Subject Index Corporations

A New Day for LLCs in Illinois

By Matthew E. Misichko
January
2019
Article
, Page 24
Attorneys who have business clients or who are forming businesses in Illinois now have new strategic opportunities when drafting operating agreements, thanks to recent Illinois Limited Liability Company Act amendments.

Depositions Under Illinois Law: The Federal Example

By Roy Dripps
June
2018
Article
, Page 38
Yes, you can depose a corporation, and Illinois Supreme Court Rule 206(a)(1) sets out the process. The bad news: Illinois courts have said little about the Rule. The good news: Plenty of federal rulings have interpreted FRCP 30(b)(6), the model upon which the Illinois rule is based.

Reduced filing fees under the Limited Liability Company Act

April
2018
Illinois Law Update
, Page 16
Amendments to the Limited Liability Company Act (805 ILCS 180/50-10) reduce some fees in the fee schedule for limited liability companies filing documents with the Secretary of State to match the fees for similar documents in the fee schedule for corporations.

Can You Pierce the Veil of an Illinois LLC?

By Sandra D. Mertens
July
2015
Article
, Page 46
Can the veil of limited liability be pierced in a statutory Illinois LLC? Courts have struggled to decide.
1 comment (Most recent July 2, 2015)

Meeting and vote required for dissolution of non-profit residential cooperatives

January
2014
Illinois Law Update
, Page 16
The General Not For Profit Corporation Act of 1986 has been amended to impose new requirements on nonprofit corporations organized for the ownership or administration of a residential cooperative property.

Nonprofits now allowed for agricultural compost cooperatives

January
2014
Illinois Law Update
, Page 16
The General Not For Profit Corporation Act of 1986 has been amended to allow for the formation of nonprofits for the purpose of cooperatively owning and operating agriculture-based anaerobic digestion systems.

Decisions, Decisions: Helping Clients Choose the Right Business Entity

By Sherwin D. Abrams
October
2013
Article
, Page 530
Should your client organize as a corporation? An LLP? An LLLP? An L3C? This back-to-basics article identifies the entities and the factors to consider when choosing among them.

Limiting Claims Against Dissolved Corporations

By William A. Price & Brian Caster
June
2013
Column
, Page 312
The Dissolution Statute requires claims to accrue before the dissolution or be denied, the high court rules.

Should Derivative Legal Malpractice Be Allowed in Illinois?

By Timothy J. Miller
February
2013
Article
, Page 96
Should shareholders who have no relationship with a corporation's lawyer be able to bring a legal malpractice suit on behalf of the entity? This author says "no."

Shareholder Drag-Along Rights in Illinois

By Markus May
June
2012
Article
, Page 320
Drag-along rights let majority shareholders force others to sell at the same price and on the same terms, making the shares more valuable. The author argues they should be enforceable in Illinois and offers a checklist for drafting drag-along provisions.

Non-U.S. Corporations: Do You Know One When You See It?

By Stephen Proctor
December
2011
Column
, Page 638
Corporations are often treated differently than other businesses for jurisdictional purposes.

Doing Well and Doing Good: Low-Profit Limited Liability Companies

By Bradford E. Block
June
2011
Article
, Page 310
Low-profit LLCs - "L3Cs" - can attract investment that conventional nonprofits cannot, and Illinois is one of the few states that allow them. Here's how they work.

Recent Business Legislation and Trends: the Secretary of State’s Perspective

By Michelle Nijm & Terrence J. McConville
March
2011
Column
, Page 158
Among other changes, corporate filings now need only be made with the SOS, not with counties.

Spooky Tales from the Malpractice Coverage Campfire

By Karen Erger
February
2011
Column
, Page 104
Don't let exclusions in your malpractice coverage give you a scary surprise.

Advancing D&O Litigation Expenses: The Power of the Perk

By Jennifer A. Waters & Peter V. Baugher
January
2011
Article
, Page 36
Many companies promise officers and directors an advance of litigation expenses for suits filed against them. But employers may be surprised by the potential costs of this perk.

Personal jurisdiction found over out-of-state corporation in retaliatory discharge case

January
2011
Illinois Law Update
, Page 16
On November 5, 2010, the Appellate Court of Illinois, Fourth District, reversed and remanded a decision of the Circuit Court of Champaign County, finding personal jurisdiction over a California corporation in a retaliatory discharge case.

“They’re Bad-Mouthing the Business”: Suing for Defamation and Related Claims on Behalf of a Corporation and its Officers

By Joseph J. Siprut
October
2010
Article
, Page 528
Your business client wants you to respond to lies told by competitors or others. What now? This article reviews the options.

Distributions By a Business Entity - Cautions for Owners and Their Counsel

By Sherwin D. Abrams
September
2010
Column
, Page 484
Make sure your business clients aren't opening themselves to disgruntled claimants.

Fiduciary Duties of Shareholders of Closely Held Corporations

By Keith H. Berk, Scott A. Josephson, & Miriam Volchenboum
March
2010
Article
, Page 148
Shareholders of closely held corporations are held to a higher fiduciary standard than those of publicly traded organizations. Find out how.

So you want to be house counsel

By Helen W. Gunnarsson
January
2010
LawPulse
, Page 10
Be sure to give your prospective employer a thorough going-over before you say "yes".

Electronic Voting for Nonprofits

By Michael J. Huft
December
2009
Column
, Page 634
Learn about new amendments to the Illinois General Not For Profit Corporation Act.

When Can You Defend Both a Corporation and Its Officers?

By Richard L. Miller II & Joshua E. Liebman
December
2009
Article
, Page 618
When they're sued, corporations and their officers often turn to the corporation's lawyer. But look out for conflicts of interest before you undertake joint representation.

Two Corporate Communications Your Client May Be Getting

By Stephen Proctor
June
2009
Column
, Page 312
One should be ignored. The other must be reviewed and answered carefully.

When it comes to corporate governance, formalities matter

By Helen W. Gunnarsson
April
2009
LawPulse
, Page 168
Help your corporate clients understand the importance of - and comply with - formalities such as preserving minutes, buying enough insurance, and the like.
1 comment (Most recent September 2, 2010)

Directors’ Duty to Creditors

By Lin Hanson
March
2009
Column
, Page 152
If a corporation becomes insolvent, directors and officers owe a duty to creditors.

Helping Clients Observe Corporate Formalities

By Lin Hanson
December
2008
Column
, Page 640
By helping corporate clients with minutes, meetings and more you demonstrate your business value.

The Business Corporation Act’s “Quickie” Claim Bar

By Lin Hanson
September
2008
Column
, Page 480
 Dissolving corporations can use this to reduce the period during which they remain liable.

Asked and Answered

July
2008
Column
, Page 369
Is a spouse entitled to corporate assets?

Successor Liability in Illinois

By George W. Kuney
March
2008
Article
, Page 148
Find out when creditors and tort victims can sue the buyer of a business for the debts and torts of the seller.

Does the LLC Make the Illinois Close Corporation with S Election Obsolete?

By Gail Petravick & Coleen Troutman
October
2007
Article
, Page 532
The LLC has many benefits and few negatives for closely held businesses. Will it make the Subchapter S election obsolete?

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