News & Analysis as of

Limited Liability Company (LLC)

Morris, Manning & Martin, LLP

The One Big Beautiful Bill: What Every Commercial Real Estate Investor Needs to Know

The commercial real estate landscape is undergoing one of its most significant policy overhauls in years. The recently enacted “One Big Beautiful Bill” brings sweeping changes to tax incentives, financing rules, and...more

Allen Barron, Inc.

Succession Planning for Business Owners

Allen Barron, Inc. on

What is succession planning for business owners? How does this affect the short and long-term interests of your company and its value? Why should you be concerned about succession planning if you own a business or have a...more

Farrell Fritz, P.C.

Capital Call Cancelled: A Fairness Defense to the Majority’s Mandatory Capital Call

Farrell Fritz, P.C. on

There is perhaps no provision in an LLC operating agreement more susceptible to abuse than one allowing those in control of the LLC to make mandatory capital calls. For one, that authority often comes with very few...more

Jackson Walker

Texas Business Court Denies Severance in Multi-LLC Dispute—Signals Broad View of Jurisdiction

Jackson Walker on

In a recent decision out of the Texas Business Court’s Eleventh Division—Kassam v. Dosani, Cause No. 24-BC11A-0021—the court refused to let defendants fracture a complex business dispute into smaller pieces. The result? A...more

Jaburg Wilk

Keeping the Family Cabin, in the Family

Jaburg Wilk on

Planning for Generations - As an estate planning attorney, a question I am frequently asked is, “How can we make sure the family cabin, ranch, or rental property stays in the family?” Real property carries deep sentimental...more

Saul Ewing LLP

2025 Amendments to the Delaware General Corporation Law and Alternative Entity Statutes

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On June 30, 2025, Delaware Governor Matt Meyer signed into law the 2025 amendments to the General Corporation Law of the State of Delaware (the “DGCL”), the Delaware Limited Liability Company Act (the “LLC Act”), Delaware...more

Morris James LLP

Chancery Orders Confidential Treatment of Member List Produced in Books and Records Action

Morris James LLP on

Garlington v. Two Rivers Farm, LLC, C.A. No. 2024-0917-BWD (Del. Ch. Apr. 7, 2025) - The Court of Chancery entered default judgment in a books and records action. The defendant limited liability company then appeared...more

Morris James LLP

Chancery Upholds Expulsion of LLC Investor, Awards Fees and Expenses Caused by Breach

Morris James LLP on

PJT Holdings, LLC v. Costanzo, C.A. No. 2023-0665-JTL (Del. Ch. May 15, 2025) - In anticipation of launching a chain of restaurants, three restaurant operators joined an outside investor to form a four-member,...more

Davidoff Hutcher & Citron LLP

Enforcing Operating Agreements in Restaurant LLCs: Common Pitfalls and Solutions

A well-drafted Operating Agreement is crucial for restaurant LLCs, setting clear rules for ownership, management, and dispute resolution. However, even the best agreements can become a source of conflict if not properly...more

Davidoff Hutcher & Citron LLP

Why Restaurant Owners Need Asset Protection Strategies

Running a restaurant comes with financial risks, including lawsuits, creditor claims, and unforeseen business downturns. Without proper asset protection strategies, restaurant owners may expose their personal wealth and...more

Kilpatrick

8 Key Takeaways | Navigating Operating Agreements: Material Terms and Best Practices

Kilpatrick on

At a recent Association of Corporate Counsel (Charlotte Chapter) event, Kilpatrick’s Mikail Clark presented on the topic of “Navigating Operating Agreements: Material Terms and Best Practices.”...more

Shumaker, Loop & Kendrick, LLP

Client Alert: Governor DeSantis Signs SB 316 (2025), Allowing Formation of Florida Series LLCs Starting July 1, 2026

On June 20, 2025, Florida Governor Ron DeSantis signed Senate Bill 316 into law, allowing the formation of domestic Protected Series Limited Liability Companies (Series LLCs), as well as recognizing out-of-state "foreign"...more

Farrell Fritz, P.C.

