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
The U.S. Department of the Treasury decided in March to suspend enforcement of the federal Corporate Transparency Act (CTA), but limited liability companies (LLCs) formed or authorized to do business in New York state still...more
Owning and operating a restaurant in New York comes with significant financial and legal responsibilities—especially when real estate is part of your investment portfolio. As a restaurant owner, you face unique risks that can...more
A well-drafted Operating Agreement is crucial for restaurant LLCs, setting clear rules for ownership, management, and dispute resolution. However, even the best agreements can become a source of conflict if not properly...more
It’s been 15 years since the Second Department’s decision in Matter of 1545 Ocean Avenue, LLC, 72 AD3d 121, 2010 NY Slip Op 00688 (2d Dept Jan. 26, 2010), which established the standard for judicial dissolution of limited...more
In the world of sales tax, the devil is often in the details. A recent decision from the New York State Tax Appeals Tribunal (“Tribunal”) serves as an example of how seemingly insignificant details can determine whether a...more
Partnership conflicts can arise in any restaurant business, and in some cases, the only solution is expelling a partner. However, removing a business partner is a complex legal process that must be handled carefully to avoid...more
With the uncertainty plaguing the ultimate status of the SEC’s climate disclosure rules on the federal level (we reported on the most recent developments in The SEC Votes to “End its Defense” of Climate Change Rules and SEC...more
Business Corporation Law § 619 (“BCL”) gives shareholders an “exclusive method . . . to test the validity of an election of a director.” Specifically, BCL § 619 states...more
For manufacturers located in New York State, the employment of out-of-state telecommuters can greatly expand the available talent pool. That said, there are a number of issues that need to be addressed when considering this...more
New York Attorney General (AG) Letitia James recently announced her support for legislation that would significantly broaden the state’s consumer protection statute to prohibit not just deceptive acts, but also unfair and...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
This is a reminder that annual report filings are due in March 2025 for corporations formed or registered in Delaware and Massachusetts. New York biennial statements are due the last day of the calendar month in which a...more
While entity distinctness is a bedrock principle of corporate law, it may often appear redundant and unnecessary for a limited liability company (“LLC”) to sign its own operating agreement. That was likely the thinking of the...more
In many, perhaps most New York business divorce lawsuits, tax documents play a key role. Equity holder status is essential for standing to sue – including to dissolve, to sue derivatively on behalf of the entity, to sue...more
“Three hours of sleep again last night. Three hours of sleep because of that dog!” The foible of being an attorney is not being able to enjoy television without noticing every liability, crime, and actionable conduct of...more
With the close of summer, businesses across the United States are finally confronting the looming corporate disclosure requirements imposed by the Corporate Transparency Act (CTA) and the New York Corporate Transparency Act...more
The Corporate Transparency Act and its implementing regulations (together CTA) came into effect on January 1, 2024, requiring entities within its scope to disclose information, including about their beneficial owners, to the...more
NY’s Almost There- Back in June of this year, New York’s legislature passed a bill that, if enacted, would create the first state-level public database with information regarding the ownership of limited liability...more
The landscape of health care transactions has been constantly evolving and that holds particularly true at present. Recently, the Health Law Observer highlighted new requirements for “change in ownership” transactions in New...more