News & Analysis as of

Equity Fiduciary Duty

Charles E. Rounds, Jr. - Suffolk University...

May a Mentally Incapacitated Trustee Be Held Personally Liable for His Breaches of Trust?

Assume sole trustee of an irrevocable discretionary trust for benefit of deceased settlor’s descendants living from time to time suffers a sudden unforeseen mental disability that causes trustee to imprudently administer the...more

Charles E. Rounds, Jr. - Suffolk University...

Parsing the Uniform Trust Code in Isolation Without Regard to the Uniform Probate Code and the Uniform Powers of Appointment Act...

Intro. The Uniform Trust Code (UTC) is a mere aggregation of tweaks to the corner of equity jurisprudence that long ago gave birth to and currently stewards the trust relationship, hereinafter “the background trust law.”...more

Bradley Arant Boult Cummings LLP

Majority Owners Achieving Balance: Incentivizing Employees Without Giving Up the Keys to the Whole Kingdom

Success is not just an elusive goal – it can also be difficult to maintain once achieved. For majority owners in private companies, achieving success is just the first hurdle, because once they arrive at this pinnacle, they...more

Allen Matkins

It Is More Than Conceivable That The Court Of Chancery Would Correct Statutory Law

Allen Matkins on

The most distinguishing feature of Delaware law is that it is interpreted and applied by a court of equity.   A recent post by Professor Stephen Bainbridge illustrates this point...more

Charles E. Rounds, Jr. - Suffolk University...

Individual Trustee Delegates to Financial Institution the Job of Taking Custody and Keeping Track of Income and Principal: The...

While PC software programs are a practical improvement over the trustee’s hard-copy ledger book, when it comes to keeping track of trust income and principal these programs still require serious clerical monitoring on the...more

Charles E. Rounds, Jr. - Suffolk University...

Due to scrivener negligence, the dispositive provisions of a trust fail to reflect the deceased settlor’s wishes: Can it be that...

Assume the deceased settlor of a trust had intended that his niece be included in the beneficiary class, but his estate-planning attorney had negligently made no provision for her in the governing instrument. After settlor’s...more

Charles E. Rounds, Jr. - Suffolk University...

The trustee has brought a reformation action to reorder the equitable property rights of the trust’s beneficiaries: Spotting the...

Section 415 of the Uniform Trust Code provides that even in the absence of ambiguity the court may reform the terms of a trust to conform the terms to the settlor’s intention if it is proved by clear and convincing evidence...more

Morrison & Foerster LLP - MoFo+

Celebrating Black History Month: A Conversation With Anita Hill

MoFo continued its celebration of Black History Month by hosting a fireside chat with Washington, D.C. partner Val Dahiya and guest speaker Anita Hill. A Brandeis University Professor of Law, Social Policy & Women’s and...more

Patton Sullivan Brodehl LLP

“Equitable Buyout” as a Remedy for LLC Wrongdoing?

In the world of LLCs, buyouts — where one member sells his/her membership interest to another member or the LLC itself — are commonplace. Buyouts generally fall into one of two categories: contractual — where the...more

Cozen O'Connor

AG Coalition Accuses Proxy Advisors of Prioritizing Environment, Diversity over Financial Gain for Clients

Cozen O'Connor on

A group of 22 AGs wrote a letter to proxy advisory firms International Shareholder Services, Inc. (ISS) and Glass, Lewis & Co. accusing the companies of potentially violating federal and state laws regarding the advice and...more

Farrell Fritz, P.C.

A Loan Is a Loan Is a Loan, Except When It’s Equity

Farrell Fritz, P.C. on

Disputes over capital accounts and equity percentages are frequent fodder for business divorce litigation — especially in LLCs without operating agreements. Exemplars previously treated on this blog include Chiu v Chiu, an...more

Winstead PC

Keeping Eyes Wide Open When New Members Join the Pack: A Cautious Approach to the Addition of New Business Partners

Winstead PC on

There are many reasons for business owners to consider adding new partners, including to secure additional capital, to add needed expertise to help grow the company, to bring family members or close friends to join in...more

Cadwalader, Wickersham & Taft LLP

2019 Year in Review: Securitization Litigation and Regulation

There were significant developments in 2019 as courts continued to issue important decisions in this space and significant legislation impacting the residential mortgage-backed securities (“RMBS”) market came into effect.  A...more

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