Business and Securities Law Forum

The newsletter of the ISBA’s Section on Business and Securities Law

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2010 Articles

Attachment and perfection of security interests in LLC membership interests By Adam M. Fleming December 2010 Some keys to understanding the Limited Liability Company and membership interests.
Courts should avoid making sausage out of an LLC member’s interest during collection proceedings By Jonathan Linnemeyer January 2010 Despite the relatively unambiguous language of Section 30-20 of the Illinois Limited Liability Company Act (805 ILCS 180/30-20) (“Section 30-20”), it appears some courts have difficulty addressing the rights of judgment creditors seeking to satisfy a judgment through a limited liability company member’s interest.
Fraud Enforcement and Recovery Act of 2009 By Howard Z. Gopman May 2010 A brief summary of the criminal and civil provisions of the Act.
The impact of the Dodd-Frank Act on private placements and investment advisers By Zane M. Cohn December 2010 A discussion of the effects of the Dodd-Frank Wall Street Reform and Consumer Protection Act upon private placements of securities and investment advisers.
Is a dissenting shareholder’s “fair value” reduced by the potential income taxes and expenses of the sale and dissolution of the corporation when the sole asset of the corporation is one parcel of real estate? By Donald L. Shriver January 2010 On July 23, 2009, the Second District Appellate Court issued its decision “vacating and remanding” the Winnebago County trial judge’s decision in Brynwood Company v. Schweisberger et al. 912 NE 2d 1281 332 Ill Dec 395 (2nd Dist. 2009.)
New Illinois law streamlines corporate filing requirements By Kathryn A. Watson December 2010 A look at recently enacted legislation intended to reduce the costs and redundancy of document filing requirements.
Potential revision to ethics rules to facilitate out-of-state practice for transactional attorneys? By Markus May December 2010 The Corporation, Securities and Business Law Section Council is seeking input from members regarding the pros and cons of modifying Illinois Ethics Rule 5.5.
SEC issues interpretive guidance on climate change disclosure requirements for public companies By Dustin T. Till June 2010 The SEC has published a new interpretive document intended to inform public companies of their obligation to disclose to investors the impacts on their businesses—both positive and negative—of existing and proposed climate change laws and regulations.
The significance of share transfer restrictions for closely held corporations By Derek P. Usman May 2010 Without an agreement restricting share transfers, corporate shares would be freely transferable and prevent the remaining shareholders from maintaining a desirable ownership structure.
You say tomato, I say tomahto: Court holds Illinois Sureties Act applicable to guarantors By Kenneth J. Ashman & Bardia Fard June 2010 The decision in JP Morgan Chase Bank, N.A. v. Earth Foods, Inc. makes available to a guarantor those defenses previously only available to a surety under the Sureties Act, and the decision may have repercussions for similar statutes across the United States.