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Potomac Law Group, PLLC

Understanding SBA Affiliation Concepts

Affiliation is a key concept for small business owners who want to qualify for federal contracts and programs administered by the Small Business Administration (SBA) or the Disadvantaged Business Enterprise (DBE) or Airport...more

Allen Matkins

What About Calexit?

Allen Matkins on

My last several posts have discussed the current debate on the phenomenon referred to as "DExit", which refers to Delaware corporations that choose to reincorporate in other states.  In a recent article, Professor Bainbridge...more

Allen Matkins

Professor Bainbridge's DExit Exegesis

Allen Matkins on

A year ago, Phil Shawe, the Chief Executive Officer of TransPerfect, penned a piece for The Nevada Independent explaining the company's reincorporation from Delaware to Nevada...more

Bressler, Amery & Ross, P.C.

Adverse Estate Tax Impact when a Redemption Agreement is used to Purchase Deceased Shareholder’s Shares

In the recent case, Connelly v. United States, 602 U.S. (2024) (slip op.) the U.S. Supreme Court unanimously ruled that life insurance proceeds received by a closely held corporation which is used to fund the redemption of a...more

Tonkon Torp LLP

Oregon Health Care Market Oversight Program Creates Hurdle for Healthcare Transactions

Tonkon Torp LLP on

Healthcare organizations be warned: entities that operate, own, or are closely related to a health care provider with any presence in Oregon may need to seek approval from the State before completing any merger, acquisition,...more

Mayer Brown

CVM publica regras que alteram ritos de participação e votação a distância em assembleias gerais de acionistas

Mayer Brown on

Essa semana (04/06/2024), a Comissão de Valores Mobiliários (CVM) divulgou a Resolução CVM nº 204, que promove alterações na Resolução CVM nº 81/22 e traz inovações nas regras de participação e votação a distância em...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

Mayer Brown

Legal Conundrum over Effective Date of Share Transfer in Singapore

Mayer Brown on

Sometimes a very small change in the law can lead to big and unintended consequences. Singapore’s migration to digital may have inadvertently changed the way in which title passes in a share transfer....more

Rivkin Radler LLP

“C’mon Man! Tax the Rich!” Business Owners Face Tax Increases*

Rivkin Radler LLP on

Last week, Sen. Warren reintroduced her “Ultra-Millionaires” wealth tax proposal to the Senate. Query her timing. The measure has the proverbial snowball’s chance in Hell of being enacted by this Congress.Perhaps the Senator...more

Allen Matkins

California Legislator Proposes To Enhance Criminal Fines For California, But Not Delaware, Business Entities

Allen Matkins on

In February of this year, California Assembly Member Jesse Gabriel introduced a bill making certain technical, nonsubstantive changes to a provision of the Penal Code concerning the removal of prison inmates for court...more

Cooley LLP

Delaware Chancery Court Allows TripAdvisor to Move to Nevada, But Lets Stockholders Pursue Their Claims for Damages

Cooley LLP on

Delaware corporations contemplating conversion to another state should take note of a recent Delaware Court of Chancery decision in which Vice Chancellor J. Travis Laster declined to enjoin a corporate move to Nevada, but...more

International Lawyers Network

Establishing a Business Entity in Ukraine

1. Types of business entities - In order to start business activities involving Ukraine, foreign investors have to choose one of the business forms proposed by Ukrainian legislation. The most popular form of legal presence...more

International Lawyers Network

Establishing a Business Entity in Uganda

1. INTRODUCTION - Given that Uganda was a British colony, the English legal system and law are predominant in Uganda. Uganda's legal system is based on English Common Law and African customary law. However, customary law...more

Allen Matkins

Reasons To Quit Delaware Are Gettin' Bigger Each Day

Allen Matkins on

Over the last few months, I have been following the saga of the lawsuit challenging TripAdvisor's plan to change its corporate domicile from Delaware to Nevada.   The stockholders approved the proposed redomestication last...more

International Lawyers Network

Establishing a Business Entity in Turkey (Updated)

A. Types of Business Entities - 1. Description of The Types of Entities - Pursuant to Turkish Foreign Direct Investment Law, foreign investors are free to make foreign direct investments in Turkey and shall be...more

International Lawyers Network

Establishing a Business Entity in the Netherlands (Updated)

TYPES OF BUSINESS ENTITIES - In the Netherlands, there is a distinction between entities which qualify as legal entities (‘rechtspersonen’) and partnerships (‘personenvennootschappen’) which do not. Legal entities are...more

International Lawyers Network

Establishing a Business Entity in Thailand (Updated)

Thailand has a civil or codified law system. The main legal codification governing commercial aspects in Thailand is prescribed under the Civil and Commercial Code (“CCC”) and other related Acts which are issued from time to...more

International Lawyers Network

Establishing a Business Entity in Sweden (Updated)

1. INTRODUCTION TO THE VARIOUS AVAILABLE LEGAL ENTITY TYPES - The most common form of legal entity to start a newco in Sweden is through a Limited Liability Company (Sw. Aktiebolag). There are, however, other types of...more

International Lawyers Network

Establishing a Business Entity in Spain (Updated)

1. TYPES OF BUSINES ENTITIES - 1.1 Description of the types of entities available in each jurisdiction through which to conduct business - • Limited companies: Corporation and Limited Liability Company - When...more

Allen Matkins

Bill Would Vest Secretary Of State With Broad Powers To Cancel Business Entities

Allen Matkins on

Last month, California State Senator Monique Limón introduced a bill, SB 1168,  that would endow the California Secretary of State with the power to cancel the articles of a domestic corporation or the filing of a statement...more

International Lawyers Network

Establishing a Business Entity in Slovakia (Updated)

1. Types of Business Entities - The currently available local corporate structures for conducting business are: - General partnership - Limited partnership - Limited liability company - Joint-stock company -...more

International Lawyers Network

Establishing a Business Entity in Taiwan (Updated)

Introduction to Taiwan - In less than 50 years starting from 1949, Taiwan went from an agriculture-based economy to being an economic powerhouse and leader in the field of high-tech goods. Its Gross Domestic Product...more

International Lawyers Network

Establishing a Business Entity in Singapore (Updated)

Registration of Business Entities - Unless exempted, business entities must be registered with the Accounting and Corporate Regulatory Authority (ACRA) via their business filing portal: BizFile+. A foreigner residing...more

International Lawyers Network

Establishing a Business Entity in Romania (Updated)

1. Types of Business Entities - When entering the Romanian market, foreign investors have the option of incorporating a new legal entity with a Romanian legal personality, or setting up a unit of a foreign mother company,...more

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