On Camera: My Recent Video Interview on, What Else, Business Divorce (Part One)

Farrell Fritz, P.C. on

I recently had the pleasure of being interviewed by Sandra Schulte at the media production studios of the Manhattan Neighborhood Network located near the Javits Center. Sandra, whom I met at a CLE program where I was a...more

Dickinson Wright

Tax Considerations in Analyzing Offers from Practice Groups

Dickinson Wright on

Although in prior articles in this publication, I addressed tax issues faced by physicians and other practice groups, the purpose of this article is to guide physicians and other medical professionals as they compare the...more

Fleurinord Law PLLC

Diddy’s Miami Star Island Mansion and Florida Homestead Law: Does the Mortgage Pay-Off Shield Him After the Verdict?

Fleurinord Law PLLC on

When Sean “Diddy” Combs paid off the $18.8 million mortgage on his lavish Star Island mansion in Miami, Florida, it wasn’t just a headline-grabbing move. The decision came at a time when Diddy faced mounting civil lawsuits...more

IR Global

Navigating Business Law in Arizona

IR Global on

From its favorable business climate to its strategic location and growing innovation ecosystem, Arizona is quickly becoming one of the best places in the U.S. to start, expand, or relocate a business....more

Jackson Walker

Texas Business Court Asserts Jurisdiction in $95 Million Texas Lottery Dispute

Jackson Walker on

A recent decision from the Texas Business Court, Reed v. Rook TX, LP, centers on a dramatic claim: Jerry Reed, who “won a $7.5 million Lotto Texas jackpot in May 2023,” alleges that “his winnings would have been $95 million...more

Husch Blackwell LLP

Recent Changes to Texas Corporate Laws Could Make the State a More Attractive Choice for Entity Formation and Re-domestication of...

Husch Blackwell LLP on

The Texas legislature concluded its 89th Regular Session on June 2, 2025. During the session, the energy industry paid significant attention to legislative actions impacting the power industry in the areas of grid management,...more

Whiteford

Client Alert: Bankruptcy Meets State Court: Lessons from a $4M Escrow Dispute - June 30, 2025

Whiteford on

When bankruptcy courts and state courts vie for authority in complex financial disputes, the outcome can reshape recoveries for creditors, investors, and businesses. This tension was front and center in Silverman v....more

Hendershot Cowart P.C.

Shielding Your Assets: How Texas LLC Owners Can Protect Against Veil-Piercing Claims

As a Texas LLC owner, member, or manager, you've made a strategic choice to separate your business and personal finances through a limited liability company structure. This critical legal barrier provides valuable protection,...more

Farrell Fritz, P.C.

The Humble LLC Exculpation Clause Wins Big: Member/CEO Escapes $8M Fiduciary Claims

Farrell Fritz, P.C. on

It’s difficult to assess the potency of section 417(a) of New York’s LLC law.  The provision starts off with a seemingly broad rule: “The operating agreement may set forth a provision eliminating or limiting the personal...more

Patton Sullivan Brodehl LLP

What if an LLC’s Books and Records Contain Trade Secrets?

One of the most important rights owned by LLC members is the right to inspect the LLC’s books and records. For an overview of LLC books and records requests, see the prior LLC Jungle post: Why LLC Managers Should Take Member...more

Goodwin

How to Write an Effective Public Benefit Report

Goodwin on

A statutory public benefit limited liability company (PBLLC) is a for-profit LLC with flexibility to pursue public benefits in addition to profits. “Public benefits” encompass positive effects on various interests beyond...more

ArentFox Schiff

How Boilerplate Agreement Advancement Clauses Can Transform Ownership Disputes

ArentFox Schiff on

Indemnification and advancement clauses are often seen as mere boilerplate language in a company’s governing documents, routinely copied from one form agreement to another. However, advancement clauses may be important...more

Holland & Knight LLP

Florida Passes New Protected Series LLC Legislation

Holland & Knight LLP on

The Florida Legislature passed CS/SB 316 and CS/HB 403 to add Protected Series LLC provisions to the Florida Revised Limited Liability Company Act, aligning with the Uniform Protected Series Act. This makes Florida one of the...more

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