Professor Reiling (Hank) prior to going Emeritus was responsible for and taught Tax Factors in Business Decisions (2nd year, MBA) and he shared design and teaching responsibility for the School's required MBA first year course Leadership and Corporate Accountability. In the Executive Program, he was for years the faculty chair for Finance for Senior Executives, and co-chair for Strategic Finance for Smaller Businesses.
Hank’s research interests focused on the interface of law, finance, and accounting. He co-authored Business Law: Text and Cases (Kent, 1982). His articles appeared in Harvard Business Review, The Journal of Accountancy, Michigan Law Review and other journals. He has chaired a variety of university and professional committees, such as Harvard's Advisory Committee on Shareholder Responsibilities, and a Task Force of the American Bar Association which effected a change in the federal taxation of stock purchase warrants.
Hank co-founded a successful financial services company, and served as a director or advisory board member of over a dozen for-profit (publicly traded and privately owned) companies and not-for-profit organizations, including Northwestern University where he was a trustee. He is the recipient of Northwestern's Alumni Service Award and its Alumni Merit Award. He currently serves on several business, foundation, and educational institution boards including the Steering Committee of the Board of Visitors of NU's College of Arts and Sciences. He is a co-chair of NR's Boston Area Leadership Circle and a member of its regional council.
Hank holds a BA in History from Northwestern University, an MBA from Harvard and a JD from Columbia. He joined the Harvard Business School faculty as a professor in 1976. Prior to HBS, he was a professor at the Columbia Business School and a visiting professor at Stanford Business School.
Reiling, Henry B., and Russell A. Taussig. "Recent Liability Cases - Implications for Accountants."Journal of Accountancy (September 1970). (Porter & Burton, Auditing: A Conceptual Approach, Wadsworth Pub. Co., 1970; 21 Roeh Haheshbon (Israel) 276-94 (1971); Disclosure Requirements & Other Stock Market Responsibilities of a Public Company, Vol. I, Pract. Law Inst.)
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Reiling, Henry B., and Samuel L. Hayes III. "Sophisticated Financing Tool: The Warrant."Harvard Business Review 47, no. 1 (January–February 1969): 137–150. (Reprinted: Securities Law Review, 1969 (Sage Hill Publishers, Inc.))
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Henry B. Reiling, Lena G. Goldberg, Christopher Bruner and Kevin Wall
Citation:
Reiling, Henry B., Lena G. Goldberg, Christopher Bruner, and Kevin Wall. "Esser & Ackermann at Mannesmann." Harvard Business School Case 209-095, January 2009. (Revised February 2014.)
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Goldberg, Lena G., and Henry B. Reiling. "Esser & Ackermann at Mannesmann (TN)." Harvard Business School Teaching Note 211-071, January 2011. (Revised January 2011.)
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Identifies Congress's concerns and objectives in adopting the Accumulated Earnings Tax and the Personal Holding Company Tax. Also describes the provisions' mechanics and some of their practical implications.
After a brief comment on the practical problems associated with taxing options and the possible occasions on which taxation might occur, the note describes the current policy imbedded in the Internal Revenue Code and gives examples of this policy in operation. The examples compare the taxation of warrants (to establish a base case), tax favored Incentive Stock Options and options granted to an executive that have not qualified for favorable tax treatment. Puts the student in the position to assess how significant the tax benefits are.
Several entrepreneurs are considering the purchase of an existing cable TV business with the financial assistance of several investors. They must decide whether to establish the company as a partnership or a corporation, and how to capitalize the company for an optimal blend of tax and other business considerations. Adapted from a case by P.J. Barack.
As of early 1998, virtually all U.S. states had adopted legislation permitting the organization of limited liability companies. This note describes this new type of entity and the reason why it has become so popular.
Makes the point that general partners and others frequently contract to receive a share of any profits that the venture they manage generates. This practice raises the question of whether the value of this contract right should be taxed when it is received or only when the profit is eventually earned. Raises the question of whether the tax law and business practice should be coincident on the topic of certainty. Implicit is the question of whether there is some minimum amount of certainty required before we should inflict the cash flow burden of paying tax.
