Indemnification and advancement clauses are often seen as mere boilerplate language in a company’s governing documents, routinely copied from one form agreement to another. However, advancement clauses may be important...more
Situations involving family dynamics, significant wealth, and fiduciary duties can be ripe for conflict. Disputes frequently arise among owners and managers of closely held businesses, family office constituencies, and other...more
In certain circumstances, shareholders of corporations and members of limited liability companies can obtain confidential communications between corporate management and the company’s attorney that would otherwise be...more
7/18/2023
/ Attorney-Client Privilege ,
Beneficiaries ,
Breach of Duty ,
Corporate Management ,
Fiduciary Duty ,
Jurisdiction ,
Limited Liability Company (LLC) ,
Minority-Owned Businesses ,
Shareholders ,
Trustees ,
Trusts
When corporate management requests or obtains legal advice from corporate counsel, management expects those communications to be protected from disclosure by the attorney-client privilege, and usually they are. But there are...more
Directors owe fiduciary duties to the company. To make informed decisions and satisfy those fiduciary duties, directors generally have broad access to the company’s books and records, with a few exceptions.
A corporate...more
This post explains when minority shareholders may owe fiduciary duties and steps that shareholders can take to eliminate any fiduciary duties they might owe....more