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BLOGS / NEWS
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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...


How can you use a corporate advisory board to scale a company?
Mature companies have formal boards of directors. A board of directors manages “the business of a corporation.” BCL § 701. The board...


What are key steps to take to minimize the piercing of the corporate veil?
A corporate veil insulates the personal assets of shareholders of a corporation (or members of a limited liability company) from the...


How do you draft transfer provisions in a shareholders’ agreement or by-laws?
As part of the formation of a corporation, it is essential to prepare by-laws which set forth how the corporation will operate. Where...


Celebrating a Successful Joint CLE/CPE Valuation Presentation
Thank you to all of our panelists and attendees for making this joint CLE/CPE presentation on valuation a great success. And thank you to...


How can you protect a family business with corporate formalities?
Family businesses are often run more like a family affair than like a business. They often don’t have a board of directors, corporate...


What clients need to know about the role of a corporate officer, director, or shareholder
In representing growing businesses, it is important to help clients understand the structure and role of people in their corporation. ...


What employment decisions rise to the level of corporate board matters?
Which of the following corporate actions do you think requires board of directors' authorization: firing the CEO, laying off workforce,...


The Best Defense is a Good Offense - Forced Corporate Buy-Outs under BCL 1118
Sometimes the best defense is a good offense. Or that's how one could view the forced buy-out option for shareholders under BCL 1118....
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