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Business Entities Corporate Governance

Hogan Lovells

Court of Chancery rules that supermajority voting provision did not apply to conversion

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In Gunderson v. The Trade Desk, Inc., the Delaware Court of Chancery held that a company’s conversion pursuant to Section 266 of the Delaware General Corporation Law (DGCL) did not require a supermajority vote because that...more

Holland & Knight LLP

Colombia emite nuevo informe de la Superintendencia de Sociedades

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La Superintendencia de Sociedades de Colombia, el 14 de marzo de 2025, emitió una circular externa encargada de integrar las disposiciones de presentación de los informes 75, 58 y 67, así como de la adición del Informe 08 –...more

Bracewell LLP

Texas Adopts Significant Pro-Business Corporate Law Reforms

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With a pair of bills signed by Texas Governor Greg Abbott on May 14, 2025, and May 20, 2025, Texas took a major step in positioning itself as the pro-business jurisdiction of choice for public and private companies. The...more

Bradley Arant Boult Cummings LLP

New Formation and Governance Considerations: Taking Advantage of Texas SB 29

Texas Gov. Greg Abbott signed into law Senate Bill 29 (SB 29) on May 14, 2025. SB 29 amends the Texas Business Organizations Code’s (TBOC) provisions regarding corporate governance, director and officer liability, shareholder...more

Ius Laboris

The EU ‘Stops the Clock’ on the CSRD: What You Need to Know

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On 16 April 2025, the so-called 'Stop the Clock' Directive was published. It postpones the application dates of certain provisions contained in the Corporate Sustainability Reporting Directive ('CSRD') and the Corporate...more

Fenwick & West LLP

Texas Adopts Law Permitting Limits on Shareholder Proposals

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On May 19, 2025, Texas Gov. Greg Abbott signed Senate Bill No. 1057 (SB 1057) into law....more

Nelson Mullins Riley & Scarborough LLP

New Texas Law Enhances Executive Protections, Streamlines Disputes, and Expands Litigation Control

On May 14, 2025, Texas Governor Greg Abbott signed Senate Bill 29 (S.B. 29) into law, aiming to attract more entities to form in and relocate to Texas. The bill amends the Texas Business Organizations Code to enhance legal...more

Hendershot Cowart P.C.

Texas Senate Bill 29: New Business Liability Protections and Governance Reforms for SMBs

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Texas Senate Bill 29 (SB 29), signed into law by Governor Abbott on May 14, 2025, and effective immediately, introduces substantial changes to the Texas Business Organizations Code that affect how businesses operate in the...more

International Lawyers Network

Establishing a Business Entity in the Philippines (Updated)

I. Types of business entities - As a general rule, foreign equity is allowed to conduct and participate in business in the Philippines, through any of the following modes: 1. By investing in a domestic stock...more

Vinson & Elkins LLP

Actions for Corporations to Obtain the Benefits of Amendments to the Texas Business Organizations Code

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On May 14, 2025, Texas Governor Abbott signed Senate Bill 29 (“S.B. 29”) into law, significantly reforming the Texas Business Organizations Code (“TBOC”) to promote Texas as a preferred state of incorporation for both public...more

Patton Sullivan Brodehl LLP

You Come at the LLC Manager, You Best Not Miss

In a popular TV series (The Wire), a well-known quote is: “You come at the king, you best not miss.” The idea is that if you’re taking the risk of attacking someone at the top, you better not miss your shot....more

International Lawyers Network

Establishing a Business Entity in Portugal (Updated)

Portugal has circa 10,3 million resident inhabitants and most of its population lives in sunny coastal areas. Important cities include the capital Lisbon, Porto (in the north), Coimbra (in the center), Faro (in southern...more

Fox Rothschild LLP

Prepare Now for Changes to the Minnesota Business Corporation Act

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Minnesota corporations should review their articles and bylaws to determine whether they should be updated in light of recently enacted amendments to the Minnesota Business Corporation Act (MBCA), which take effect on Aug. 1,...more

International Lawyers Network

Establishing a Business Entity in Romania (Updated)

1. Types of Business Entities - When entering the Romanian market, foreign investors have the option of incorporating a new legal entity with a Romanian legal personality, or setting up a unit of a foreign mother...more

Katten Muchin Rosenman LLP

Texas Governor Signs New Business-Friendly Governance Law to Promote In-State Corporate Growth: Senate Bill 29 Analysis

On May 14, 2025, Texas Governor Greg Abbott signed Senate Bill 29 (SB 29), which had been passed by the Legislature on May 7. The Bill, effective immediately, amends various provisions of the Business Organizations Code to...more

Holland & Knight LLP

Podcast - Betty... embargaron Ecomoda

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En este episodio de "A Lo Legal En Par Minutos", nuestro socio Edwin Cortés y Catalina Gutiérrez, abogada de litigios, conversan sobre una línea argumental de la telenovela colombiana "Betty la Fea" en la que se hace evidente...more

Troutman Pepper Locke

Champion Blue LLC: Kentucky’s Play to Reshape College Athletics

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Recently, the University of Kentucky took an interesting step in the context of collegiate athletics by converting its athletic department into a limited liability company (LLC), named Champions Blue LLC. This structure makes...more

Husch Blackwell LLP

Arizona Legislature Amends Captive Insurer Provisions of Insurance Code

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On May 7, 2025, Arizona Governor Katie Hobbs signed House Bill 2193 into law after the bill passed in the Arizona legislature in late April. HB 2193 amends the captive insurer section of the Insurance Code by reducing the...more

Foley & Lardner LLP

Passage of Senate Bill 29 Positions Texas as a Leading State for Incorporations

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On May 7, 2025, the Texas Legislature passed Senate Bill No. 29, which introduces a series of corporate reforms that aim to make Texas the preferred jurisdiction for legal domestication. Because S.B. 29 received a 2/3rd...more

Latham & Watkins LLP

“Stop the Clock” Directive Grants Delays in Corporate Sustainability Reporting and Due Diligence

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The European Council has approved the Directive, which offers a temporary relief to companies facing requirements under the CSRD and CSDDD....more

Procopio, Cory, Hargreaves & Savitch LLP

Strategies for Startups at Foundation

Startup founders need to know the key documents for startup formation, entity selection, governance, and operational basics if they want to succeed. Paul Johnson, Procopio's Emerging Company and Venture Capital practice...more

International Lawyers Network

Establishing a Business Entity in New Zealand (Updated)

TYPES OF BUSINESS ENTITIES - There are various entities available in New Zealand from which a business can be operated. The most commonly adopted entities are: 1. Company (including Incorporated Joint Venture (JVC))...more

Allen Matkins

In More Bad News For Delaware, Nevada Legislature Proposes To Allow Jettisoning Jury Trials For "Internal Actions"

Allen Matkins on

I have previously noted certain provisions of a bill amending Nevada's business entity statutes, AB239.  See Nevada Bill Would Impose A Duty That Directors Be Informed and Nevada Bill Would Expressly Allow Directors To...more

Carey Olsen

Doing business in the Cayman Islands guide (Legal 500)

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The Cayman Islands is a common law jurisdiction, which is based on the English model. It comprises statute law and binding case precedents. English and British Commonwealth case authorities are generally persuasive, but not...more

Mayer Brown

Précisions sur les conditions de requalification d’une convention de management fees en acte anormal de gestion

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La Cour administrative d’appel de Marseille, statuant sur renvoi du Conseil d’État, a estimé que la société ne démontrait ni l’existence de prestations effectives distinctes de celles de son gérant, ni une volonté claire de...more

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