News & Analysis as of

Business Entities Fiduciary Duty

ArentFox Schiff

Boilerplate That Matters in Ownership Disputes: An Overview of Indemnification and Advancement Clauses

ArentFox Schiff on

Situations involving family dynamics, significant wealth, and fiduciary duties can be ripe for conflict. Disputes frequently arise among owners and managers of closely held businesses, family office constituencies, and other...more

Conyers

Why BVI?

Conyers on

The British Virgin Islands (“BVI”) are home to 361,491 active companies as of 31 December 2023. This article considers the reasons for the BVI’s popularity as a jurisdiction to structure international transactions....more

Farrell Fritz, P.C.

Limo Company Shareholders Can't Hitch a Ride in Derivative Litigation

Farrell Fritz, P.C. on

Closely-held business entities come in all shapes and sizes. By definition, under Partnership Law § 10, it takes “two or more” owners to form a general partnership. But corporations and LLCs have no such impediment, ranging...more

Bowditch & Dewey

Solving the Puzzle to Improve Corporate Governance

Bowditch & Dewey on

An often overlooked and critical function of operating a successful business is sound corporate governance. But what is corporate governance? Generally stated, corporate governance encompasses the rules, mechanisms and...more

Allen Matkins

May A Joint Venturer Withdraw From A Joint Venture In Order To Pursue A Joint Venture Opportunity?

Allen Matkins on

California's Uniform Partnership Act of 1994 provides that a partner has a duty to refrain from competing with the partnership in the conduct of the partnership business "before the dissolution of the partnership".  Cal....more

Jenner & Block

Delaware’s 102(b)(7) Exculpation of Senior Officers - One Year Later

Jenner & Block on

For more than thirty-five years, Delaware law, pursuant to Section 102(b)(7) of the Delaware General Corporation Act (DGCL), has allowed Delaware corporations to exculpate their directors from personal liability for damages...more

Ruder Ware

LLCs: The Next Generation Under Wisconsin Law

Ruder Ware on

Under new Wisconsin laws coming into effect soon, some important rules governing how limited liability companies (LLCs) operate will change. This article will describe some of the key changes, what LLC owners need to be...more

International Lawyers Network

Establishing a Business Entity in Australia (Updated)

TYPES OF BUSINESS ENTITIES - There are a number of business structures to choose from when starting a new business venture in Australia. Investors need to determine which form of business organisation is the most...more

Jackson Walker

New Texas Business Organizations Code Legislation for 2021

Jackson Walker on

Several key bills amending the Texas Business Organizations Code (TBOC) and Texas Business & Commerce Code (TBCC) were passed in the 87th Texas Legislature, Regular Session (the “2021 Legislative Session”), which convened on...more

International Lawyers Network

Establishing A Business Entity In Australia (Updated)

TYPES OF BUSINESS ENTITIES - There are a number of business structures to choose from when starting a new business venture in Australia. Investors need to determine which form of business organisation is the most...more

Farrell Fritz, P.C.

Another Door Closes to Federal Court in Judicial Dissolution Cases

Farrell Fritz, P.C. on

Not for the first time, I find myself intrigued by the federal courts’ resistance to hearing state law claims for judicial dissolution of business entities where subject matter jurisdiction otherwise exists based on diversity...more

International Lawyers Network

Establishing A Business Entity In Australia (Updated)

1. Types of business entities - 1.1 Types of entities available through which to conduct business - The following entities are recognized as business structures to conduct business under Australian law: Sole trader -...more

Jackson Walker

Critical Distinctions Between Texas and Delaware LLC Law (Webinar Presentation)

Jackson Walker on

Five Business Entity Forms in Both Texas and Delaware - • Corporation • General Partnership • Limited Partnership • Limited Liability Partnership (“LLP”) • Limited Liability Company (“LLC”) This program focuses on...more

Coblentz Patch Duffy & Bass

Investing Private Foundation Assets: What Every Foundation Manager Should Know

Those responsible for managing a private foundation’s investment assets may not always understand the unique fiduciary and tax constraints imposed on private foundations and their managers by both state and federal law....more

BCLP

Bankruptcy Courts Closing In – Will An Agreement Requiring Unanimous Consent To File For Bankruptcy Be Effective?

BCLP on

We’ve all seen it. The business opportunity looks enticing but is laced with risk about a potential bankruptcy filing down the road. As bankruptcy lawyers we are often asked how deals can be structured to prevent a...more

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