Understanding Basic Contracts: The Indemnification Clause
One of the most confusing, yet critical, sections of a contract is the indemnification section. Hard word, hard section. Hopefully this blog will help. “To indemnify” means to compensate someone for his/her harm or loss. In most contracts, an indemnification […]
What Is A DBA (Assumed Name) & When Do I Need One?
Just what is a DBA? A DBA (Doing Business As) is an official filing you make with either the local or statewide government offices for registering the name under which you will be conducting business. In Texas, we generally refer […]
Four Major Deeds In Texas
As discussed in my previous blog, deeds are extremely important in any Texas real estate transaction.
The Mechanics of Converting Convertible Notes
Convertible notes are a great tool for venture financing, however, the actual mechanics of converting convertible notes is not a simple task and requires great care.
The Company Agreement Explained: Member-Managed v. Manager-Managed
Before you form an LLC, you should determine the management structure of your LLC. In Texas, there are two options: member-managed or manager-managed. Before we delve into the difference between the two, let’s back up a bit and first discuss […]
Anonymity In Delaware
This blog was originally published in June of 2013 but was revised in April of 2024 and is still accurate. Delaware, affectionately known as “The First State,” is a go-to business state. Longstanding favorable corporate law, minimal filing fees, low […]
Drafting LLC Company Agreements: Simple Majority v. Super Majority
Our previous blog outlined the differences between and the advantages and disadvantages of a member-managed LLC and a manager-managed LLC. It only makes sense to now discuss how a business decision is made by the member(s) of the LLC. Section […]
What is an F-Reorganization?
If you have tried to sell or buy a business that is an S-corporation for tax purposes recently, you may have run into the newly popular structure called the “F-Reorganization.” But what on earth is an F-reorganization? And why is it so popular? This blog post explains the structure.