. In the case of Barclays, which is contesting the fine, regulators claim prices were manipulated to help the bank win financial bets it had made on those same energy markets.
And last summer, The New York Times described how Goldman Sachs was caught systematically delaying the delivery of metals out of a network of warehouses it owned in order to jack up rents and artificially boost prices. You might not have been surprised that Goldman got caught scamming the world again, but it was certainly news to a lot of people that an investment bank with no industrial expertise, just five years removed from a federal bailout, stores and controls enough of America's aluminum supply to affect world prices. [snip]

5/4/14 How the rich stole our money — and made us think they were doing us a favor

Pushing people toward stocks, real estate and credit cards have all come at a cost -- and with one goal in mind. the top 1 percent have done an excellent job disguising the upward transfer of wealth by making the rest of us feel better off than we actually are while enriching themselves in the process.   To understand how they accomplished this, we have to realize that the peculiarities of American politics and culture do not tell the whole story. The trend toward greater hoarding of wealth by economic elites and shrinking middle-class incomes is not limited to the United States. It is present to one degree or another throughout the industrialized world. The self-interested preferences and self-serving ideology of the super-rich surely have influence, of course, but it also seems clear that a broader range of factors and economic policy decisions come into play. And indeed they do. The current inequality crisis has its roots in a series of decisions made in response to the inflation shocks of the 1970s and to the growing threat of globalization and workforce mechanization.

  • Push people away from defined-benefit pensions and into stocks and 401(k)s. Believe it or not, there used to be a time when the Dow Jones and S&P 500 indices were little-noticed figures in the business section of the newspaper. That’s because most people’s retirements weren’t tied to the stock market.
  • Push more people into buying real estate, and increase home prices by all means possible.
  • Democratize consumer debt, especially through credit cards.
  • Reduce the cost of goods through free trade policies. The same decades that produced the previous trends also saw the implementation of free trade agreements like NAFTA. It is commonly understood today that these treaties benefit wealthy stockholders while reducing jobs in developed nations. But their less-discussed effect was also to reduce the price of many consumer goods made overseas, which in turn helped to disguise wage stagnation.


2014 Theres' Something Fishy In The House Of Morgan, Pt. 2: Bitcoin Fear, Envy & Loathing

Well, here's a list of JP Morgan's fines PAID (yes, paid) over just the last 6 months (this would be $31 billion on an annualized run rate, but whose counting?). Actually, I may be counting - after all you (the taxpayer) paid $30B to bailout Bear Stearns (bought by JP Morgan with US guarantees and financing, remember I warned about Bear Stearns in explicit detail months before the fact- Is this the Breaking of the Bear? as well as JP Morgan to the tune of at least $12B more. Oh well, back to that list...


Commerce without Conscience
" Lying is institutionalized: If the President can lie, why shouldn't everyone? It's an epidemic.  From Wall Street down to Main Street.  The truth is for losers, and the connected ( Wall Street, University, Government ) they conspire to get away with it, and do.

NO Oversight and Accountability - MORE more tax payer funded bailouts - still too big to fail



The difference? Lobbyists

The legislation is the result of one year's worth of partisan bickering but did it actually change anything? The bill, doesn't address the major problems that caused the financial crisis. Proprietary trading, specualtion in the derivatives markets measures, Too big to fail, measures were all severely weakened. Wall Street walked away again.

Goldman Sacs The Great American Bubble Machine Matt Taibbi
The first thing you need to know about Goldman Sachs is that it's everywhere. The world's most powerful investment bank is a great vampire squid wrapped around the face of humanity, relentlessly jamming its blood funnel into anything that smells like money. In fact, the history of the recent financial crisis, which doubles as a history of the rapid decline and fall of the suddenly swindled dry American empire, reads like a Who's Who of Goldman Sachs graduates.

Who is in the Obama administration, from Goldman Sachs?
MATT TAIBBI: Well, the number two guy at the Treasury, Mark Patterson, is a former Goldman Sachs employee. You know, there are people in the Obama administration who are very close to Robert Rubin, who used to be a head of Goldman Sachs. Timothy Geithner is a former Rubin aide, and he's the head of the Treasury. The head of the Commodity Futures Trading Commission, Gary Gensler - they're the people who regulate commodities - he's a former Goldman Sachs banker.

2012 A former CME Group Inc. (CME) senior software engineer Chunlai Yang confessed to stealing trade secrets from his ex- employer, the operator of the world’s largest futures exchange. He had access to the company’s proprietary Globex trading programs. Yang admitted to downloading more than 10,000 files containing source code for the CME Globex electronic-trading platform. Yang intended to use the stolen information to improve an electronic-trading exchange in Zhangjiagang, China, and that he was plotting with two other, unnamed business partners. The U.S claims the potential loss was at least $50 million.

Goldman Sachs Settles Civil Fraud Case for $550M Less Than It Reportedly Expected, and With No Admission of Criminal Wrongdoing to resolve a civil fraud lawsuit over selling a mortgage investment that was established to fail. While the SEC hailed the $550 million settlement as the largest in Wall Street history, many outside analysts questioned why the government didn't demand more. Investors responded favorably as Goldman Sachs shares jumped by five percent in late trading, adding far more to the firm's market value than the amount it will have to pay in the settlement. We speak to Matt Taibbi of Rolling Stone. [includes rush transcript]

AMY GOODMAN: I mean, it is stunning. As the Times put it, News of the settlement sent Goldman's shares 5 percent higher in after-hours trading, adding far more to the firm's market value than the amount it will have to pay in the settlement.


AMY GOODMAN: So it profited from the settlement.

