Business Concepts

There are a number of business concepts and laws that apply to nearly every type of business, corporation, and non-profit. This section of the website will help clarify and illuminate a number of these concepts to help ensure that your business is making informed decisions.

What is a corporate opportunity and how does it affect me as an officer or director of my company?

A corporate opportunity is one of many fiduciary duties assumed by a corporate director officer.  That officer must place the interests of the corporation before his or her own interests when the situation calls for it. “If there is presented to a corporate officer or director a business opportunity … [Read more...]

Another LLC member has just sued me. What are my options?

You have been doing your best in your small business, but things have not worked out.  You followed the rules of the operating agreement, maybe not to the exact letter of the law, but who is perfect.  You thought that winding down operations of the business was going to be the last of your worries, … [Read more...]

What is partnership by estoppel and how would it affect my business?

Under the Uniform Partnership Act § 7(1), the general rule is that persons who are not partners as to each other are not partners as to third persons.  But under that same act, a person who represents himself, or allows a third party to represent him to anyone as a partner in a partnership, is … [Read more...]

What are the General Standards of a Partner’s Conduct?

§404 of the Revised Uniform Partnership Act is titled General Standards of Partner’s Conduct.  This section applies to conduct of partners and is also applicable for most other business organizations with multiple entities involved.  §404 states that the duty of loyalty to one’s partner(s) implies … [Read more...]

Glossary

Agency A fiduciary relationship that begins when one person, know as the principle, gives authority to another, usually the agent, to act in their name and bind the principle; the agent usually acts under the control of the principal once the agent has manifested assent to do so. Agent The … [Read more...]