Reiling, Henry B., Mark Pollard, and Kevin Wall. "Passive Activity Losses." Harvard Business School Background Note 299-039, December 1998. (Revised July 2010.)
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Explores the location of the somewhat imprecise line between debt and equity. Identifies the primary business contexts that give rise to problems, the alternative tax consequences attending the debt versus equity determination, and the most prominent tests used to resolve the questions. Deals with corporate debt paying a market rate of interest and issued at par or close to it.
Briefly discusses two of the major tax doctrines--constructive receipt and economic benefits--which govern the structure of deferred compensation contracts. Some business context is provided and some implications are noted.
Reiling, Henry B., and Mark Pollard. "Deferred Compensation." Harvard Business School Background Note 299-081, March 1999. (Revised October 2009.)
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Floyd Patterson (Petitioner) the former world heavyweight boxing champion and his manager, C. D'Amato, formed a corporation, Floyd Patterson Enterprises Ltd., to handle all ancillary rights connected with Patterson's boxing matches. The question is whether the corporate form should be respected for tax purposes.
The note (1) describes "spin-offs" and "split-offs," (2) summarizes the requirements to qualify for tax postponement, and (3) identifies the public policy considerations justifying this favorable treatment.
Gives prominence to Mr. Justice Holmes' Prediction Theory of the law as a practical--and by analogy to forecasting in finance and other functional areas of business--comfortable, and familiar way for businesspeople to think about the law. Law is defined as a forecast of what the relevant facts proving the presence or absence of those concepts or principles will turn out to be. The basis for the forecast of concepts is a hierarchy of sources beginning with statutes, followed in sequence by an assessment of case precedent and considerations of social advantage.
Two underperforming companies are seeking to combine on terms that will preserve the net operating loss of one for use against their combined future profits or at least against the future profits of the company that generated the losses. The questions are whether the proposed plan of combination will accomplish these objectives and where there are alternative structures that would improve upon the proposed plan.
This case summarizes the finding and reasoning inherent in the economic substance and penalty imposition holdings of the district court decision in Long Term Capital Holdings v. United States. The court upheld the IRS's contention that a transaction between Long Term and a putative investor lacked economic substance and must be disregarded for U.S. income tax purposes. The effect was to deny the partnership a net, long-term capital loss of $106 million. The court also imposed $16 million of penalties for gross inaccuracy.
Reiling, Henry B., and Kevin Wall. "LTCM's Profit Motive." Harvard Business School Background Note 205-054, December 2004. (Revised August 2007.)
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Reiling, Henry B., and Timothy O'Brien. "Gift and Estate Taxes." Harvard Business School Background Note 283-024, September 1982. (Revised July 2007.)
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A master plan accommodating two retiring brothers, the brother who will remain as president, third-generation family members, employees, philanthropic interests, and company imperatives must be developed by second-generation brothers who are controlling shareholders and senior management team members. This case reviews several estate planning concepts the family implemented and asks the student to formulate an optimal plan for transferring control of the company while reconciling conflicting interests.
Reiling, Henry B., and Harry Clegg Midgley IV. "Ottawa Devices, Inc. (A)." Harvard Business School Case 204-101, November 2003. (Revised July 2007.)
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Reiling, Henry B., and Aldo Sesia. "Meinhard v. Salmon (Abridged) and Mall of America (TN) (A) and (B)." Harvard Business School Teaching Note 307-014, October 2006. (Revised January 2007.)
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Identifies several of the problems and policy choices associated with taxing foreign-source income. Examples are given of the practical after-tax effects of the major alternatives. Foreign tax credit and "tax haven" based business activities receive special attention. Provides an understanding of the basic problems and principles associated with U.S. taxation of foreign-source corporate income.
Sprint's outside auditor simultaneously provided tax advice--including the recommendation of tax shelters related to Sprint options--to senior Sprint officers. These tax structures were called into question amid circumstances that raise a variety of conflicting issues for Sprint's board of directors, the officers, and the auditor.
Reiling, Henry B., and Kevin Wall. "Esrey & LeMay Sprint Options, The." Harvard Business School Case 205-055, December 2004. (Revised November 2006.)
