What’s in Your Operating Agreement? Legal Tips for Healthcare Providers
Nonprofit Quick Tips: State Filings in Alabama and Arkansas
Compliance Tip of the Day: Code of Conduct as an Internal Control
Nonprofit Quick Tip: State Filings in Maryland and Pennsylvania
Corporate Divorce – Preventing and Managing the Break-Up of a Business Partnership
Managing Sanctions Compliance
Podcast - Betty... embargaron Ecomoda
Strategies for Startups at Foundation
Podcast - Colaborar por contrato... sí funciona
FCPA Compliance Report: From Compliance to Commercial Value: Removing Friction with AI
Sunday Book Review: April 27, 2025, The Books on Business for May Edition
Sunday Book Review: March 23, 2025, The Hard-Boiled Edition
RoboCop: Overview of Corporate Basics and Compliance Filings
The Corporate Transparency Act
How Tax Works - Entity Selection
The Best of Founder Shares: Highlights Wisdom of Season's Guests
AGG Talks: Cross-Border Business - Economic Incentives for Foreign Companies Entering the U.S.
AGG Talks: Cross-Border Business - U.S. Tax Considerations for Scaling Across Borders
Nonprofit Quick Tip: State Filings in Alaska and Hawaii
Navigating Russia Sanctions
A recent decision from the Ontario Court of Appeal is a good reminder that courts won’t bail you out just because a tax plan didn’t go as expected. In Pyxis Real Estate Equities Inc. v. Canada, 2025 ONCA 65, the Court made it...more
A prior LLC Jungle post covered the Court of Appeal’s seminal opinion in the Jarvis v. Jarvis case here: Why Having “Co-Managers” for Your LLC is a Terrible Idea. In the Jarvis case, the Court of Appeal affirmed the...more
One of the most important rights owned by LLC members is the right to inspect the LLC’s books and records. For an overview of LLC books and records requests, see the prior LLC Jungle post: Why LLC Managers Should Take Member...more
In a recent decision, the Eastern Caribbean Supreme Courts’ Court of Appeal reaffirmed the statutory rights of directors under the BVI Business Companies Act, 2004 (the “BCA”) to inspect company documents, including...more
La Cour administrative d’appel de Nancy se prononce sur la déductibilité de la rémunération de services versée à des sociétés liées (CAA Nancy, 15 mai 2025, n° 23NC00076)....more
Yesterday's post considered one of several matters raised on appeal in Perry v. Stuart, 2025 WL 1501935. The case involves a former member's demand for inspection of records of a California limited liability company. ...more
No loss to issuers puts note trustees in the spotlight. The Hong Kong Court of Final Appeal (CFA) has overturned the Court of Appeal’s order that Peking University Founder Group Company Limited (PUFG), as the keepwell...more
Gunderson v. The Trade Desk Inc., C.A. No. 2024-1029-PAF (Del. Ch. Nov. 6, 2024) - The board of a Delaware corporation recommended that the corporation reincorporate as a Nevada corporation subject to a majority vote...more
On 27 March 2025, the Eastern Caribbean Supreme Court, sitting in the Territory of the Virgin Islands, handed down its decision in BVIHCMAP2024/0002 Amstel Investment Holdings Limited and others v AMS Holdings Limited and...more
Ravindran v. Glas Trust Co. LLC, No. 463, 2023 (Del. Sept. 23, 2024) - In affirming the Court of Chancery’s determination in a Section 225 action that Timothy Pohl (“Pohl”) was the sole director and officer of a Delaware...more
The Case of Changyou.com Ltd v Fourworld Global Opportunities Fund Ltd and 7 others 2025 UKPC 12 - In a judgment handed down on 11 March 2025, the Privy Council has upheld the amendments made to sections 238(2)-(5) of the...more
Opinions by the Court of Appeals, New York’s highest court, construing the state’s LLC Law enacted 30 years ago are almost but not quite as rare as hen’s teeth. The great majority of important rulings under the statute...more
On 17 January 2025, the United Kingdom Court of Appeal in HMRC v BlueCrest Capital Management (UK) LLP [2025] EWCA Civ 23 (“BlueCrest”) held that the First-tier Tribunal (“FTT”) and the Upper Tribunal (“UT”) had made a...more
Late last year, the Office of the State Comptroller (the “OSC”) estimated that sales and use tax receipts would increase by 2.3% in the SFY 2024-2025. The OSC also projected that collections from sales and use taxes would...more
Controlled companies and their directors appealed the denial of their motions to dismiss claims by stockholder-plaintiffs challenging the conversions of the companies from Delaware to Nevada corporations....more
La cour administrative d'appel de Lyon affirme que l'acte délibératif d’une société indiquant que son président n'exerce aucune fonction de gestion et de contrôle du secteur financier n'exclut pas qu'il exerce un pouvoir de...more
I recently questioned the basis for Delaware' assertion of personal jurisdiction over controlling stockholders. I noted that there is no "deemed consent" statute for controlling stockholders as there is for directors and...more
The Corporate Transparency Act (CTA) has been reinstated by the United States Court of Appeals for the Fifth Circuit, lifting the preliminary injunction in the Texas Top Cop Shop case....more
As the government and interested parties continue to fight over the enforcement of the Corporate Transparency Act’s reporting requirements, prudent businesses and reporting companies should be prepared to comply with all...more
On Dec. 11, 2024, the U.S. government filed a motion requesting an immediate stay of the preliminary nationwide injunction issued last week by a federal district court in Texas that temporarily halted the implementation of...more
On December 3, 2024, a Texas federal district court issued a preliminary injunction blocking enforcement of the Corporate Transparency Act (CTA). The Department of Treasury’s Financial Crimes Enforcement Network (FinCEN) has...more
The U.S. District Court for the Eastern District of Texas on Dec. 3, 2024, issued a nationwide preliminary injunction suspending the government's enforcement of the Corporate Transparency Act (CTA) and its Implementing...more
On December 6, 2024, the Financial Crimes Enforcement Network, a bureau of the U.S. Department of the Treasury (“FinCEN”), posted a statement on its website affirming that entities qualifying as “reporting company” (defined...more
On December 3, 2024, the federal district court in the Eastern District of Texas issued an order (Order) for a nationwide preliminary injunction against enforcement of the Corporate Transparency Act (CTA) in Texas Top Cop...more
On December 3, 2024, the U.S. District Court for the Eastern District of Texas issued a nationwide preliminary injunction temporarily enjoining the Corporate Transparency Act (CTA), 31 U.S.C. §5336 and its implementing...more