Illinois Bar Journal


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Articles on Limited Liability Companies

LLCs are member-managed unless operating agreement specifies otherwise, all members may request records, and other extensive changes to governing law for LLCs October 2016 Illinois Law Update, Page 18 Amendments to the Limited Liability Company Act provide that LLCs are member-managed unless their operating agreement specifies otherwise, and amendments clarify provisions regarding the duty to allow members to inspect and copy records.
Proposed legislation makes sweeping changes to the Illinois LLC Act By Matthew Hector July 2016 LawPulse, Page 12 Among other changes, the new law - which draws from the Revised Uniform Limited Liability Company Act - would allow LLC members and managers to waive some fiduciary duties.
Bankruptcy and the Series LLC: Can Creditors Pierce the Veil? By John T. Wagener and Kenneth D. Peters May 2014 Article, Page 236 The Series LLC gives sweeping liability protection to those who use it. But will it shield an umbrella entity in bankruptcy and under UCC Article 9 from liability incurred by debtor subunits?
Sole member of LLC shielded from personal liability for alleged frauds committed by LLC March 2014 Illinois Law Update, Page 120 On December 20, 2013, the Illinois First District Appellate Court, as a matter of first impression, held that the sole member of a limited liability company (LLC) that sold a condominium unit was not personally liable for alleged frauds committed by that LLC.
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.
LLC formation in Illinois or Delaware: What’s Best for Your Client? By Elizabeth A. Prendergast September 2011 Article, Page 468 A look at key differences between the Illinois and Delaware LLC statutes and how they might affect hypothetical clients.
Post-Pueblo: Liability During Administrative Dissolution By Owen R. Burgh and Terrence J. McConville September 2011 Column, Page 476 LLC members and managers are protected from personal liability even after the LLC is involuntarily dissolved. Here's a call for change.
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.
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?
State authorizes creation of Low-Profit LLCs. PA 096-0126 May 2010 Illinois Law Update, Page 236 State lawmakers recently allowed for the creation of Low-Profit Limited Liability Companies (called L3Cs) for groups advancing educational or charitable purposes.
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.
2009 Spring Session Roundup By Jim Covington August 2009 Column, Page 396 A summary of key legislation.
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.
Correspondence from Our Readers October 2008 Column, Page 490 The Second and Fourteenth Amendments
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.    
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?
Correspondence from Our Readers March 2007 Column, Page 114 Series LLC Pitfalls.
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.
Fair Value Redux By Lin Hanson June 2006 Column, Page 318 Proposed legislation would clarify LLC minority shareholders' rights and remedies.
New naming guidelines issued for limited liability companies February 2006 Illinois Law Update, Page 68 Part 178 of Title 14, known as the Limited Liability Company Act, has been amended by the Secretary of State in two pertinent parts, effective November 28, 2005.
New naming guidelines issued for limited partnerships and limited liability partnerships February 2006 Illinois Law Update, Page 68 The Secretary of State has amended Part 171 of Title 14, 14 Ill Adm Code 171, also known as the Uniform Limited Partnership Act. 
LLC Potpourri By Lin Hanson December 2005 Column, Page 646 Series LLCs are a valuable tool, but they're expensive. here are some money-saving tips.
Are series LLCs right for your clients? By Helen W. Gunnarsson November 2005 LawPulse, Page 558 This form of business organization, newly authorized in Illinois, can help some clients limit personal liability while enjoying certain advantages of partnership.
Limited Liability Company Act revised - PA094-0607 October 2005 Illinois Law Update, Page 506 Effective August 16, 2005, the Limited Liability Company Act (805 ILCS 180) (Act) is revised by altering section 50-10 and adding section 37-40.
A bouquet of business-friendly bills By Helen W. Gunnarsson September 2005 LawPulse, Page 438 Thanks to the Illinois General Assembly, purveyors of business advice have good news to deliver to their clients.
Planning for Business Breakups By Lin Hanson September 2005 Column, Page 482 Pre-planning helps make endings happy – or at least less unhappy.