The United States District Court for the Eastern District of Texas, in Texas Top Cop Shop, Inc., et al. v. Garland, et al., issued an injunction temporarily stopping enforcement of the Corporate Transparency Act (CTA)....more
12/16/2024
/ Beneficial Owner ,
Business Entities ,
Business Ownership ,
Compliance ,
Corporate Transparency Act ,
Filing Requirements ,
FinCEN ,
Preliminary Injunctions ,
Regulatory Requirements ,
Reporting Requirements ,
Stays
On January 27, 2022, in Levy Family Investors, LLC v. Oars + Alps LLC the Delaware Court of Chancery (the “Court”) released a memorandum opinion providing clarity with regard to Delaware’s infamous “Anti-Bootstrapping Rule”...more
4/20/2022
/ Acquisition Agreements ,
Bootstrapping ,
Breach of Contract ,
Corporate Sales Transactions ,
Delaware General Corporation Law ,
Fraud ,
Fraudulent Inducement ,
Membership Interest ,
Misrepresentation ,
NCAs ,
Purchase Agreement
In In re Cadira Group Holdings, LLC (2021 WL 2912479 (Del. Ch. July 12, 2021)), the Delaware Court of Chancery has again shown its inclination to treat an agreement that purports to replace traditional fiduciary duties with...more
Recent Delaware cases appear to make two things clear. First, it remains extremely unlikely that a court will find an event or occurrence to fall within the general provisions of a Material Adverse Effect condition and as a...more