Publications

Articles on Business Law

Downsizing Shareholders’ Fiduciary Duties

By Lin Hanson
June
2011
Column
Page 314
The fiduciary obligations of corporate shareholders get a trim.

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

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

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

By Jennifer A. Waters and 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.

(Asset) Buyer Beware

By Sherwin D. Abrams
December
2010
Column
Page 644
Warning to buyers of going businesses: you may be buying some of your sellers' liabilities.

Business Lawyers and the New Ethics Rules

By Markus May
October
2010
Column
Page 540
It's now easier to represent multiple clients, and to practice in Illinois if you're from out of state.

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.

LLC Members by Default?

By Lin Hanson
June
2010
Column
Page 328
If an LLC member loses her shares, to what extent does a creditor stand in her shoes?

Organization as Client - a Continuing Dilemma for Business Lawyers

By Stephen Proctor
March
2010
Column
Page 160
It's an ethics problem under the old and new rules alike.

Is Selling Title Insurance a “Business Transaction”?

By Joseph R. Fortunato and Steven B. Bashaw
January
2010
Column
Page 50
A reference to the sale of title insurance in the new rules has some lawyers concerned.

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.

Managers’ Fiduciary Duty: Fixing the Illinois LLC Act

By Lin Hanson
September
2009
Column
Page 474
LLC members who exercise the power of a manager now owe a fiduciary duty to the company.

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.

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?

Don’t Use an LLC for asset protection

By Lin Hanson
June
2008
Column
Page 314
Learn how creditors can get at an llC member's personal assets.

Puelo v Topel: the Court Got It Wrong

By Lin Hanson and Charles (Bud) W. Murdock
March
2008
Column
Page 158
Puelo wrongly held that a dissolved LLC was on the hook for liabilities incurred after the dissolution.    

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.

LLCs and Asset Protection

By Lin Hanson
December
2007
Column
Page 662
LLCs afford clients protection from creditors, but not unlimited protection.

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

By Gail Petravick and 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?

How the Business Services Department Can Help You

By Lin Hanson
September
2007
Column
Page 492
Online filing? Advance review of filings? The SOS offers that and more.

Helping Business Owners Avoid Personal Liability

By Markus May
June
2007
Article
Page 310
A recent case describes how business owners should run their companies as separate entities to avoid being held personally liable.

Simultaneous Offers for Partnership Break-Ups

By Lin Hanson
June
2007
Column
Page 328
Is your client ready to break up with a business partner? If so, here's some advice.

LLC Operating Agreements

By Lin Hanson
March
2007
Column
Page 152
Written agreements allow you to define relationships among shareholders, members, and partners.

Series LLCs: Practical Pointers and Tax Implications

By Randall H. Borkus and Kimberly J. Myers
January
2007
Article
Page 22
Beware the danger in failing to properly separate assets in the series, and note unanswered tax questions.

Shareholder Agreements in Illinois

By Lin Hanson
December
2006
Column
Page 680
The history of - and practice pointers about - shareholder agreements for close corporations.

Corporate Voting

By Lin Hanson
September
2006
Column
Page 500
A refresher course on corporate voting rights.

Fair Value Redux

By Lin Hanson
June
2006
Column
Page 318
Proposed legislation would clarify LLC minority shareholders' rights and remedies.

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