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13 Aug 2018, 9:09 am by IncNow
Directors control most major directional decisions, while the Officers carry out the plan established by the Directors. [read post]
30 Apr 2012, 3:00 am by Peter A. Mahler
According to its December 2008 Operating Agreement (read here), Sapphire started operations with two members: Jacaranda Holdings, LLC ("Jacaranda") as the 51.1% managing member and TDK Holdings, LLC ("TDK") as the 48.9% non-managing member. [read post]
3 Mar 2017, 10:00 am by Ryan Penhallegon
 Because an LLC is considered a separate legal entity and its assets and debts are separate and distinct from any assets or liabilities that its owners may have, a creditor of an LLC member typically cannot reach or interfere with the LLC and vice versa. [read post]
2 Feb 2021, 1:38 pm by IncNow
To keep a Delaware LLC in good standing (preserving asset protection benefits), the LLC should continue to pay franchise tax each year after formation, until the eventual cancellation of the LLC, at which time the Certificate of Cancellation should be filed. [read post]
22 Jul 2019, 2:49 am by Peter Mahler
Appointing a post-dissolution receiver sometimes can seem like a no brainer, as when the LLC is owned and managed by two, co-equal managing members whose inability to co-manage precipitated the dissolution. [read post]
29 Jul 2013, 8:08 pm by Lanigan
 It is important that you seek the direction of an experienced attorney to prepare any asset protection plan. [read post]
11 May 2020, 3:19 am by Franklin C. McRoberts
” Each of the five founders was a member of the LLC’s “Board of Managers. [read post]
7 Dec 2020, 4:59 am by Peter J. Sluka
So if there are any indemnification or advancement rights to be found by an LLC member or manager sued derivatively, those rights lie in the operating agreement, not the common law. [read post]
24 Apr 2023, 6:28 am by sydneygallek
’ Further, the CFPB sued Encore Capital Group, Inc.; its subsidiaries, Midland Funding, LLC; Midland Credit Management, Inc.; and Asset Acceptance Capital Corp for violating a consent order from a 2015 judgment. [read post]
22 Apr 2013, 8:05 am by Asher Bearman
Instead, the LLC’s tax obligation is determined under Subchapter K’s aggregate theory of taxation, where each member of the company is treated as the owner of a direct and undivided interest in the LLC’s assets, liabilities and operations. [read post]
29 Sep 2010, 5:00 am by Nissenbaum Law Group
  The Court cited plaintiff’s allegations as: After Verox Group ceased doing business, Verox Technologies continued to operate under the direction of Verox Group's Managing Members, with Verox Group's EPA registrations, and all of Verox Group's assets. [read post]
13 Feb 2012, 3:00 am by Peter A. Mahler
Chancellor Strine's use of a statutory launching pad to explore fiduciary duties of Delaware LLC managers invites a similar approach to the question of New York LLC manager fiduciary duties. [read post]
5 Jun 2012, 5:42 pm
Last week's post talked about the asset protection properties of LLCs and LPs. [read post]
20 Nov 2017, 2:13 am by Peter Mahler
But, at least arguably, derivative claims, which seek recovery for the benefit of the LLC based on alleged wrongdoing by LLC controllers in connection with their management of the LLC’s affairs, implicate interests and policies different from a non-member assignee’s direct claim for access to the LLC’s records for the purpose of protecting the assignee’s right to receive distributions and profit/loss… [read post]
Smagala was the manager of CFC and had full authority to direct, manage, and control the business of CFC and also to employ accountants, legal counsel, managing agents, and other experts to perform services for CFC. [read post]
2 Dec 2019, 3:26 am by Peter Mahler
The lawsuit accused the managing majority members of “theft and waste of corporate assets, including valuable trademarks. [read post]