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Reiling, Henry B., and Catherine M. Conneely. "Foundations." Harvard Business School Background Note 200-043, February 2000. (Revised November 2006.)
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Employees, officers, and directors of Texas Gulf Sulphur acquired or tipped off others to acquire common stock or options before and concurrent with the announcement of a major discovery of ore. The question is whether any of these acquisitions violated either federal securities law, state fiduciary law, or ethical standards.
Reiling, Henry B., and Zack Phillips. "Texas Gulf Sulphur: The Timmins Ontario Mine and Martha Stewart (TN) (A), (B) and (C)." Harvard Business School Teaching Note 207-011, October 2006.
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George Hicks and Patricia Ferrey, primary shareholders of the Praedium Corp., faced a dilemma that could dissolve their real estate management company. Praedium received an attractive offer to lease one of its properties, however, Hicks did not want to terminate the existing tenants although they were in arrears. One possible solution involved declaring a dividend in kind of the property to Hicks and a dividend equal to the excess value of the property to be paid to Ferrey in the form of a corporate note. This answer intrigued Hicks and he wanted to examine the tax implications of this possibility with regard to both the corporation and himself. A rewritten version of an earlier case.
Reiling, Henry B., and Catherine M. Conneely. "Praedium Corporation." Harvard Business School Case 200-029, December 1999. (Revised October 2006.)
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Discusses the theory and rules governing the taxation of business combinations (mergers and acquisitions). Related information from state corporate law, federal securities law, accounting, and finance is also provided. A rewritten version of an earlier note.
An employee who worked full time while pursuing an MBA wishes to deduct his tuition expenses in computing his federal income tax. The IRS denied the deduction as a violation of several of its policies interpreting the relevant statute. Are the expenses deductible?
Distinguishes and explains the basic rules associated with two types of contributions to capital: (1) transfers of property by a government to a company to entice it to take some action such as relocate a plant, and (2) transfers of property to a corporation by existing shareholders without adequate documentation such as the issuance of stock certificates.
Reiling, Henry B., and Mark Pollard. "Contribution to Capital." Harvard Business School Background Note 299-040, December 1998. (Revised November 2005.)
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Henry B. Reiling, Catherine M. Conneely, Frank Bruno and Kevin Wall
Examines the case histories of high-profile individuals who failed to meet their tax obligations, the judicial sanctions carried out against them, and the repercussions on their professional and personal lives.
The U.S. Supreme Court reconsiders two basically inconsistent prior Supreme Court decisions, overrules one and states that illegally acquired income must be reported.
The so called estate freeze is a classic estate planning and recapitalization practice. It seeks to reconcile the multiple human and business considerations associated with transferring operating control and the future increases in the value of a family dominated business from the retiring generation to the next generation of family management. The note describes the various objectives that need to be reconciled, the concept and mechanics of the practice, several areas of abuse that developed, the Treasury's overreaction to those abuses, and the current posture of the law and practice.
An employee is permitted to choose any one of three stock option plans. The first involves options that are in the money and must be exercised within 10 years. The second involves options that are at the money and must be exercised within 10 years. The third involves options that are at the money and must be exercised within 15 years. A wise decision requires students to consider a number of tax and nontax business considerations.
The founders of a deep sea technology company must refine their tentative capital structure and founders agreement in response to tax factors. Some parties are conveying partnership assets, others are conveying rights to an invention, another will be primarily providing management talent. All are buying "founders stock." Additional financing, including a public offering, is contemplated. A rewritten version of an earlier case.
Reiling, Henry B., and Catherine M. Conneely. "Deep Sight Technology, Inc." Harvard Business School Case 200-047, February 2000. (Revised August 2005.)
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Reiling, Henry B., and Catherine M. Conneely. "Charitable Lead & Remainder Trusts." Harvard Business School Background Note 200-048, April 2000. (Revised August 2005.)
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The taxpayer sold mining company stocks and was to be paid royalty as ore was extracted from the corporation's mine. Because the factual issues of whether ore would be extracted and, if so, how much and when were so indeterminate, the court held that the contract right to royalty payments could not be valued. There was no "realization." Recognition would be postponed until payments were actually received.
