Choice of entity-general

DELAWARE LIMITED PARTNERSHIP DECISIONS

On rare occasions, LLC lawyers should form limited partnerships rather than multi-member LLCs for their clients.  This means that these lawyers should keep abreast of important limited partnership cases.  Two such cases, both decided by the Delaware Supreme Court, are addressed in the new post by Peter Mahler under the link below.  Both cases demonstrate […]

NEW BLOG POST ABOUT WHETHER OWNERS OF REAL PROPERTY ARE HOLDING THEIR PROPERTY AS TENANTS IN COMMON OR AS PARTNERS IN A PARTNERSHIP

Perhaps as many as a third of all LLCs are real estate holding companies.  Hence the importance for LLC formation lawyers of the new blog post under the link below.  The post addresses the question whether real property owners should hold their real property as tenants in common or as partners in a partnership (e.g., […]

PETER MAHLER BLOG POST ABOUT NEW CASES ABOUT STATE-LAW PARTNERSHIPS

Peter Mahler’s blog post under the link below concerns three recent New York cases concerning state-law partnerships, not LLCs.  But a key lesson implicit in these cases is that business people should avoid the use of state-law partnerships—and should convert existing state-law partnerships into LLCs—not only because of liability issues but also because state-law partnership […]

THE VALUE OF FAMILY BUSINESS ENTITIES

The following link is to a recent blog concerning the value of business entities in holding and conducting family-owned businesses: http://www.lexology.com/library/detail.aspx?g=32903a39-fd0e-41eb-9d2f-b0378d23b043

ARTICLE ON GENERAL PARTNERSHIPS VS. LLCS

I’ve just published the article under the link below in a number of New Hampshire journals, and the law governing the general partnerships and LLCs discussed in the article is New Hampshire law.  However, I think the main points under the article apply in most or all other U.S. jurisdictions. The basic point in the […]

BENEFIT CORPORATIONS

Roughly, benefit corporations are state-law business corporations whose directors and officers are protected from shareholder fiduciary claims by state corporate law if they seek social benefits to the detriment of corporate profits.  Below is a link to a post about recent changes in Delaware benefit corporation law. It’s also readily possible to structure LLCs in […]

CHOICE OF ENTITY IN REAL ESTATE TRANSACTIONS

Here is a link to a useful blog post by the Fox Rothschild law firm on the above subject:  http://realestatecounsel.net/2015/02/23/real-estate-private-equity-choice-of-entity-considerations/.

S CORP STATISTICS AND LLCS

I happened to be reviewing the latest publication of the IRS’s Statistics of Income lately, and I decided to check their statistics about how many S corporations have only one shareholder, how many have two, etc.  This is significant for LLC practice for the simple reason that LLCs, like state-law business corporations, are generally small, […]