Business Organization
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.
Corporate Governance
Business Organization Articles
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How to Establish Your Legal Business Structure
The materials on this web site have been prepared for informational purposes only and should in no way be considered legal advice. You should not act on the information provided in these materials without consulting an attorney. By providing these ...
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How To Get The Most Out Of Your Professional Advisors
In the often emotional atmosphere of building a company, leaders of growing enterprises should access not only the specific expertise of their professional advisors - whether they be attorneys, accountants or financial advisors - but also the ...
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How To Select The Correct Form Of Doing Business How To Select The Correct Form Of Doing Business
So you decide to start your own business. One of the first questions you should ask yourself is: What form of business organization should I adopt to operate my business? You may adopt one of the six major forms: (1) sole proprietorship, (2) general ...
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HUD 2530 Committee Developments
Last week's alert discussed the new proposed regulations for the 2530 process. In that Alert, we mentioned an earlier 2530 working group meeting attended by our own Monica Sussman and other industry experts. We have received several calls about that ...
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If Your Employee’s A Crook: When Are Directors of Minnesota Corporations Liable to Commercial Creditors For Torts Committed By Corporate Employees?
Recently, a commercial creditor attempted to rely upon dictum from a 1976 Minnesota Supreme Court decision to claim that directors should be liable to the creditor based on negligence principles for failing to detect or prevent torts committed by ...
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Indemnification Claims Dismissed In Shareholder Derivative Action
In McNeil v. General Electric Co., No. 33189/91 (N.Y. Sup. Ct. N.Y. Co. May 12, 2000), the Supreme Court of the State of New York, New York County, dismissed a shareholder derivative action alleging claims for indemnification and breach of fiduciary ...
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Interpretation of Limited Partnership and Limited Liability Company Agreements Under Delaware Law
Copyright© 1998 Martin I. Lubaroff All rights reserved. I. Delaware Courts Will Apply General Rules of Contract Interpretation When Interpreting a Limited Partnership Agreement. Delaware courts will apply general rules of contract interpretation ...
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Investment Advisers Required To Adopt Proxy Voting Policies And Procedure
Under new rules adopted by the Securities and Exchange Commission, investment advisers will be required to adopt policies and procedures reasonably designed to ensure that proxies are voted in the best interests of clients. These investment ...
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IRS Affirms Use of Partnership Gross Receipts to Solve S Corporation Passive Investment Income Problems
It's that time of the year again and my partner, Michael Cohen, and I are busy formulating the contents of the Thirteenth Annual Partnership, LLC & S Corporation Tax Planning Forums. Each year we are faced with the challenge of preparing and ...
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IRS Easing Strictness in Allowing “S” Status for Corporations Electing Late
An "S" corporation is a special kind of entity. Unlike the "normal" corporation, income and losses pass directly through to the shareholders. "S" status eliminates the double taxation of dividends (which otherwise are taxed at the corporate level ...
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