Paul Peter Nicolai May 311 minDeadlock Does Not Mean DissolutionA 50% shareholder sued to have the corporation dissolved because of irreconcilable differences with the other 50% owner. The court...
Paul Peter Nicolai Feb 221 minPennsylvania Supreme Court Rejects Business Registration as Consent to Personal JurisdictionThe Pennsylvania Supreme Court struck down Pennsylvania’s consent-by-registration law. That law said that an out-of-state business...
Paul Peter Nicolai Nov 2, 20214 minDelaware Supreme Court Adopts New Test for Establishing Demand Futility. Directors Get ProtectedDelaware’s Supreme Court has adopted a new three-part universal test to decide a whether pre-suit demand upon a company’s board should be...
Paul Peter Nicolai Oct 12, 20212 minCompanies May Select Forum Through Charter ProvisionBefore filing registration statements with the SEC, a group of companies designated the federal courts as the exclusive place to resolve...
Paul Peter Nicolai Apr 6, 20218 minHere Comes The Federal Corporate Transparency ActThe 2021 National Defense Authorization Act (the NDAA) was enacted on January 1, 2021. Part of it imposes new beneficial ownership...
Paul Peter Nicolai Aug 1, 20176 minUnderstanding the Benefit CorporationBenefit Corporations modify general corporation law by allowing purposes other than maximizing stockholder welfare.