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Corporate Structures

K&L Gates LLP

Corporate Debtors and Transactions at an Undervalue–Lessons From the UK Supreme Court: El-Husseini and Another v Invest Bank PSC

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The UK Supreme Court’s recent decision in El-Husseini and another v Invest Bank PSC [2025] UKSC 4 has clarified the circumstances in which section 423 of the Insolvency Act 1986 (the Act) provides protection against attempts...more

Orrick, Herrington & Sutcliffe LLP

Growth and Hurdle Shares in German Start ups – Structures / Practical Implementation / Empirical Data

In German start-ups, Growth Shares are particularly intriguing for motivating key employees and late co-founders. This is especially true when the company has already reached a substantive equity value, making further stakes...more

PilieroMazza PLLC

Managing Litigation Risk During the Business Lifecycle, Part 1: Entity Formation and Organization

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Starting and operating a business—whether a small business, startup, or government contractor—involves a myriad of risks, many of which can lead to costly and potentially damaging litigation. While these risks evolve over the...more

International Lawyers Network

Establishing a Business Entity in Hong Kong (Updated)

ESTABLISHING A BUSINESS ENTITY IN HONG KONG - 1. Introduction - Hong Kong as an international centre for finance, commerce and trade is often considered as one of the most attractive places to do business owing to its...more

International Lawyers Network

Establishing a Business Entity in Germany (Updated)

Anyone can establish a business in Germany - irrespective of citizenship, nationality, or place of residence. There is no specific investment legislation for foreign entrepreneurs. Any entrepreneur can make his choice...more

Dechert LLP

Setting Aside Transactions at an Undervalue: Easier Said Than Done?

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UK Supreme Court decision reaffirms that debtors cannot use corporate structures and the principle of separate corporate legal personality to avoid obligations to their creditors. Transactions at an undervalue made by a...more

Farrell Fritz, P.C.

Affiliated Entities, Conflicting Duties, and the Business Judgment Rule

Farrell Fritz, P.C. on

I am increasingly encountering businesses that straddle across several different entities, especially LLCs. The popularity of LLCs, their relatively low cost of organization, and business owners’ apparent desire to...more

Venable LLP

FTC Forges Ahead in Court Battle on FTC Act's Scope Over Nonprofit Institutions (And Loses)

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With much of the administrative state in turmoil, the Federal Trade Commission (FTC) appears to be holding steady and continuing to litigate its current cases. We previously discussed the FTC’s lawsuit against Grand Canyon...more

Hogan Lovells

Luxembourg implements the EU Mobility Directive on cross-border conversions, mergers, and divisions

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On 23 January 2025, the Luxembourg Parliament adopted in its first constitutional vote the law bill no. 8053 implementing the Directive (EU) 2019/2121 of the European Parliament and of the Council as regards cross-border...more

Walkers

The Alphabet Trust and its benefits for South African families

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As wealth management evolves, South African high-net-worth individuals ("HNWIs") are increasingly looking for efficient offshore structures to protect and grow their assets. One such option is "The Alphabet Trust" -...more

K&L Gates LLP

The Inside Basis: Potential Pitfalls of F-Reorganizations

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On this episode of The Inside Basis, host Randy Clark discusses some common issues in F-reorganizations involving S-corporations, a popular structural approach used in private equity transactions....more

International Lawyers Network

Establishing a Business Entity in the Czech Republic (Updated)

1. Types of business entities - Investors may choose from the following forms of corporate structure: - Limited liability company - Joint-stock company - Limited liability partnership - General partnership -...more

International Lawyers Network

Establishing a Business Entity in Cyprus (Updated)

Introduction - Cyprus is an EU member state and a common law jurisdiction with a legal system similar to that of the UK. It is located at the eastern end of Europe linking 3 continents, Europe, Africa and Asia and it has...more

International Lawyers Network

Establishing a Business Entity in Costa Rica (Updated)

1. Types of Business Entities in Costa Rica - The most common types of business entities in Costa Rica are Corporations, known in Spanish as “Sociedades Anónimas” (also referred to as “S.A.´s”), and Limited Liability...more

International Lawyers Network

Establishing a Business Entity in Colombia (Updated)

DOING BUSINESS IN COLOMBIA - 1. Preliminary Considerations: In Colombia, a foreign company is able to act and do business by itself, for example, by contracting with local entities or investing foreign currencies....more

International Lawyers Network

Establishing a Business Entity in Chile (Updated)

I. Types of Business Entities - 1. Description of the types of entities available - In Chile, there are different types of entities available to establish a business. The most common entities for foreign investment...more

International Lawyers Network

Establishing a Business Entity in Brazil (Updated)

The two most common forms of legal entities incorporated in Brazil are the limited liability company (“Limitada”) and the corporation (“S.A.”). These are considered the most attractive types of companies given that they are...more

Conyers

British Virgin Islands: Special Purpose Vehicles for Luxury Assets

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For family offices, high-net-worth individuals (HNWI) and ultra-high-net-worth individuals (UHNWI) considering the purchase of luxury assets (in particular yachts, artworks and aircraft) there are multiple factors to...more

International Lawyers Network

Establishing a Business Entity in Argentina (Updated)

Types of business entities - The most common types of legal entities adopted in Argentina are the limited liability company (“Sociedad de Responsabilidad Limitada” or “SRL”), the corporation (“Sociedad Anónima” or “SA”)...more

Conyers

Cayman Entities and the Economic Substance Regime – Is Your Cayman Entity in Compliance?

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As we gear up for the final quarter of 2024, this is an excellent time to review Cayman based entities with a financial year end of 31 December 2024 and consider the position of these entities with respect to the Cayman...more

International Lawyers Network

Buying and Selling Real Estate in Czech Republic (Updated)

KEY FACTS OF REAL ESTATE ACQUISITIONS UNDER CZECH REPUBLIC LAW - I. Types of Real Property Transactions - a) Purchase of an undeveloped plot of land; b) Purchase of a developed plot of land; c) Purchase of...more

Walkers

Cayman Islands Foundation Companies The Leading Vehicle for wrapping a DAO

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Cayman Islands foundation companies ("FCs") remain the premier vehicle of choice for "wrapping" a Decentralised Autonomous Organisation ("DAO"). The FC structure balances the flexibility required for DAO operations with the...more

Walkers

Acquisition and Leveraged Finance in the Channel Islands

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Jersey and Guernsey (collectively, the "Channel Islands") remain popular for both private equity buyout structures of UK and international corporate groups across various industries and asset classes, and for leverage...more

Carey Olsen

An overview of Cayman Islands foundation companies

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A foundation company is a vehicle unique to the Cayman Islands. It has features akin to a company, retaining separate legal personality and limited liability, whilst functioning in a manner similar to a civil law foundation...more

Adler Pollock & Sheehan P.C.

Pre-Acquisition Tactics: Tackling Related Party Transactions

Suppose you are an avid fan of the English Premier League (the “EPL”) like I am. In that case, you have likely heard or read about the ensuing arbitration between Manchester City Football Club and the EPL over the EPL’s...more

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