“Because Wallace and Joan have not authorized dividend distributions, Martin has received no financial benefit from his minority interest in E&E. Meanwhile, Wallace has approved his own annual compensation in the millions of dollars.” Smith v…
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Assuming a member has a “proper purpose,” Illinois LLCs are required to provide documents a member demands. Within ten days of a member’s demand, the company is required to either: 1) produce the requested documents; or 2) respond i…
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Disorganization, financial difficulties, and greed can lead to a partner taking more from a business than they’re entitled. This, of course, comes at the expense of their partners. In closely held businesses, there are unfortunately numerous wa…
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From fake loans to $80,000 bonuses to certain shareholders in lieu of dividends to all, the defendants in Chomiak v. Kasian provided a variety of avenues for a successful shareholder oppression action. On August 3, 2017, the Appellate Division of the…
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A non-public corporation is a corporation that has no shares listed on a national securities exchange or regularly traded in a market maintained by one or members of a national or affiliated securities association. In a shareholder action in a non-pu…
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A limited liability company (“LLC”) allows members limited liability, but LLCs aren’t perpetual. Section 180/35-1 of the Limited Liability Company Act details the events that cause the dissolution of LLCs. 805 ILCS 180/35-1. Section 180/35-…
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Section 12.30 of the Illinois Business Corporation Act of 1983 (“Act”) (805 ILCS 5/12.30) explains the effects of corporate dissolution. Section 12.75 of the Act (805 ILCS 5/12.75) details the notice requirements a dissolved corporation must comp…
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Illinois law offers a number of remedies for closely held or private corporation shareholders trapped in toxic or dysfunctional relationships with their corporations or fellow shareholders (co-owners). Given the structure of most corporations, 50/50…
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