Year End Resolutions - the Corporate KindAt year end, we all think of resolutions. From a legal standpoint, the most important resolutions are the corporate kind. You must...
How are director’s votes conducted and counted in a closely held corporation?In New York and generally, directors’ votes are counted on a per person basis. It bears noting that in Delaware, if the corporation wants...
How are shareholder’s votes conducted and counted in a closely held corporation?Shareholders votes, within a class of shares, are counted based on the number of shares they have. Shareholders may vote in person or by...
Can you assert a CPLR 3213 motion for summary judgment in lieu of complaint as a counterclaim?CPLR 3213 permits the use of a motion for summary judgment in lieu of a complaint where an action is based upon an instrument for the...
Should you use fixed pricing in valuation provisions in a shareholder’s agreement?Valuation provisions are the heart of a shareholders’ agreement. The parties must agree to the circumstances and pricing for any...