Business Owner Asset Loan Guarantees Don’t Produce Personal Title To Assets

Owners of part of a business who guarantee auto or other asset loans for the company do not get title to the asset for which the loan is made. They may or may not even get credit for a capital contribution to the company, depending on the internal organizational agreements (partnership agreement for a partnership,…


Buy-Sell Agreements

There are two times that business partners argue: when they have money, and when they don’t. Those alternatives cover all available time segments, so if you’re advising people on how they should organize their business, some rules for the arguments may be in order. The classic horror story about such arguments is the Illinois appellate…


Illinois General Assembly Passes Corporation Dissolution And Reinstatement Bill

The Illinois General Assembly House and Senate passed SB 1098, which contained two sets of provisions originally drafted by the Institute for Illinois Business Law. The first set allows reinstatement within three years after entity dissolution without personal liability for intervening acts by officers and directors continuing the business of the dissolved entity. The second amends…


What advantages and disadvantages are there to Illinois S corporations and LLCs with an S Corp Election?

Both S corporations and limited liability companies (LLC’s)  are generally similarly treated in Illinois for liability and tax purposes, particularly if an S corporation election is in effect for the LLC. Internal organization statutes are different. What is similar is that there is liability limitation to investment in either type of entity, similar veil piercing doctrines, an…


Landlord and Tenant Obligations In Illinois

Many merger deal cleanups involve leased real estate. Just posted a SlideShare article titled “Landlord and Tenant Obligations”, originally prepared for Sterling Educational Services (though I retain the copyright). Their seminar was cancelled, but you can still get the benefit of the material by downloading the talk. It is available for free at