News & Analysis as of

Corporate Structures

Farrell Fritz, P.C.

Over the Limit: Can Equity Trump the Certificate of Incorporation’s Share Cap?

Farrell Fritz, P.C. on

We often remark anecdotally that disputes over ownership status—whether one is or is not an owner—seem far more common in the context of LLCs than corporations. The contrast between the often-permissive structure of the...more

Orrick, Herrington & Sutcliffe LLP

Structuring Tips for Scaling: Unpacking PC-MSOs

Jeremy Sherer and Alexandra Wood offer tips on: How to establish a PC-MSO How PC-MSO considerations vary from state to state. Alexandra: What are structuring considerations for early-stage healthtech companies? Jeremy: It...more

Cadwalader, Wickersham & Taft LLP

Summer Reading: CRD VI, August 2025 - Cayman Ultimate General Partners In Subscription Facilities: Do They Ultimately Matter?

In subscription finance transactions where the borrower or another pledgor entity (such as a feeder fund or guarantor) is a Delaware limited partnership or a Cayman Islands exempted limited partnership (ELP), the role of the...more

Pillsbury - Propel

Mark Zuckerberg Got Founder’s Stock—Should I?

Pillsbury - Propel on

When startup founders hear that Mark Zuckerberg received “founder’s stock” with 10-to-1 voting rights, the natural reaction is: Should I get that too? The impulse is understandable. As a founder, you may worry—sometimes...more

Jones Day

Global Enforcement And Asset Recovery Series - Series Article 2: Asset Disclosure

Jones Day on

In the context of asset recovery, a successful outcome largely depends on the ability of a claimant to garner sufficient disclosure of assets that are amenable to enforcement. This, in turn, explains why the powerful...more

International Lawyers Network

Establishing a Business Entity in Hungary (Updated)

1 COMPANY FORMS - The following company forms are available in Hungary: (i) general partnership (Kkt.); (ii) limited partnerships (Bt.); (iii) limited liability company (Kft.); (iv) private company...more

Cooley LLP

What Foreign Founders Need to Know About US Visas and Corporate Structure

Cooley LLP on

Many of our startup clients are founded by foreign-born entrepreneurs who launched their companies while on a visa in the US. A recent study found that more than half of unicorns in the US were founded by immigrants. If you...more

Hone Maxwell

Why Some International Entrepreneurs Use U.S. LLCs Without Paying U.S. Tax

Hone Maxwell on

In the increasingly global world of online business, it’s not unusual for entrepreneurs, freelancers, and consultants to seek a business structure that supports international operations, offers stable banking options, and...more

International Lawyers Network

Establishing a Business Entity in Japan (Updated)

1. Types of Business Entities - 1.1 Description of the types of entities available in each jurisdiction through which to conduct business --- Business entities available for doing business in Japan - 1.1.1...more

Allen Matkins

Another Court Conflates Limited Liability Companies And Corporations

Allen Matkins on

For the last several years, I have been commenting on the judicial confounding of limited liability companies and corporations. Recently, I came across yet another egregious mergence of the corporate and LLC forms...more

K&L Gates LLP

Corporate Debtors and Transactions at an Undervalue–Lessons From the UK Supreme Court: El-Husseini and Another v Invest Bank PSC

K&L Gates LLP on

The UK Supreme Court’s recent decision in El-Husseini and another v Invest Bank PSC [2025] UKSC 4 has clarified the circumstances in which section 423 of the Insolvency Act 1986 (the Act) provides protection against attempts...more

Orrick, Herrington & Sutcliffe LLP

Growth and Hurdle Shares in German Start ups – Structures / Practical Implementation / Empirical Data

In German start-ups, Growth Shares are particularly intriguing for motivating key employees and late co-founders. This is especially true when the company has already reached a substantive equity value, making further stakes...more

PilieroMazza PLLC

Managing Litigation Risk During the Business Lifecycle, Part 1: Entity Formation and Organization

PilieroMazza PLLC on

Starting and operating a business—whether a small business, startup, or government contractor—involves a myriad of risks, many of which can lead to costly and potentially damaging litigation. While these risks evolve over the...more

International Lawyers Network

Establishing a Business Entity in Hong Kong (Updated)

ESTABLISHING A BUSINESS ENTITY IN HONG KONG - 1. Introduction - Hong Kong as an international centre for finance, commerce and trade is often considered as one of the most attractive places to do business owing to its...more

International Lawyers Network

Establishing a Business Entity in Germany (Updated)

Anyone can establish a business in Germany - irrespective of citizenship, nationality, or place of residence. There is no specific investment legislation for foreign entrepreneurs. Any entrepreneur can make his choice...more

Farrell Fritz, P.C.

Affiliated Entities, Conflicting Duties, and the Business Judgment Rule

Farrell Fritz, P.C. on

I am increasingly encountering businesses that straddle across several different entities, especially LLCs. The popularity of LLCs, their relatively low cost of organization, and business owners’ apparent desire to...more

Venable LLP

FTC Forges Ahead in Court Battle on FTC Act's Scope Over Nonprofit Institutions (And Loses)

Venable LLP on

With much of the administrative state in turmoil, the Federal Trade Commission (FTC) appears to be holding steady and continuing to litigate its current cases. We previously discussed the FTC’s lawsuit against Grand Canyon...more

Hogan Lovells

Luxembourg implements the EU Mobility Directive on cross-border conversions, mergers, and divisions

Hogan Lovells on

On 23 January 2025, the Luxembourg Parliament adopted in its first constitutional vote the law bill no. 8053 implementing the Directive (EU) 2019/2121 of the European Parliament and of the Council as regards cross-border...more

Walkers

The Alphabet Trust and its benefits for South African families

Walkers on

As wealth management evolves, South African high-net-worth individuals ("HNWIs") are increasingly looking for efficient offshore structures to protect and grow their assets. One such option is "The Alphabet Trust" -...more

K&L Gates LLP

The Inside Basis: Potential Pitfalls of F-Reorganizations

K&L Gates LLP on

On this episode of The Inside Basis, host Randy Clark discusses some common issues in F-reorganizations involving S-corporations, a popular structural approach used in private equity transactions....more

International Lawyers Network

Establishing a Business Entity in the Czech Republic (Updated)

1. Types of business entities - Investors may choose from the following forms of corporate structure: - Limited liability company - Joint-stock company - Limited liability partnership - General partnership -...more

International Lawyers Network

Establishing a Business Entity in Cyprus (Updated)

Introduction - Cyprus is an EU member state and a common law jurisdiction with a legal system similar to that of the UK. It is located at the eastern end of Europe linking 3 continents, Europe, Africa and Asia and it has...more

International Lawyers Network

Establishing a Business Entity in Costa Rica (Updated)

1. Types of Business Entities in Costa Rica - The most common types of business entities in Costa Rica are Corporations, known in Spanish as “Sociedades Anónimas” (also referred to as “S.A.´s”), and Limited Liability...more

International Lawyers Network

Establishing a Business Entity in Colombia (Updated)

DOING BUSINESS IN COLOMBIA - 1. Preliminary Considerations: In Colombia, a foreign company is able to act and do business by itself, for example, by contracting with local entities or investing foreign currencies....more

International Lawyers Network

Establishing a Business Entity in Chile (Updated)

I. Types of Business Entities - 1. Description of the types of entities available - In Chile, there are different types of entities available to establish a business. The most common entities for foreign investment...more

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