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Shareholders Corporate Liability

Dorsey & Whitney LLP

Energy Law: Month in Review - May 2024

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Welcome to Dorsey’s Energy Law: Month in Review. We provide this update to our clients to identify significant developments in the previous month. ...more

Mayer Brown

A New Chapter: The Beginning of the Next Evolutionary Phase of the New PRC Company Law – Part III: Liability

Mayer Brown on

China’s long-awaited amended Company Law (New Company Law) was enacted on 29 December 2023, effective from 1 July 2024. The new amendments are arguably the most significant since China established its company law regime back...more

A&O Shearman

Directors' Liabilities in Europe: a multi-jurisdiction survey on current set of rules and best practices

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Directors’ duties and liabilities have always been at the forefront of corporate governance. It has become a hot topic in the wake of new regulations in the field of sustainability, which directly impact directors’...more

Alston & Bird

Recent Updates in Two Closely-Watched Cybersecurity and Privacy-Related Securities Fraud Class Actions

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Observers have been awaiting decisions in a number of cybersecurity and privacy securities fraud class actions with potentially important implications for corporate liability. Over the last several weeks, critical...more

Oberheiden P.C.

5 Things to Consider When Creating a DAO

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What Is A DAO? A decentralized autonomous organization (“DAO”) is a collectively owned and managed entity with a set of rules written in computer code. They are organized around a set of rules on the blockchain and...more

Holland & Hart LLP

Goodbye Shareholder Anonymity, Hello Transparency

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Throughout US history, most businesses have been able to organize and operate without needing to disclose their ownership or management. This privacy afforded to businesses and their management, along with the protection of...more

Allen Matkins

Should Insider Reverse Veil Piercing Be Applied To Protect Constitutional Rights?

Allen Matkins on

Last Friday's post addressed Vice Chancellor Slights' novel ruling that outsider reverse veil piercing is an equitable remedy that is available in Delaware.  Manichaean Capital v. Excela Technologies, Inc., 2021 Del. Ch....more

Dorsey & Whitney LLP

The “Long Goodbye” to Duty of Care as a Real Basis for Director Liability in M&A: The Legacy of Chancellor Allen

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The fiduciary duty of care has become more aspirational than a real legal basis for potential director liability in M&A in the Age of DGCL Section 102(b)(7), Corwin v. KKR Financial Holdings LLC (Del. 2015) and In re Volcano...more

White & Case LLP

2019 Half-year in review: M&A legal and market developments

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We set out in the attached Newsletter a number of interesting English court decisions and market developments which have taken place in the second half of 2019 and their impact on M&A transactions. This review looks at these...more

White and Williams LLP

Third Circuit Decision Highlights Important Distinction Between Directors and Board Observers

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A recent decision by the U.S. Court of Appeals for the Third Circuit offers an important reminder of the distinction between the roles (and exposure to liability) of corporate directors and board observers. In a precedential...more

White & Case LLP

Belgian Code on Companies and Associations: A practical handbook on the new law

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The new Belgian Code on Companies and Associations enters into force on 1 May 2019. The Belgian Code on Companies and Associations (the "BCCA"), enacted by the Belgian parliament on 28 February 2019, repeals the existing...more

Flaster Greenberg PC

Law @ Work Employer Newsletter - The Savvy Employer’s Guide to Legal Developments & Quirks that Affect the Workplace

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Welcome to the third edition of the Law @ Work Employer Newsletter. For those of you who read the Law @ Work blog, you know that the blog offers an in-depth analysis of important legal developments. This Newsletter fills in...more

Butler Snow LLP

Yes, Virginia … You Can Pierce Your Own Corporation’s Veil

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Question: Can a 50% shareholder pierce her own corporation’s veil to impose liability upon the only other shareholder for an unsatisfied judgment in her favor against their corporation? Answer: Yes. The Tennessee Court...more

Latham & Watkins LLP

Shareholder Liability a Cause for Concern for Private Equity Firms

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The global regulatory environment has become increasingly challenging for private equity in recent years. In our view, this trend will continue as politicians in the UK and elsewhere seek new tools to hold business...more

Farrell Fritz, P.C.

Shareholder Liability For Corporate Income Tax?

Farrell Fritz, P.C. on

Limited Liability - In general, the creditors of a corporation cannot recover the corporation’s debts from its shareholders—the shareholders enjoy the benefit of limited liability protection as a matter of state law....more

Farrell Fritz, P.C.

“But I Didn’t Know” – Protecting Yourself from Responsible Person Status

Farrell Fritz, P.C. on

A couple of weeks ago, we considered a situation in which an unscrupulous partner (perhaps in cahoots with an IRS agent) tried to stick one of their partners with the federal employment taxes owed by their failing business....more

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