Business Law

So you’re considering a new business venture… or have an existing business and want to create a formal entity… or just want personal liability protection. In these cases and many more, the humble Business Corporation may be your answer. This durable form or organization has been around for over 100 years, so its benefits and limitations are well established.

So you’re considering a new business venture… or have an existing business and want to create a formal entity… or just want personal liability protection. In these cases and many more, the humble Business Corporation may be your answer. This durable form or organization has been around for over 100 years, so its benefits and limitations are well established.

The Corporate Opportunity Doctrine also referred to as the Business Opportunity Doctrine (“Doctrine”) is an equitable principal employed by Illinois Courts. The Doctrine arises from the duty of “undivided loyalty:” a fiduciary must act in a manner that he or she reasonably believes to be in the best interests of the Corporation. 

What damages could a plaintiff seek with respect to his fellow shareholders and directors if he believes that they have violated their fiduciary duty? The plaintiff in this case sued his fellow shareholders and directors for taking advantage of a business opportunity with a competitor and leaving him out of the loop.

What happens when friends, family-members, or coworkers go into business together? For one thing, the minute they contribute time, money, hard-work, and contacts, they give rise to mutual obligations of honesty, good-faith, best-efforts, and what is generally known as fiduciary duty. [Read More]

LLC Members can participate in management and still enjoy limited liability – unless that function is strictly delegated to a management committee. Limited Partners may not participate in management without jeopardizing their limited liability standing.

We assist enterprises of all sizes in their selection of a proper business form and management structure, and can even help them identify and utilize creative financing such as mezzanine funding and hybrids incorporating debt, equity and options.

MH+A provides a full complement of transactional services to businesses from across the country and around the world with interests in Chicagoland, including Cook, DuPage, Will, Kane, Dekalb, Lake, and Kendall counties among others. We have extensive experience structuring, negotiating and documenting transactions.

The question of whether a violation of the law (a “tort”) by an employee or independent contractor (a “servant”) can be imputed to his employer (or “master”) turns on whether the servant was acting within the scope of his employment at the time. Federal Courts apply State law when deciding such issues, so the position taken by Illinois courts is controlling. [read more]

Both Illinois and Federal law prevent the unauthorized use of trade secrets. The information presented in this File Memorandum is not a substitute for a binding non-disclosure/non-competition agreement, but rather, should be used as a supplemental protection of valuable information.

Legal disputes can have a dramatic impact on the reputation, operation, even the survival, of a business; so we believe our Clients’ resources are best spent avoiding costly litigation in the first place. No wonder, then, that we view legal problems as business dilemmas.