Delaware Corporation

LLC Charging Order: Two-Way Protection Unlike many other states, one key benefit of the Delaware LLC not available to corporations in any state is that the Delaware LLC also offers a second type of protection: the “reverse shield.” Choosing to form a Delaware LLC creates a two-way shield. Unlike the traditional shield, the reverse shield […]

  (c) for purposes of imposing liability on any member or manager of a limited liability company for the debts, obligations or other liabilities of the company, a court shall consider only the following factors no one (1) of which, except fraud, is sufficient to impose liability:     (i)    Fraud;     (ii)   Inadequate capitalization;     […]

Delaware has a separate court for the resolution of business disputes, the Court of Chancery, and appoints judges who are selected for qualifications. Even when judges change upon resignation or expiration of their 12 year term, it is not based on favoritism or a history of their decisions. Judges in Delaware make reasoned, non-political decisions. […]

Delaware takes pride in being the leading state for business entity law. One of the advantages of Delaware is its responsive filing system, including Delaware’s team of state employees and network of commercial agents.  Through DCIS, commercial agents located in Delaware who enter access contracts, complete training and pay access fees are able to incorporate […]

Before the stock split was unveiled, a few preparations had to be made in the boardroom and with their corporate legal counsel. Google’s attorneys had to file an Amendment to its Certificate of Incorporation with the state of Delaware changing the number of shares it was authorized to issue. (See image below of the original […]