News & Analysis as of

Limited Liability Company (LLC) Bylaws

Adams and Reese LLP

Document Organization is Critical for Corporations and LLCs

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The 30th U.S. President Calvin Coolidge, when he was not being “Silent Cal,” once said “the only difference between a mob and a trained army is organization.” The former President’s quote of the criticality of organization...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 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

Willcox & Savage

Do Your Due Diligence: Startups and Secondary Transactions

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Following reports that record numbers of investors in private startups are exploring selling equity before an IPO or liquidity event, it’s important to remember that secondary sales often pose issues that are not present in a...more

Robins Kaplan LLP

Thinking Ahead: Key Provisions to Consider When Drafting Entity Governing Documents

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A company’s governing documents, whether they be corporate bylaws and shareholder agreements, limited liability company (“LLC”) operating agreements, or partnership agreements, typically include the rules and regulations for...more

Bradley Arant Boult Cummings LLP

Beware of Risks Involved in Start-Up Company Investing: Avoid Red Flags When Making Private Company Investments

The “Great Resignation” as it has been called reflects the large number of employees leaving the traditional workforce, and many of those departing employees are leaving hourly or salaried positions to start their own new...more

Bradley Arant Boult Cummings LLP

The Benefits of Reading the Fine Print: Look Under the Hood Before Signing Company Agreements

Private company majority owners and minority investors often focus on the company’s financial health and growth prospects, and may not take the time to review the operating documents of the business – bylaws for corporations...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 Chile

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 are: (I)...more

Winstead PC

Looking Past the Face of the Shiny Penny: Check the Fine Print of All Private Company Investments

Winstead PC on

According to the financial press, private equity investors are holding huge sums waiting for the right private company in which to invest. In late March, CNBC reported that private equity firms have a staggering $1.5...more

Wilson Sonsini Goodrich & Rosati

2019 Delaware Corporate Law and Litigation Year In Review

In 2019, the Delaware courts issued a broad range of important decisions addressing various corporate law and governance issues—including board compensation, controlling stockholder conflicts, board oversight obligations, M&A...more

Brownstein Hyatt Farber Schreck

Nevada Legislature Innovates Corporation and LLC Laws

The Nevada Legislature and Gov. Steve Sisolak have recently approved Assembly Bill No. 207 (AB 207), a bill passed under the leadership and guidance of Assembly Speaker Jason Frierson. AB 207 makes certain meaningful changes...more

Allen Matkins

If A Proxy Holder Cannot Vote On Any Matter, Is The Proxy Holder Present?

Allen Matkins on

As mentioned in yesterday's post, Nevada recently enacted a bill making several changes to its corporation and limited-liability company laws. One of these changes was to the quorum requirement for stockholder meetings in NRS...more

Allen Matkins

Nevada Enacts Forum Selection Statute

Allen Matkins on

Today is the 115th day of the 80th Session of the Nevada legislature, meaning that this session will end in just 5 days on Monday, June 3. Corporate practitioners, however, will not have to wait until next week for the...more

A&O Shearman

Delaware Chancery Court Finds Limited Liability Companies Can Be Liable For Advancement To Members, Even Under Delaware Corporate...

A&O Shearman on

On April 30, 2019, Vice Chancellor Tamika Montgomery-Reeves of the Delaware Court of Chancery held that plaintiff Freeman Family LLC (“Freeman”), a member of Park Avenue Landing LLC (the “Company”), is entitled to advancement...more

Farrell Fritz, P.C.

Think Twice Before Putting 100% Quorum Requirement in By-Laws or LLC Agreement

Farrell Fritz, P.C. on

It’s no surprise that the quorum requirements found in close corporation by-laws and LLC operating agreements rarely step into the limelight in business divorce disputes....more

Whitman Legal Solutions, LLC

Don’t Leave Your Business Entity in a Taxi!

Like musicians, business owners sometimes forget important tasks relating to their business entities. Although some forgotten tasks may be correctable, others are not. By forgetting to pay attention to their business...more

Saul Ewing LLP

2018 Delaware General Corporate Law Amendments

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On July 23, 2018, Delaware Governor John Carney signed into law the 2018 amendments to the General Corporation Law of the State of Delaware, the Delaware Limited Liability Company Act and the Delaware Revised Uniform...more

Whitman Legal Solutions, LLC

Looking Under the Fingerboard and Maintaining Your Business

...Businesses, like violins, need regular maintenance. What needs to be done may well depend upon the type of business and how many owners and employees it has. However, all businesses need certain routine “maintenance” to...more

Pullman & Comley, LLC

Appellate Court Notes

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Appellate Court Advance Release Opinions - AC36506 - Sidorova v. East Lyme Board of Education - Due to budget cuts, the Board of Education laid off the plaintiff who was a tenured French teacher. She sued for...more

Adler Pollock & Sheehan P.C.

Insight on Estate Planning - February/March 2013: Strong governance enhances a family business’s value

Too often, family members view their business as a source of wealth without making sure that the company is managed by those best suited for the job. Good governance — carefully documented in writing — can help ensure a...more

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