News & Analysis as of

Limited Liability Company (LLC) Controlling Stockholders

Buckingham, Doolittle & Burroughs, LLC

Gifts of Private Company Interests to Charity Prior to Sale

A planning technique that is known to most tax professionals is for an owner of a private company to gift an interest therein to charity prior to a sale. This technique is only of interest to taxpayers who are charitably...more

Brownstein Hyatt Farber Schreck

Nevada Corporation and LLC Law Amendments Include Innovations for Public Companies

With broad bipartisan support emblematic of the state’s pro-business atmosphere, the Nevada Legislature has approved—and Gov. Joe Lombardo has signed—Assembly Bill No. 126 (AB 126)....more

Allen Matkins

Inspection When The Subsidiary Is A Limited Liability Company

Allen Matkins on

Section 1601 of the California Corporations Code grants any shareholder the right to inspect the accounting books, records, and minutes of board and shareholder meetings for a purpose reasonably related to the shareholder's...more

McDermott Will & Emery

2021 Amendments to Delaware Entity Statutes

Certain amendments to the Delaware Limited Liability Company Act (DLLCA), the Delaware Revised Uniform Limited Partnership Act (DRULPA), the Delaware Revised Uniform Partnership Act (DRUPA) and the Delaware General...more

Troutman Pepper

Controlling Stockholder or Member Status Under Delaware Law – A Table of Key Decisions

Troutman Pepper on

Whether a stockholder of a corporation or member of a limited liability company (LLC) is a controlling stockholder or member often has a significant impact on breach of fiduciary duty actions, including those arising out of...more

Farrell Fritz, P.C.

Groundbreaking Appellate Ruling Boosts LLC Cash-Out Mergers

Farrell Fritz, P.C. on

For law bloggers, if there’s one thing more satisfying than writing about an important new court decision, it’s writing about an important new court decision that you won for your client....more

Kramer Levin Naftalis & Frankel LLP

What to Tell Your Investor Limited Partners (or Stockholders or LLC Members)

A Delaware Supreme Court case earlier this year, Dohmen v. Goodman (Del. June 23, 2020), provides authoritative guidance on the duty of disclosure of management to stockholders, limited partners and members of limited...more

Butler Snow LLP

The Tennessee Business Court Clarifies Fiduciary Duties of LLC Members

Butler Snow LLP on

In a recent opinion, decided 12/22/15, the Tennessee Business Court clarified the circumstances under which members of a Tennessee limited liability company owe fiduciary duties to one another. In Ewing v. Miller, Case No....more

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