MATT TAIBBI: You know, going back twenty years, almost every time we have an instance where a very powerful bank is caught doing something, you know, unethical or immoral, the procedure tends to be a fine which is much less than the profits they generated using that activity, followed by no admission of criminal wrongdoing. And, of course, nobody ever goes to jail. And the most famous example of that was the so-called global settlement, after the internet stock bubble, in which, you know, a variety of offenses involved with the tech bubble were sort of lumped together by then-Attorney General Spitzer, and although some companies took a big hit—Citigroup had to pay $400 million—it was much less than all these guys made during the stock bubble. And so, the important fact here is that these companies know that even if they get caught, the worst-case scenario, they're going to pay a fraction of the money they make doing this stuff, and that's why they're continually emboldened to do it.

Related stories

SEC Charges Goldman Sachs With Fraud in Civil Suit. While there is nothing in the law that makes lying about the quality of your products illegal -- that's already illegal -- what the bill does in a number of areas would make the scheme less likely to work and more likely to be detected.

President Obama appointed Edward Tufte (and others) to serve on the Recovery Independent Advisory Panel. I will be serving on the Recovery Independent Advisory Panel. This Panel advises The Recovery Accountability and Transparency Board, whose job is to track and explain $787 billion in recovery stimulus funds...

Visualizing UBS Analysts

The rectangular nodes are analysts and the oval nodes are stocks. The connections between them indicate that the recommendation was buy (green), neutral (black) or sell (red). You can spend a long time looking at this and noticing patterns that emerge. One of the cool things is that it's easy to quickly spot companies that appeared together in a report so you can tell that they potentially have related fortunes.


About Goldman Sachs's present-day business practices, one "private equity investor" says this: 

"They view information gathered from their client businesses as free for them to trade on ... it's as simple as that. If they are in a client situation, working on a deal, and they're learning everything there is to know about that business, they take all that information, pass it up through their organization, and use that information to trade against the client, against other clients, et cetera, et cetera." 

The speaker stops short of labeling this as insider trading, but only barely, saying, "I don't understand how that's legal."


Northern Trust accepted $1.6 billion in Troubled Asset Relief Program funds despite record profits of $795 million and a solid balance sheet.

The bank, in a letter to shareholders this week, said it didn't seek the funds but accepted them to accommodate the government's goal of gaining the participation of all major banks in the United States. Whatever the reason, taking the money changed everything. It turned all of the bank's business practices, especially those that smack of cultural excess, into red meat for politicians and others looking to direct public outrage about the state of the economy. The bank cloaks itself in a philanthropic glow while wasting our money, acting like the American Cancer Society when in fact it's a cancer on American society.

The Wealth of the Baby Boom Cohorts After the Collapse of the Housing Bubble 

This report builds upon previous CEPR projections to more accurately describe the current wealth prospects for the baby boom cohorts aged 45 to 54 and 55 to 64. The severity of the housing market meltdown, coupled with the recent collapse of the stock market, has had a severe negative impact on the wealth of these cohorts. Using data from the 2004 Survey of Consumer Finance and the November 2008 Case-Shiller 20 City Price Index, the authors create three possible scenarios for baby boomer wealth and find these households will enter retirement with little wealth beyond Social Security. For each cohort in 2004 and 2009, the paper analyzes net worth, financial assets, equity in real estate, percent of households in each cohort who will need cash to close on their primary residence, net worth of homeowners, net worth of non-homeowners, and the percent of homeowners who would need cash to close on their primary residence.

AP study finds $1.6B went to bailed-out bank execs

Banks that are getting taxpayer bailouts awarded their top executives nearly $1.6 billion in salaries, bonuses, and other benefits last year.The rewards came even at banks where poor results last year sent them to Washington for a government rescue. Some trimmed their executive compensation due to lagging bank performance, but still forked over multimillion-dollar executive pay packages.Benefits included cash bonuses, stock options, personal use of company jets and chauffeurs, home security, country club memberships and professional money management, the AP review of federal securities documents found. The total amount given would cover bailout costs for many of the 116 banks that have so far accepted tax dollars to boost their bottom lines. The banks have so far received $188 billion in taxpayer help. Among the findings: Goldman Sachs described its pay plan last spring as essential to retain and motivate executives whose efforts and judgments are vital to our continued success, by setting their compensation at appropriate and competitive levels. Goldman Sachs' tab for leased cars and drivers ran as high as $233,000 per executive. The firm told its shareholders this year that financial counseling and chauffeurs are important in giving executives more time to focus on their jobs.




Oh, the path that leads up to salvation is narrow and steep, so they say.
While the path that leads down to damnation is broad, smooth and blazed all the way.


Thinking about cowboys leads us to the etymology of the expression Cash Cow and how to make money in the most basic way.

Cowboy Banks Get Big Bucks as Indians Get Little by Ann Woolner

Over here you have the bazillions of U.S. bucks doled out to Wall Street’s cowboys for reckless conduct that wrecked the world’s economy.Over there you have a $3.4 billion federal settlement with people from whom the U.S. had been essentially stealing for more than 100 years.

To seek what was owed them, American Indians spent 13 years in court where judge after judge decried the government’s gross mismanagement of their funds and “mendacity” in litigation.

And yet it took that long for the Justice Department to step up to the plate and agree to pay more than a pittance.

If the Indians had been AIG, the $3.4 billion settlement announced this week would have been many times larger. The real AIG — insurance giant American International Group Inc. — sopped up $180 billion in government aid after helping to create the economic havoc felt around the world.

The Indians sought no bailout, no handout when they filed suit in 1996 to claim royalties due them for oil, gas, timber, mining and grazing rights to lands allotted them under an 1887 agreement with the federal government.

And in conclusion A day in the life of a Republican.