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Availing Yourself of the Series LLC: Benefits and Detriments
A “Series LLC” is a form of limited liability company (“LLC”) that has been available under the laws of a number of states for almost 18 years. The Series LLC has gone largely unnoticed in both the common business arena and the courts. The basic format of a Series LLC is a traditional limited liability company whose organizing documents allow for the creation of separate and distinct sub-units (sometimes confusingly themselves called “series” as well) which are intended to operate and be treated as separate, independent entities. Note: To avoid confusion, we will call the parent entity “Series LLC” and the individual series “sub-units” for purposes of this article, although individual states' nomenclature may differ.
The objective that Series LLCs seek to achieve is to simply and cost-effectively create a legal structure whereby the debts and liabilities of the separate sub-units are unenforceable against the assets of other sub-units or the parent. To obtain similar liability protection prior to the advent of the Series LLC would have required formation of separate LLCs to hold specific assets. The costs of formation and maintenance of separate LLCs is significant. With a Series LLC, the liability limitations and protections afforded under traditional LLC's are obtained with relatively minimal costs of formation and maintenance. Additionally, utilization of a Series LLC business structure in complex, multi-participant ventures can reduce the overall complexity of such transactions.
The Article 8 Opt In
The Article 8 opt-in election adds an additional layer of complexity to the already labyrinthine rules governing perfection of security interests under the UCC. A lender that is unaware of the nuances created by the opt in (may find its security interest vulnerable to being primed by another party that has taken steps to perfect in a superior manner under the circumstances.
Beach Boys Songs Written Decades Ago Triggered Current Quarrel With Lawyers
There's current litigation in the ongoing Beach Boys litigation saga. A lawsuit filed in 2019 against Nevada residents Mike Love and his wife Jacquelyne in the U.S. District Court for the District of Nevada that alleges inaccurate payment by the Loves under the retainer agreement and seeks $84.5 million in damages.
Major Differences In UK, U.S. Copyright Laws
This article highlights how copyright law in the United Kingdom differs from U.S. copyright law, and points out differences that may be crucial to entertainment and media businesses familiar with U.S law that are interested in operating in the United Kingdom or under UK law. The article also briefly addresses contrasts in UK and U.S. trademark law.
Strategy vs. Tactics: Two Sides of a Difficult Coin
With each successive large-scale cyber attack, it is slowly becoming clear that ransomware attacks are targeting the critical infrastructure of the most powerful country on the planet. Understanding the strategy, and tactics of our opponents, as well as the strategy and the tactics we implement as a response are vital to victory.
Transfer Tax Implications on Real Property Leases
The real property transfer tax does not apply to all leases, and understanding the tax rules of the applicable jurisdiction can allow parties to plan ahead to avoid unnecessary tax liability.