Serving on a homeowners association (HOA) board can be a rewarding way to contribute to your community, but it also comes with responsibilities–and potential pitfalls. One of the most critical issues…| Kuester Management
Payroll taxes are not optional. Yet many nonprofits, especially small or cash-strapped ones, fall behind. When that happens, the IRS has powerful tools to collect unpaid payroll taxes—sometimes directly from board members or officers. Payroll Taxes ExplainedEvery employer, including nonprofit organizations, must withhold federal income tax and Social Security/Medicare (FICA) taxes from employee paychecks. Employers […]| Charity Lawyer Blog
Serving on an HOA board comes with a unique set of responsibilities–but also significant risk. Board members are tasked with making decisions that affect the entire community, and those decisions can…| Kuester Management
Companies thinking about, preparing for or going through the initial public offering (IPO) process have many things to do and many decisions to make (to put it mildly!). A relatively recent addition to this list of considerations for Delaware-incorporated companies is whether to reincorporate in a different state, with Nevada and Texas emerging as the […]| Cooley M&A
As discussed on the Cooley PubCo blog earlier this month, there has been a lot of chatter and speculation recently about companies changing their states of incorporation from Delaware to other states. In an interview with Business Insider, the new Governor of Delaware acknowledged that the state remained a “‘competitive environment’” and that “his state needed to take […]| Cooley M&A
Delaware corporations contemplating conversion to another state should take note of the Delaware Supreme Court’s recent decision in Maffei, et al. v. Palkon, et al., in which the court ruled that Tripadvisor’s decision to reincorporate in Nevada was subject to business judgment review because no existing or threatened litigation was alleged. On February 4, 2025, the Delaware […]| Cooley M&A
Due to each board member’s ability to influence the organization, board members are legally bound to certain ethical standards of conduct.| Charity Lawyer Blog
