Business Law Alert – January 2022

SPOTLIGHT:  LIMITED LIABILITY COMPANIES

CHANGES TO DISSOLUTION PROCESS

Two significant changes were made to the process for dissolving an Ohio LLC in Ohio’s new limited liability company act. First, the following items have been removed as dissolution triggers under the new act:

  1. An event that makes it unlawful for all or substantially all of the business to be continued; and
  2. The economic purpose of the LLC is likely to be unreasonably frustrated.

As a result, if a member has not negotiated sufficient exit rights in a company’s operating agreement, it will be slightly more difficult for that member to force his way out through a lawsuit to dissolve the company.

Secondly, the new act now permits LLCs to effectively purge any claims against it via notice and claims resolution procedures. These procedures are fairly similar to those that were added to Ohio’s corporate act recently. The nice thing about these provisions is that each LLC can choose whether to employ them as they are non-mandatory. Some LLCs may feel that it is worthwhile to go through this cleansing process rather than handling any claims in a more unstructured way.

PETRONY LAW JOINS IR GLOBAL

We are pleased to announce that Petrony Law has been appointed as the exclusive IR Global member for corporate law in the State of Ohio.

IR Global is a multi-disciplinary professional services network that provides legal, accountancy, and financial advice to companies and individuals around the world. 

Represented in 155+ jurisdictions and covering over 70 unique practice areas, our IR Global membership gives us both a national and international reach to the highest quality bespoke advice necessary to meet the needs of our clients.

Within our IR Global membership, we work alongside the highest quality boutique and mid-sized firms who service the mid-market all around the world. Firms which are focused on partner-led, personal service and have extensive cross border experience.

Over the last decade, the IR Global community has grown to over 1,000 members worldwide.

Should you or your clients have the need for qualified advisors in other states or overseas who focus on the mid-market, please do not hesitate to contact us.

ALERT INFORMATION

The Business Law Alert is a periodic and free e-mail alert provided as an educational service to clients and colleagues.  The “Alert” focuses on topics of interest and pending developments in business law.

If you ever have a question concerning a topic raised in the Alert, please do not hesitate to contact us.

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THE BUSINESS LAW ALERT IS INTENDED TO CONVEY GENERAL INFORMATION ABOUT BUSINESS LAW DEVELOPMENTS. THE ALERT IS NOT INTENDED TO BE, NOR SHOULD IT BE RELIED UPON AS, LEGAL ADVICE OR A LEGAL OPINION THAT CAN BE USED TO SOLVE INDIVIDUAL PROBLEMS IN ANY MANNER OR NATURE WHATSOEVER. MOREOVER, THE ALERT IS NOT AN OFFER OR SOLICITATION TO REPRESENT ITS RECIPIENTS, NOR IS IT INTENDED TO CREATE AN ATTORNEY/CLIENT RELATIONSHIP.

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WHAT WE DO

Our practice focuses exclusively on providing business law and real estate law services.

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Our mailing address is:

22 East McKinley Way, Suite B, Poland, Ohio 44514

 

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