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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Putting a Period to a Dot Com
What can you/should you do when it becomes obvious that your start up should wind down? For the entrepreneur, winding down an insolvent company is a challenge: honor the legal rights of creditors while minimizing the damage to the founders and ...
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Putting the Fun Back Into Funding
No one needs me to add to the chorus that it is significantly more difficult to obtain funding for start-up companies. I fall into the camp that the late 90's was an aberration, and is unlikely to be revisited in the near future. However, this is ...
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Reading the Radar: What is Happening with the Insurance Industry and Financial Service Providers
More and more life insurers now recognize that banks possess powerful advantages including sharper customer focus, lower distribution costs and a stronger capital base. The banks' competitive position has been further strengthened by a flood of ...
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Recent Changes to SEC Rules and Listing Requirements for Exchange and Nasdaq-Traded Companies
During December, the Securities and Exchange Commission published new rules relating to the operations of audit committees and outside auditors of public companies. The SEC also approved related changes to the rules governing companies with ...
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Recent Developments in Delaware Law Concerning Standards of Judicial Review in Going Private Transactions
In the past twenty years, Delaware's corporate law jurisprudence, particularly in the area of directors' fiduciary duties, has been transformed by the significant increase in hostile corporate takeovers, anti-takeover defensive measures, and merger ...
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Recent Developments In Judicial Review of Interference With Stockholder Franchise: Chesapeake Corp. v. Shore
Corporate boards are subject to heightened judicial scrutiny when they respond to circumstances portending a potential change of control of the corporation. The standard of judicial review in such cases was addressed by the Delaware Supreme Court in ...
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Reducing Taxes and Limited Liability Through Real Estate
If you or your company own or have an option to acquire your company's facilities, you may have powerful liability protection and tax reduction opportunities available to you. In the right circumstances, you can take advantage of these opportunities ...
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Remember Top Heavy Testing
As you may know, Section 416 of the Code penalizes a qualified plan that is "top heavy." A defined benefit plan is generally considered top heavy if the present value of the cumulative accrued benefits under the plan for key employees exceeds 60% of ...
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Repeal of the Installment Method of Accounting for Accrual Basis Taxpayers and the Impact on the Sale of a Partnership Business
Earlier this month, President Clinton signed into a law an extenders bill that provides, among other things, for the extension of certain expiring tax credit provisions. As usual, in order to pay for the cost of the tax benefits contained in the ...
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Repeat Proposal by No-Show Shareholder Is Excludable from Proxy Materials
May a company exclude a shareholder proposal from its proxy statement when the same shareholder had submitted a similar proposal the prior year and had, without good cause, failed to appear or appoint a representative to present the proposal at the ...
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