The Best of Founder Shares: Highlights Wisdom of Season's Guests
AGG Talks: Cross-Border Business — Episode 6: Immigration Insights for Companies Expanding Into the U.S. - Part 2
AGG Talks: Cross-Border Business — Episode 6: Immigration Insights for Companies Expanding Into the U.S. - Part 1
Staying on Track and Giving Back with Bill Spruill
A View From the Starting Line – A Conversation with Teenpreneur Tierney Schmidt
Preparing A Company For Sale - A Podcast with Janathan Allen
Business Succession Planning Podcast with Janathan Allen
Navigating Russia Sanctions
The Blackletter Podcast | A podcast for CEOs, Corporate Counsel, & Entrepreneurs
Everything You Ever Wanted to Know About Buy-Sell Agreements: A Conversation With Expert and Author Paul Hood
Exit Worth Celebrating – It’s Never Too Early to Plan for Your Exit
Marriage and Divorce Considerations for Health Care Providers
Ashley Coselli and Daniel Wendt on Difficult Anti-Corruption Due Diligence Projects
How can an emergency injunction save your business?
Stoel Rives | Deeply Rooted Podcast Episode Five: Exploring Succession and Generational Change with Kevin Adams, Managing Director for The Mountain Group
Law Brief®: Steve Polyakov and Richard Schoenstein Explore Healthcare Agreements
Exit Strategies for GOVCONs with Set Aside Contracts: 2021 Insights and Lessons Learned from Business Owners and Advisors
SO VERY HARD TO GO (NOT)! In Pursuit of Puerto Rican Tax Incentives
Ledgers and Law: Start With an Ending in Mind When Building a New Business
"The law on 'knowing receipt' has perplexed judges and academics alike for several decades" – Lord Burrows (paragraph 99). In a decision with significant implications for claims involving fraud and breach of fiduciary duty...more
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
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
Some years are easier than others to select the most significant business divorce cases. In this, the 16th year I’ve published this top-10 list, the task is made especially difficult by a veritable flood of court decisions...more
The one who has the gold often makes all the rules, but the majority owner of a private company who has minority partners in the business does not have complete freedom, because majority owners owe duties that apply to their...more
Business partnerships are built on the trust and loyalty of their participants. Without mutual coordination and honesty among all involved, tensions will inevitably arise that could derail a partnership’s success. The...more
A year and a half ago, we blogged about a decision in which Bronx County Supreme Court Justice Llinet M. Rosado ruled that a shareholder’s alleged stock transfer through a bequest in his last will and testament was...more
Corporations and LLCs both provide their shareholders and members with limited liability to operate a for-profit business, and while these two forms of business entities are similar in many ways, they also have some important...more
The seven-year anniversary of the Texas Supreme Court’s decision in Ritchie v. Rupee has come and gone, and the court’s holding from 2014 remains the law: Minority shareholders in Texas private companies do not have a cause...more
In the recent Texas case of Trinh v. Cent. River Healthcare Grp., a pair of siblings engaged in a legal dispute over whether one sibling had breached a fiduciary duty in the management of a PLLC. NO. 03-19-00393-CV (Tex. App....more
It is an old saw that partners, co-venturers, and insiders to closely held businesses owe fiduciary duties of loyalty and due care when dealing with one another. Importantly, these fiduciary duties modify the common law of...more
It happens occasionally that business associations arise from existing relationships. Perhaps relatives create a family business. Friends open a store together. Neighbors come together to bring a new product or service to...more
A recently filed lawsuit against a trust company serving as a 401(k) plan trustee, the second of its kind in the last few months, highlights the need for plan sponsor diligence in protecting participant data and accounts in...more
For any founder, whether a first-timer or a serial entrepreneur, it’s an exciting moment when you receive a term sheet from a venture capital fund for your company’s first preferred stock financing round. Excitement aside,...more
During the COVID-19 pandemic and shelter-in-place orders, many topics arose related to disputes among members of closely held businesses. When the interests of the owners diverge and litigation results, a variety of issues...more
Leaders of closely held businesses got an opportunity to view a family-owned enterprise as an outsider would, instead of their usual position inside a company. Ward and Smith's 2019 Closely Held Business Summit featured a...more
Like business divorce, New York trusts and estates litigation (“T&E”) is a highly specialized niche of the law. T&E litigators have their own universe of substantive law, their own set of procedural rules – the Surrogate’s...more
I’m very pleased to present my 11th annual list of this past year’s ten most significant business divorce cases. This year’s list includes four important appellate decisions, including one likely to stand as a landmark...more
When you think about protecting a business firm’s intellectual property (IP), usually you think about protecting it from infringement by external actors. But there also are internal threats — even mortal ones — to the...more
The sudden death of Alexander Calderwood, the brilliant but troubled co-founder of the Ace brand of hotels, resulted in some fierce litigation between Calderwood’s estate and Calderwood’s LLC co-member over the nature of his...more
In Quadrant Structured Products Co. v. Vertin, C.A. No. 6990-VCL, 2014 Del. Ch. LEXIS 193 (Del. Ch. Oct. 1, 2014), the Delaware Court of Chancery held that when creditors of insolvent firms assert derivative claims, they need...more