lawyers.com - Untitled 24

Disclosure of Material Facts

The duty of disclosure is a component of the duty of loyalty, but it also implicates the director's obligation to act with due care and in good faith. As part of the duty of care, a director should reveal all relevant...

Business & Corporate Entities: Corporations

Lawyers and doctors in the past often have conducted their businesses through corporations known as professional corporations. Such corporations served dual purposes: to shield the lawyer or doctor from personal liability for the debts and...

Medallion Signature Guarantees

Transfer agents and issuers of securities, pursuant to the Uniform Commercial Code, may require a guarantee of the validity of the signature of the person transferring the securities in order to prevent a fraudulent transfer. The Securities and...

Disclosure of a Corporate Opportunity

Generally, a corporate director breaches the duty of loyalty if she seizes a business opportunity for herself that the corporation was financially capable of undertaking or in which the corporation had a reasonable...

Formation and Operation of a Nonprofit Corporation

Nonprofit corporations are a useful tool for organizing for charitable, educational, religious, literary, or scientific purposes while reducing the risk of individual liability in accomplishing those goals. A nonprofit corporation is often...