While it may be true that the corporate entity is only a legal fiction, there is nothing fictitious about the legal problems encountered by the attorney who represents corporations and those who deal with corporations.
In addition to all the traditional questions of corporate governance, the increasing use and popularity of closely held and professional corporations has spawned a new generation of corporate law problems.
The attorney who counsels corporations, corporate officers, directors, and shareholders faces the task of offering accurate and precise guidance on a wide range of corporate legal matters.
NLRG's extensive experience in researching and analyzing corporate law problems can be an invaluable aid to an attorney who either must offer advice on proposed corporate actions or must handle litigation of corporate law disputes. Typical of the problems that may arise are the following:
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CORPORATE FORMATION:
Proper creation of the corporation, S corporation, C corporation, LLC
Issuance of stock, and the propriety of the consideration for the stock
Watered stock and securities fraud
Effect on the corporation of contracts by corporate promoters
CORPORATE ACTIONS
Statutory limitations on corporate powers and requirements for increasing corporate powers
Interpretation of corporate charter and bylaws
Corporate and individual liability on contracts and obligations
Requirements of voting and notice on corporate transactions
OFFICERS AND DIRECTORS
Fiduciary duty of officers and directors
Usurpation of corporate opportunities
Mismanagement and waste of corporate assets
Unfair competition by officers and directors
SHAREHOLDERS
Stockholders' rights to vote and notice
Right to inspect corporate books
Restrictions on transfer of stock
Shareholder derivative actions
Freeze-outs and squeeze-outs of minority shareholders
Right to dividends
Shareholders agreements
Majority shareholder's rights
LIABILITY
Individual liability of officers and directors
Business judgment rule
Liability of shareholders for corporate obligations
Piercing the corporate veil
Liability of parents for debts of subsidiaries
DISSOLUTION
Mechanics of corporate dissolution
Dissolution as remedy for corporate abuse
Corporate deadlock
Liability of shareholders and directors after dissolution
CLOSELY HELD AND PROFESSIONAL CORPORATIONS
Disregarding the corporate entity
Buy-sell agreements
Preemptive rights
Noncompetition agreements
Fiduciary duties
Our team of corporate law attorneys can assist you with your legal research and writing to help you win your case. Submit your case to the form or call us to discuss your case.
Testimonials
"Great job! Jeremy Taylor is very good to work with."
—Glenn C. McGovern, New Orleans, LA
"Nice job on quick turnaround. My co-counsel, and even my opposing counsel, complimented me on the letter I wrote based on your research and our conversation."
—Christopher Colt North, Newport News, VA
"Alistair always does outstanding, high-quality work and is always timely."
—Samuel Moore, Annendale, VA
MEET A FEW OF OUR TOP Corporate LAW research ATTORNEYS
B.A., The Johns Hopkins University, 1986. J.D., University of Virginia Law School, 1989. Member, Connecticut Bar. Before joining NLRG in 1992, Paul was an associate, practicing in general corporate, securities, and institutional finance law with a Hartford, Connecticut, firm. Read Full Bio
B.A., University of Virginia, 1994. J.D., University of Florida Law School, 1998. Member, Maryland & D.C. Bars. Admitted, Fourth Circuit Court of Appeals. Prior to joining NLRG, Alistair clerked for a Maryland circuit court judge & worked in the litigation department of a Washington, D.C.-based firm. Read Full Bio
B.A., College of William and Mary, 1983. J.D., Marshall Wythe School of Law, College of William and Mary, 1986. Member, Virginia, U.S. Fourth Circuit & Eleventh Circuit Courts of Appeals Bars. Jeremy joined NLRG in 1986 and is the editor of our Products Liability Update.
B.A., Brigham Young University, 1989. J.D., Marshall Wythe School of Law, College of William and Mary, 1994, where Charlene was a member of the Law Review and was inducted into the Order of the Coif. Member, Virginia Bar. She focuses on Contracts, Commercial Law, Corporations, Creditors' Rights, and Civil Procedure. Read Full Bio
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