The Business Dispute Law Blog by Bill Garrison

Texas, like many other states, has passed legislation designed to address the ever-growing problem of identity theft.  The newly-added Identity Theft Enforcement and Protection Act (Chapter 48 of the Business and Commerce Code) requires businesses of all sizes to implement and maintain reasonable procedures to protect "sensitive personal information."   Further, "[i]f an information security breach [...]

The Limited Liability Company (LLC) business structure is perhaps the most appealing business form there is. Unlike sole proprietorships and partnerships, LLC owners have limited personal liability for the debts and actions of the corporation. Assets are the lifeblood of a business, and protecting them should be the highest priority.
Unlike corporations, LLCs are not double [...]

Never do what?  Choose a Business Form silly!  Here are 10 great reasons why:
10. Contracts. Most businesses execute contracts for space, services, and supplies. Businesses often have agreements between partners, investors, and employees. It is important to get it right so you don’t end up in court.
9. Registering, Licensing, and Permits. Some business entities [...]

THE DO’s
DO know the tax and personal liability consequences of a business entity before making your choice.

DO develop a business plan. Your business plan may dictate the options you have in choosing a business form.
DO strictly meet the state requirements if your business entity is required to file organizing documents with the state.
DO ask your [...]

1. Cost. A sole proprietorship or general partnership can be set up very inexpensively. A limited partnership and a limited liability company are more expensive to set up. Setting up a corporation can be a very expensive undertaking.
2. Ease. A sole proprietorship is easy to set up; sometimes all it takes is opening up [...]

Rees Morrison form the Law Department Management Blog reminds us of the ‘most telling and honest benchmark’ for legal departments:  TLS/Revenue
"total legal spending, its inside budget plus what it spends on outside vendors divided by its company’s revenue for the year"

The TLS/Revenue metric is best because it is a ratio that all in-house legal departments [...]

Many Texas businesses (who operate exclusively in Texas) are organized as Delaware LLCs (my good friends at Weblogs Work are organized this way).  The low filing costs are cited as the reasoning behind the selection, but the long term costs quickly outstrip the upfront cost savings.  And as Francis Pileggi from The Delaware Corporate and [...]

The 10B-5 Daily points to an interesting overview in the New York Law Journal on the subject of the rights of corporate directors and officers to indemnification and the advancement of attorney’s fees and litigation expenses.
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