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Faruki PLL | USA | 24 Jul 2018

Warning to Companies and LLCs: Check Your Statutory Agent Procedures

On July 2, 2018, the Ohio Second District Court of Appeals issued a decision that shows how important it is for companies and LLCs to have solid


Pepper Hamilton LLP | USA | 8 Feb 2018

Claim of Fraudulent Inducement of a Construction Contract Does Not Invalidate Arbitration Clause in That Same Contract

In this case, Nicolas and Monica Koudela (the "Koudelas") entered into a construction contract with "Johnson & Johnson Builders" (the "Agreement")


Porter Wright Morris & Arthur LLP | USA | 28 Aug 2017

Some thoughts on mimicking a corporate governance structure in Ohio LLCs

It is quite common for members of a recently formed LLC accustomed to a corporate governance structure (that is, one having directors, a


Dinsmore & Shohl LLP | USA | 19 Jul 2016

New Bill Clarifies Fiduciary Duties of Corporate and Limited Liability Company Officers in Ohio

Senate Bill Number 181 went into effect on July 6, 2016 (the Act). This Act changed the fiduciary obligations of officers of corporations and limited


Stoel Rives LLP | USA | 3 May 2013

Ohio upholds charging order on medical LLC

LLCs have become the entity of choice for most new businesses, and as a result charging orders are being sought more and more frequently. A novel


Bricker & Eckler LLP | USA | 4 Mar 2013

Expansion of personal liability for unpaid taxes another proposed change in Ohio’s budget bill

Much attention has been paid to the centerpieces of Governor Kasich's tax reform efforts including the reduction in personal income tax rates and the


Porter Wright Morris & Arthur LLP | USA | 7 Sep 2012

Duty of Ohio LLCs to pay the litigation expenses of their managers, officers, employees and agents

Both Ohio corporations and Ohio LLCs are permitted (but not required) to enter into indemnity agreements with their officers, directors, managers and employees.


Tucker Ellis | USA | 14 Aug 2012

New rules for Ohio LLCs codify fiduciary duties owed by LLC members

Your company’s operating agreement has changed, and you may not even know it.


Thompson Hine LLP | USA | 9 Aug 2012

Corporate transactions & securities update: 2012 Ohio corporate law update

In May, Ohio enacted a number of changes to its corporation and limited liability company statutes.


Vorys Sater Seymour and Pease LLP | USA | 14 Jun 2012

Ohio Supreme Court limits enforcement of non-compete agreements by successor entities in a merger

In Acordia of Ohio, LLC v. Fishel, the Ohio Supreme Court recently held that in a merger non-compete agreements transfer as a matter of law to the successor entity; however, such agreements are only enforceable according to their specific terms.

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