Director Compensation – Steps to Avoid Liability Monday, January 29, 2024

Discover some of the rules & regulations of setting director compensation. Learn about how the financial interest of both the director & the board can be met.... Continue Reading

Posted In: Business Strategies

What Is the Foreign Corrupt Practices Act? Monday, December 18, 2023

The FCPA makes it unlawful for certain U.S. persons, U.S. entities and foreign nationals in the U.S. to pay or give anything of value to a foreign government official in order to gain some benefit or otherwise induce the official to use his or her authority to benefit the person or entity.... Continue Reading

Posted In: Entrepreneurs & Start-Ups

The Perils of LLC Flexibility (Part 2) – Key Issues an Operating Agreement Must Address Tuesday, December 5, 2023

When drafting your LLC Operating Agreement, it’s important to include sections about how to remove a manager, remove a member, and solve a deadlock.... Continue Reading

Posted In: About LLCs

Federal and State Governments Focus on Auto-Renewal of Subscriptions and Product Tuesday, November 28, 2023

The FTC is mandating new rules for “auto-renewals” that are predatory to consumers. Learn more about new regulations surrounding subscription cancelation.... Continue Reading

Posted In: Entrepreneurs & Start-Ups

LLC Charging Orders – An LLC’s Limited Liability from Its Members Tuesday, November 14, 2023

While LLC members are protected from personal liability, creditors can still get a charging order for compensation. Learn more about LLC charging orders today.... Continue Reading

Posted In: About LLCs

Directors Cannot Vote By Proxy at Board Meetings Tuesday, October 31, 2023

Can directors vote by proxy at board meetings? Learn about the rules of board meeting votes and what happens when a board member cannot be present.... Continue Reading

Posted In: About Corporations

The Perils of LLC Flexibility – How are Operating Agreements Interpreted Tuesday, October 17, 2023

Read about the importance of a well-drafted LLC operating agreement. Without clarity and context, Delaware courts will need to interpret the agreement.... Continue Reading

Posted In: About LLCs

Stuck With a Tie-Breaker Manager in an LLC Tuesday, October 10, 2023

When a vote is split amongst LLC leadership, an LLC deadlock provision offers a solution via a tie-breaker manager. Learn more about the role & their removal.... Continue Reading

Posted In: Business Strategies

Honest Services Fraud – Violating a Duty through Bribes or Kickbacks Monday, August 14, 2023

Honest services fraud is a powerful tool in prosecutors’ hands. It is not always intuitive, and the elements of the crime are sufficiently malleable to fit a broad swath of situations involving bribery or kickbacks.... Continue Reading

Posted In: Business Strategies

Right of First Refusal Versus Right of First Offer – The Difference Is Important Tuesday, April 18, 2023

Learn about the difference between the Right of First Refusal and the Right of First Offer as well as the effect on the buyers & sellers after enacting either.... Continue Reading

Posted In: Entrepreneurs & Start-Ups

Greater Scrutiny to Board Actions Affecting Stockholder Voting Rights Tuesday, April 4, 2023

Delaware’s Court of Chancery applies greater scrutiny when reviewing board actions that affect stockholder voting. Learn more about shareholder voting rights.... Continue Reading

Posted In: About Corporations

The FTC Proposes a Federal Ban on Non-Compete Provisions Tuesday, March 28, 2023

Non-compete provisions prevent workers from disclosing trade secrets. Learn about a rule posed by the FTC that would ban all non-compete clauses.... Continue Reading

Posted In: Business Strategies

Early-State Companies and Risks of a Founder’s Divorce: Love is a Battlefield Tuesday, March 7, 2023

Divorce is brutal, even at its most amicable. Company founders need to consider the risks that a business owner’s divorce presents to the company. In this new blog, we present common-sense considerations to take into account and outline the steps to mitigate the risk to the business as much as possible.... Continue Reading

Posted In: Entrepreneurs & Start-Ups

Delaware 2022 Corporate Law Amendments – A “Must Know” Summary Tuesday, October 4, 2022

The Delaware Legislature adopted the amendments to the Delaware General Corporation Act which all directors, officers, and stockholders of Delaware corporations need to become familiar with. Jarrod Melson explains the changes you need to consider in this new blog.... Continue Reading

Posted In: About Corporations

Take Note! Your Clickwrap Agreement Amendments May Be Unenforceable Tuesday, September 20, 2022

Depending on how well you communicate your clickwrap agreement & amendments to your consumers, they may or may not hold any legal binding in court. Read Jarrod's new blog to get all the details.... Continue Reading

Posted In: Business Strategies