Due diligence is the structured investigation a buyer, investor, or lender conducts to confirm key facts, assess risks, and verify compliance before closing a transaction....
The duty of loyalty is a fiduciary obligation requiring a trusted decision-maker to act 100% in the beneficiary’s best interests, not their own. It bars...
Piercing the corporate veil is when a court holds a company’s owners or shareholders personally liable for the company’s debts or misconduct, despite the usual...
A shareholder agreement is a private contract among a company’s shareholders (and often the company) that sets the rules for ownership, voting, and share transfers....
A board of directors is an elected group—typically 3 to 15 members—that governs a corporation on behalf of shareholders. It hires and oversees top executives,...
Articles of incorporation are the state-filed formation documents that legally create a corporation as a separate entity. They typically list the corporate name, registered agent,...
Corporate bylaws are a corporation’s written internal rules that govern management, meetings, voting, and decision-making. They outline how directors and officers act, how shareholders meet,...
A C corporation is a separate legal entity that can have unlimited shareholders and is taxed at a 21% federal corporate rate. Shareholders generally get...