Many businesses in the State of Texas form entities. Whether a business is a registered partnership, a limited liability company, or a corporation, an entity may lose its ability to do business in Texas if an entity is involuntarily forfeited or voluntarily terminated. This article will discuss the law surrounding forfeitures and terminations as well […]
Category: Business Law
The Effect of Merger and No Reliance Clauses on Fraud Claims in Texas
Written contracts are intended to memorialize the understanding between parties, and it is important to accurately document each parties’ promises and intentions in a contract. However, sometimes the recitations and representations in a contract may not accurately represent what actually occurred in the negotiation and formation process. For example, common sense would tell us that […]
Recovering Attorney’s Fees in Texas
A common concern among litigants is whether attorney’s fees are recoverable from the other party. While it is reasonable to assume the prevailing party will be awarded attorney’s fees, it is not always the case. In most lawsuits, each party assumes their own attorney’s fees unless otherwise provided under the law. In this article, we […]
Effects of Not Having an Operating Agreement for a Texas Limited Liability Company
Filing a certificate of formation with the Texas Secretary of State is the first step to creating a limited liability company (LLC). A certificate of formation generally only provides the name of the LLC, names of members or managers, principal place of business, and purpose of the business. A certificate of formation does not include […]
Recovering Attorney’s Fees Against an LLC
Can a Person Recover Attorney’s Fees Against an LLC for Breach of Contract in Texas?It might surprise you to know that until recently, the answer was “yes.”Chapter 38 of the Texas Civil Practice and Remedies Code (“Chapter 38”), states that “a person may recover reasonable attorney’s fees from an individual or corporation, in addition to […]
Suit on Sworn Account
A suit on a sworn account is a procedural tool, as opposed to a cause of action, that allows a party to recover under certain types of accounts. The claim must be brought pursuant to Texas Rule of Civil Procedure 185 and establishes a prima facie right of recovery for the plaintiff. See Williams v. […]
Entity Formations for TX Small Businesses FAQ
Our firm receives numerous requests from small business owners desiring to form an entity to continue or commence business operations. Some of the frequently asked questions our firm receives are listed below.1) What are the advantages of forming a LLC or corporation entity as opposed to operating as a sole proprietor or partnership?The primary advantage […]