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Business Entities

Goulston & Storrs PC

Corporate Transparency Act 2.0 – Narrowing Reporting Requirements

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On March 21, 2025, the Financial Crimes Enforcement Network (“FinCEN”) issued an interim final rule that significantly changes the reporting requirements under the Corporate Transparency Act (“CTA”).  This alert summarizes...more

Wyrick Robbins Yates & Ponton LLP

FinCEN Issues Revised Corporate Transparency Act Rule; Domestic Companies Exempt

On March 21, 2025, the Financial Crimes Enforcement Network (“FinCEN”) issued an interim final rule under the Corporate Transparency Act. The revised rule changes the definition of “reporting company” to mean any entity that...more

United States Tax Planning for Foreign Founders Moving to the US: Planning for Qualified Small Business Stock Benefits

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Many non-US startup founders initially incorporate in their home country and then decide to reincorporate or create a subsidiary in the US. There are many advantages for foreign founders to move operations to the US,...more

PilieroMazza PLLC

Managing Litigation Risk During the Business Lifecycle, Part 1: Entity Formation and Organization

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Starting and operating a business—whether a small business, startup, or government contractor—involves a myriad of risks, many of which can lead to costly and potentially damaging litigation. While these risks evolve over the...more

Morris James LLP

Delaware Supreme Court Affirms Chancery Decision in Section 225 Control Dispute

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Ravindran v. Glas Trust Co. LLC, No. 463, 2023 (Del. Sept. 23, 2024) - In affirming the Court of Chancery’s determination in a Section 225 action that Timothy Pohl (“Pohl”) was the sole director and officer of a Delaware...more

Conyers

Adapting the Machinery

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The Case of Changyou.com Ltd v Fourworld Global Opportunities Fund Ltd and 7 others 2025 UKPC 12 - In a judgment handed down on 11 March 2025, the Privy Council has upheld the amendments made to sections 238(2)-(5) of the...more

Venable LLP

Type F Reorganizations: General Overview and the Problem of Dissenting Shareholders

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Choosing the type of entity to form and where to form it are two of the most common early legal decisions that founders make when they start their own businesses. Founders typically register their companies in the state where...more

Robins Kaplan LLP

Navigating General and Limited Partnerships: Common Pitfalls and How to Avoid Them

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Choosing the right business structure is critical for the operation of a business. General and limited partnerships are common business structures for those wanting to enter business together. While both partnerships offer...more

Schwabe, Williamson & Wyatt PC

OP-ED: Catching Up on Oregon’s Updated Regulation of Architects

Back in 2023, with little fanfare, the Oregon Legislature passed Senate Bill 224: long overdue legislation that modernized the regulation of the practice of architecture in the state. Though the changes have been in effect...more

Butler Snow LLP

A “Course Correction” to Delaware’s General Corporation Law May be on the Horizon

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On February 17, 2025, the Delaware General Assembly introduced a bill seeking to amend two sections in the General Corporation Law: Sections 144 and 220 of Title 8. On March 12, 2025, the Senate introduced a substitute for...more

Conyers

Cayman Islands Foundation Companies as Private Trust Companies

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The Cayman Islands has long been a leading jurisdiction for wealth management, offering innovative structures that cater to the complex needs of high-net-worth individuals and families. One such structure is the Foundation...more

Orrick, Herrington & Sutcliffe LLP

Risk and Reward: How Starting Your Business as an LLC Could Impact QSBS Tax Savings

As a founder, deciding whether to organize your business as a corporation or a limited liability company (LLC) is a crucial first step. Corporations are often favored for their ability to attract venture capital and offer...more

Otten Johnson Robinson Neff + Ragonetti PC

A Continuing Saga of CTA Uncertainty

On February 27, 2025, FinCEN published guidance related to the Corporate Transparency Act (the “CTA”) taking the position that it would not “issue any fines or penalties or take any other enforcement actions against any...more

Robins Kaplan LLP

A New York Partnership?

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In determining whether parties are, in fact, in a partnership depends on the conduct of the parties. Titles, labels, and disclaimers are often meaningless. Consider this scenario: In a New York City bar, two successful...more

Vinson & Elkins LLP

Should You Consider Texas as Your Jurisdiction for a U. S. Corporation?

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In the United States, companies can incorporate in any state of their choosing, regardless of where the company is headquartered or operates. The corporate law of the selected state will govern the internal affairs of the...more

International Lawyers Network

Establishing a Business Entity in India (Updated)

1. Types of Business Entities - 1.1 Description of the types of entities available in India through which to conduct business: A foreign entity may establish a business presence in India by: • opening a liaison...more

IR Global

Accountants Advising on Ownership Structure

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An Accountant based in Atlanta, Georgia provided valuable advice to a new Client who was starting a kitchen design business with a business partner....more

Fenwick & West LLP

Delaware Senate Unanimously Approves Proposed Corporate Law Amendments

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On March 13, 2025, the Delaware Senate unanimously approved proposed amendments to the Delaware General Corporation Law, which would, among other things, provide a new safe harbor for “interested” transactions involving...more

Fox Rothschild LLP

A(nother) Cautionary Tale on the Importance of Operating Agreements

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To practitioners familiar with internal disputes involving closely held companies, the allegations in Lafayette Village Pub, LLC v. Burnham, 2025 NCBC 8, are nothing new. The member running the business (allegedly) made bad,...more

International Lawyers Network

Establishing a Business Entity in Hungary (Updated)

1 COMPANY FORMS - The following company forms are available in Hungary: (i) general partnership (Kkt.); (ii) limited partnerships (Bt.); (iii) limited liability company (Kft.); (iv) private company limited...more

Skadden, Arps, Slate, Meagher & Flom LLP

Reminder: New Jersey Pay-to-Play Form BE Due March 31, 2025

The annual filing for state and local contractors required under New Jersey Chapter 271 (Form BE) is due March 31, 2025. As we have described in previous client alerts, this report must be filed by a business entity if it...more

Robinson & Cole LLP

Legal Update: New Rulemaking Announced: Treasury Department Suspends Reporting, Enforcement and Fines under the Corporate...

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How Did We Get Here? The Corporate Transparency Act (CTA) went into effect on January 1, 2024, and was enacted as part of the Anti-Money Laundering Act of 2020....more

International Lawyers Network

Establishing a Business Entity in Hong Kong (Updated)

ESTABLISHING A BUSINESS ENTITY IN HONG KONG - 1. Introduction - Hong Kong as an international centre for finance, commerce and trade is often considered as one of the most attractive places to do business owing to its...more

A&O Shearman

UK Register of Overseas Entities (Protection and Trusts) (Amendment) Regulations 2025

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The Register of Overseas Entities (Protection and Trusts) (Amendment) Regulations 2025 were published, alongside an explanatory memorandum. The Regulations amend the Register of Overseas Entities (Delivery, Protection and...more

Bricker Graydon LLP

“O-H!” “I-N-C!”

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Consider incorporating in the Buckeye State - the home of championship college football teams and sensible, business friendly corporate laws. Recent developments have called into question the prevailing wisdom of choosing...more

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