The Business Organization section of FindLaw's Corporate Counsel Center provides information on matters such as Joint Ventures, Liability for Acts of Dissolved Corporations, and more. Click on the articles below to learn about limited liability companies that give you the tax advantages of a partnership with the liability protection of a corporation. Or browse the section on how S corporations can provide significant tax advantages over C corporations in the right circumstances. Find more about these and other subjects under Corporate Governance.
Business Organization
Corporate Governance
Business Organization Articles
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Converting To A Cash Balance Plan Can Be Risky Business
Over the past fifteen years, many companies have converted their traditional pension plans to cash balance plans. How the courts have reviewed the issues regarding cash balance plans, the pitfalls to avoid in designing them, and the potential future for cash balance plans are the topics discussed in this article.
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Fiduciary Issues in Federal Criminal Prosecutions
Here is an overview of fiduciary issues in federal criminal prosecutions. This includes securities fraud, bank fraud, common law fraud, and more.
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Issues in Acquisitions of Defense Industry Contractors
This memorandum discuses some of the pertinent issues involved in takeovers of defense industry contractors. It is broken up into several parts relevant to defense industry contractors including case citations and more.
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Selection of Business Entity
There is much more to starting a new business than picking a location, buying equipment and hiring employees. Too often, entrepreneurs focus only on opening the doors and ignore one of the most important aspects of the start-up process: selecting forming the proper legal entity for the business.
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The Doctrine Of Inequitable Coercion Under Delaware Law
Corporate directors owe fiduciary duties to the corporation and its shareholders. These duties generally are characterized as the duty of care -- that is, to act on an informed basis -- and the duty of loyalty -- that is, to act in good faith.
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Frequently Asked Questions Concerning The Plain English Rule of The U.S. Securities and Exchange Commission
"Plain English" is a phrase which describes a style of writing which includes short sentences, the active voice and everyday language. The "Plain English Movement" has been seeking for years to compel the use of Plain English in legal writing.
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Corporate Officers May Face Personal Criminal Liability for Building Code Violations
Speeding is a crime. Stealing is a crime. Murder is a crime. But violating the building code – a crime? Until recently, criminal liability did not come into play for building code violations. However, in March 2003, the Minnesota Court of Appeals found that it could be.
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Texas Business Law: Mergers and Acquisitions
It is not uncommon at some point in the life of a business for that business to be acquired by a new owner. A variety of motivations can exist for transferring the ownership of a business, such as retirement or a desire to cash out. But what happens when a business mergers with another or gets acquired?
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Delaware's Fiduciary Duty Of Disclosure
The Securities Act of 1933 (the "Securities Act") and the Securities Exchange Act of 1934 (the "Exchange Act"), and the rules adopted by the Securities and Exchange Commission (the "SEC") pursuant to these statutes, have served as the primary laws basis of Delwares' Duty of Disclosure.
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Structuring International Acquisition Transactions Part I
orldwide mergers and acquisitions volume for announced transactions in 1998 was close to $2.5 trillion, far surpassing the 1997 record of over $1.5 trillion, which far exceeded the 1996 record of over $1 trillion.(2) Cross-border merger and ...