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Uniform Commercial Code (UCC) Operating Agreements

Shutts & Bowen LLP

The Courts Really Will Enforce That Operating Agreement As Written

Shutts & Bowen LLP on

More than one business owner this week has wondered aloud: “Why is my lawyer spending so much time (and, therefore, money) on the minutiae of the Operating Agreement? Does any of that matter, anyway?” In response to that...more

Jones Day

Delaware Bankruptcy Court Rules that Bankruptcy Blocking Right in Debtor's Corporate Charter Violates Federal Public Policy

Jones Day on

Courts sometimes disagree over whether provisions in a borrower's organizational documents designed to prevent the borrower from filing for bankruptcy are enforceable as a matter of federal public policy or applicable state...more

Allen Matkins

This California Securities Law Allows California Issuers To Choose The Law Of Another Jurisdiction

Allen Matkins on

One might reasonably expect that California law will apply to matters involving the transfer of securities issued by corporations and other issuers organized under California law. These California issuers, however, are free...more

Allen Matkins

This Case Caused Me To Take Stock

Allen Matkins on

I recently came across Fukuda v. Nethercott, 2016 U.S. Dist. LEXIS 92462 (D. Utah, July 15, 2016). The case involved claims by the plaintiff that the defendants had sold him securities in violation of the registration...more

Gray Reed

The Model Form JOA in Hard Times (and Farewell, Rally Possum)

Gray Reed on

Good morning class. Welcome to an advanced course on what can go wrong with the Model Form just when you need it. FIRST CASE - Do you know where to file your UCC financing statement?...more

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