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LLC

The Reality of Company Formation: Getting It Right from the Beginning

 Very few of our clients come to us when they want to form a company with dreams of being small. Almost everybody has dreams of growing and getting big, but resources are tight in the beginning, and we understand that. Many clients are looking for an inexpensive way to form their company. Enter websites like LegalZoom.com, where people can buy…

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7 THINGS TO CONSIDER IN MULTINATIONAL RISK MANAGEMENT & INSURANCE

Donna Pankotai recently published an article to the McBride For Business Blog on a topic that might be of interest: 7 Things to Consider in Multinational Risk Management & Insurance. He examines issue of global regulatory compliance that are not considered to be a significant issue. You can see the full article here. This posting is intended to be a tool to familiarize readers with…

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Personal Liability for Environmental Violations (Part III)

In State v. Pure Tech Systems, Inc.,[1] the property at issue had been used for petroleum and hazardous substance operations dating back to the 1880s and was already subject to the state’s closure order by the time it was transferred to Pure Tech Systems, Inc. (“Pure Tech”).  Subsequently, the City of Cleveland issued a citation to close the facility for…

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Personal Liability for Environmental Violations (Part II)

In Morello v. State,[1] White Lion Holdings, L.L.C. (“White Lion”), a company owned by Morello, bought a piece of real property that was previously used as a pipe-manufacturing facility.  The previous owner of the property had a state-issued compliance plan to clean up groundwater contamination at the facility, which was also transferred to White Lion after the purchase.  A few…

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Personal Liability for Environmental Violations (Part I)

As you know, one of the principal advantages of forming a limited liability company or corporation is that it offers protection from liability for business debts and obligations.  As you also know by now, however, this liability shield is not absolute.  We explained in our previous blog series “LLC Update: Piercing the Corporate Veil” that in certain limited situations, courts…

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Can an LLC Be Precluded from Exercising Its Right to Bankruptcy Relief?

To be sure, bankruptcy is not something that new and emerging businesses often think about.  But however unpleasant the thought might be, it may become necessary in the course of running a business to get a fresh start.  In the second quarter of 2016, for example, businesses with 1-4 employees constituted 38.39% of business bankruptcy filings, while businesses with 5-9…

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When Things Fall Apart: Business Partnership, Disagreement, and Dissolution (Part IV)

In Mizrahi v. Cohen,[1] a dentist and an optometrist formed a limited liability company for the purpose of the construction and operation of a mixed-use building in which they intended to set up their respective offices.  The two did not have an LLC agreement at the time they formed the LLC; it was executed a few months later when they…

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When Things Fall Apart: Business Partnership, Disagreement, and Dissolution (Part III)

In Saunders v. Firtel, as in Cline v. Grelock, the two business partners were close friends.[1]  Firtel was the sole owner of a pharmaceutical sales corporation called Adco and Saunders was a sales representative for a medical supply company.  In 1986, the two decided to enter into a formal business relationship by allowing Saunders to obtain a 49% shareholder interest…

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When Things Fall Apart: Business Partnership, Disagreement, and Dissolution (Part II)

In Cline v. Grelock,[1] the business partners were two lifetime friends who started a towing business called American Asset Recovery, LLC (“AAR”) d/b/a Hound Dog Recovery.  To get the business rolling, Grelock and Cline personally guaranteed a bank loan for AAR to purchase a motor vehicle for the business.  Unfortunately, the business was not very successful—it had substantial debts and…

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