Contact the author:
Matthew H. McKinney, Esq.
BrownWinick Law Firm
Ruan Center, Suite 2000
Des Moines, IA 50309
mckinney@brownwinick.com
Direct: 515.242.2468Site Search
Live Updates
- RT @fpileggi: Delaware judge orders Wal-Mart to give shareholders more info related to bribery allegations zite.to/175N01X via @zite 8 hours ago
- RT @ProfBainbridge: Useful Delaware Caremark/Derivative suit opinion bit.ly/121RWDa 8 hours ago
- RT @fpileggi: Can You Resign from the Board of a Troubled Company? clsbluesky.law.columbia.edu/2013/05/23/can… 8 hours ago
- New Blog Post: Iowa Law Protects LLC's Owners From Personal Liability wp.me/pJTsp-dH 4 days ago
- New Post: Iowa Law Changes Ability to Recover Attorney Fees in Derivative Litigation wp.me/pJTsp-d2 #iowalaw #corporatedispute 1 week ago
Author Archives: Matthew McKinney
Delaware Court of Chancery’s 12.28.10 Opinion re: Advancement of Legal Expenses
I’ve previously written in a general fashion on the topic of advancement of legal expenses here, but the Delaware Court of Chancery’s most recent opinion, in addition to being a unique read, provides additional insight and information on the topic for … Continue reading
Your Business / Job And The Attorney-Client Privilege – Are Your Communications Privileged?
Work computers, IT systems, company policies, and their effect on otherwise privileged communications. Communications between a client and his/her attorney(s) are generally protected by the well-recognized attorney-client privilege. Importantly, however, the attorney-client privilege, along with other recognized privileges, are only … Continue reading
Posted in Business Owner, Director, Litigation, Shareholder
Tagged Accountant-Client Privilege, Attorney-Client Privilege, Common Interest Privilege, Corporate email privileges, Marital Privilege, Physician-Client Privilege, Privileged Communications, Reasonable Expectation of Privacy, Reasonable Expectation of Privacy in e-mail, Waiving a privilege, Waiving attorney-client privilege, Work e-mail
Leave a comment
Electronically Stored Information – A Duty to Preserve And Protect A Delicate Form of Proof.
The “digital age” is not only redefining how business gets done, it is fundamentally altering the litigation landscape. In today’s digital world, electronically stored information (“ESI”) often captures the fundamental facts and proof needed to prosecute and defend claims asserted … Continue reading
Fiduciary Duties and Creditors?
Difficult economic times frequently generate unanticipated questions and challenges for a corporation and its creditors. One unanticipated question may include if or when fiduciary duties should be extended to a corporation’s creditors. While it is well-recognized that officers and directors … Continue reading
Don’t Like Where Management is Taking Your Business? Want Out? Dissent and Get Paid Fair Value For Your Stock.
Arizona law, as well as laws in many other jurisdictions, provide unique opportunities for shareholders to dissent (object, oppose, etc…) and get paid fair value for their stock when the corporation decides to take certain action(s). The law creating this … Continue reading
Posted in Business Owner, Director, Litigation, Shareholder
Tagged Appraisal Rights, Arizona Law on Dissenters' Rights, Corporate Action, Dissenter Rights, Dissenters' Rights, Dissenting Shareholder, Dissenting to Corporate Action, Fair Value, Investor dissent, Object, Objecting to Corporate Action, Shareholder Dissent
Leave a comment
5 Things You Should Consider Before Filing a Complaint Involving a Business.
5 Things You Should Consider Before Filing a Complaint Involving a Business.
Posted in Business Owner, Director, Litigation, Shareholder
Tagged Arizona Derivative Claim, Arizona Derivative Litigation, books and records inspection, Business Judgment Rule, Derivative Claim, Derivative Litigation, Direct claim, e-discovery, electronic discovery, Filing a complaint, Litigation Expenses
Leave a comment
Inspect First or Forever Remain Curious. . .
A possible new pre-requisite to filing a derivative complaint – conducting a books and records inspection If you are considering filing a derivative claim (an action on behalf of the business that is usually against management) consider conducting a records … Continue reading
Posted in Business Owner, Director, Litigation, Shareholder
Tagged Arizona books and records inspection, Arizona Derivative Claim, Arizona Derivative Litigation, books and records inspection, books inspection, Derivative Claim, Derivative Litigation, Shareholder Litigation, When to conduct records inspection
3 Comments
Can I Challenge Poor Decisions Made by my Business’ Management?
The Business Judgment Rule – a rule all business owners / shareholders should consider before challenging decisions made by a business’ management. Generally speaking, decisions made by a business’ management (officers / directors; member / managers) are protected from outside … Continue reading
Posted in Business Owner, Director, Litigation, Shareholder
Tagged Business Judgment, Business Judgment Rule, Business Owner, Business Owners, Director, Fiduciary Duty, manager, member, Officer, Poor Business Decision, Shareholder, shareholder's concerns, shareholder's questions, shareholder's rights
2 Comments
A Director’s Duty to Remain Silent
Protecting confidential and non-public information In the criminal world you may have a right to remain silent, but if you are a director in a corporation you have a duty to remain silent. As outlined here, directors of a corporation … Continue reading
Fiduciary Duties in an LLC, do They Exist in Arizona?
The short answer is, it depends. In Arizona, at the time of writing this post, fiduciary duties are not implied as a matter of law between members and/or managers and the LLC. However, fiduciary duties may nonetheless exist if the … Continue reading