Discusses the issue of whether an activity is a trade or business. The Court held that the taxpayer's very substantial stock and bond portfolio management activities were not a trade or business, whereas the taxpayer's real estate activities did constitute a trade or business. Following the case, an important 1987 U.S. Supreme Court decision reaffirming Higgins is summarized. By Justice Reed.
In two cases consolidated for decision, the Court articulates the tests to be used when deciding whether an item is income or a gift and therefore, not income. Both cases are colorful. The first involves the unsolicited receipt of a Cadillac. The second involves transfer by the much photographed Trinity Church which sits at the end of Wall Street.
The taxpayer purchased land and later transferred it to a family controlled corporation in return for an earn out. When funds were eventually received, the IRS treated them as dividends, whereas the individual and corporate taxpayers contended they were sums paid on the individual taxpayer's sale of a corporate asset to the corporation. The question is whether the original transfer to the corporation was a contribution to capital (equity) or the creation of a debtor/creditor relationship.
The Rollins family assembly was meeting to discuss and decide which one or combination from among an estate freeze, installment sale of stock, ESOP (employee stock ownership plan), leveraged capitalization, annual gifts of stock, one-time outright gift of stock, or sale of the business to a third party best accommodates the needs of these people and this company.
Reiling, Henry B., and Harry Clegg Midgley IV. "Ottawa Devices, Inc. (B)." Harvard Business School Case 204-102, November 2003. (Revised November 2004.)
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Reiling, Henry B., M. Diane Burton, and Sandra J. Sucher. "Crimson Greetings Simulation (TN)." Harvard Business School Teaching Note 603-051, August 2002. (Revised August 2004.)
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During a weekend social event, a company president learns of an attractive investment tenuously connected to his firm's line of business. Is this a corporate opportunity?
George C. Chacko, Henry B. Reiling, Peter Tufano and Matthew Bailey
Sally Jameson has a large block of appreciated stock, which she is contemplating selling to purchase a home. She is comparing an outright sale, borrowing against the stock, shorting against the box, and a stock loan proposed by a small financial services firm.
Chacko, George C., Henry B. Reiling, Peter Tufano, and Matthew Bailey. "Sally Jameson - 1999." Harvard Business School Case 200-006, September 1999.
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Meinhard and Salmon were joint venturers who had a 20-year lease on the Hotel Bristol in New York City. Salmon was the managing party. Four months before the lease was to end, the owner approached Salmon and offered to lease all the property, of which the Bristol was only a 25% part, him. The project was to require substantial capital expenditures, a rent increase of about six times over the prior rent, and a lease term that could reach 80 years under renewal options. Salmon kept this opportunity for himself. Meinhard wanted to participate; Salmon refused.
Reiling, Henry B. "Chisman Electronics, Inc. (A), Teaching Note." Harvard Business School Teaching Note 283-036, June 1983. (Revised November 1993.)
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Reiling, Henry B. "Professor Robert S. Rice (A), Teaching Note." Harvard Business School Teaching Note 292-126, April 1992. (Revised February 1993.)
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Reiling, Henry B. "Quabbin Cablevision Co., Teaching Note." Harvard Business School Teaching Note 282-053, February 1982. (Revised December 1991.)
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Reiling, Henry B. "Norman Machinery Products, Inc. (B), Teaching Note." Harvard Business School Teaching Note 283-061, March 1983. (Revised December 1988.)
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Reiling, Henry B. "James vs. United States, Teaching Note." Harvard Business School Teaching Note 288-052, February 1988. (Revised November 1988.)
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Reiling, Henry B. "DeMar Manufacturing Co., Teaching Note." Harvard Business School Teaching Note 285-037, October 1984. (Revised April 1988.)
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Reiling, Henry B. "Norman Machinery Products, Inc. (C), Teaching Note." Harvard Business School Teaching Note 283-062, March 1983. (Revised April 1988.)
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Reiling, Henry B. "Norman Machinery Products, Inc. (A), Teaching Note." Harvard Business School Teaching Note 283-060, March 1983. (Revised February 1986.)
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