Can a corporation not authorized to do business in New York be a party to a New York litigation?
A corporation formed in New York can sue or be sued in a litigation in New York. N.Y. Business Corp. Law § 202. Of course, many...
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What is the importance of a deadlock provision in by laws or operating agreement?
Where there are an even number of directors or managing members of an entity, there is the potential that an action requiring a majority...
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...
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...
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...
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,...
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