Anatomy of a Contract – Introduction

| May 3, 2013

This is the first in a series of articles walking through the anatomy of a contract.  The intent is to demystify the various components/legalese that comprise a contract. Clients often draft and sign contracts without advice of counsel.  Such agreements typically do a good job in summarizing the business deal but frequently contain nothing else. […]


Asset Protection with Single Member LLCs in the aftermath of Olmstead

| August 27, 2010

The long awaited decision in Olmstead v. FTC raises questions as to how much the plain language of the various LLC acts apply to single-member LLCs.  Even though LLCs are rooted in partnership law they bear many corporate characteristics (the ability to have just one member being one of them).  But even as the various […]


“Fair Value” ambiguity in Illinois

| March 30, 2010

Effective 2007 Illinois amended the definition of “fair value” in the Business Corporation Act (Sections 805 ILCS 5/6.15, 11.70(j)(1), and 12.56(e)) to exclude the use of minority discounts and, absent extraordinary circumstance, lack of marketability in valuing shares.  This provided legislative guidance to the courts on how to determine fair value by remedying the absence of […]


Filing fees and entity choice in Illinois

| March 28, 2010

A couple of hundred dollars should not deter an entrepreneur from his or her desired entity choice.  But it often does.  A new venture typically does not have a revenue stream set up and business owners are eager to limit their cash out flow.  Illinois does not help matters with an odd filing fee structure […]