Risk Management Blog

UCC & Corporate Due Diligence

Resource Guide for Legal and Financial Professionals

What Is the Best Legal Structure for Your Start-Up?

Corporate, Tips Something

This is a guest post from Bettina Eckerle of Eckerle Law. She specializes in corporate law and helping companies at every stage of their life cycle. The questions that invariably come up for all my start-up clients is: Do I have to form a legal entity, if yes, what kind and why? Entrepreneurs have a number of legal structures available when seeking to capitalize on a million dollar idea. Because each type of entity has distinct advantages… >> READ MORE


What can you do if You’ve Missed the Delaware Annual Report and Franchise Tax Deadline?

Corporate Something

For Delaware corporations, Annual Reports and Franchise Tax for 2012 were due on March 01, 2013.  If you missed the filing deadline, the entity is now delinquent according to the Delaware Division of Corporations. Luckily, Delaware makes it easy to change that status with just a couple of steps and a credit card. Here’s what you can do if you’ve missed the Delaware annual report franchise tax deadline. First, locate the Business… >> READ MORE


Top 5 Misconceptions About UCC & Corporate Due Diligence Series # 5: Omit “dba” notation from UCC Filings

Corporate, Due Diligence Something

A UCC Financing Statement must properly identify the debtor in order for the UCC to perfect a security interest and provide priority protection for the secured party. To satisfy this requirement, a secured party must complete their Financing Statement using the debtor’s legal name. In general, secured parties understand the importance of properly naming the debtor on their UCC Financing Statements and try hard to comply. Sometimes though,… >> READ MORE


Tired of Slow UCC and Corporate Document Processing Times?

UCC, Corporate Something

As the U.S struggles toward economic recovery, most local governments are really feeling the pinch. State and county-level governments face overwhelming budget shortfalls, dramatically impacting their ability to deliver timely public services. These budget woes often translate into slowed turn around times for public record information requests and document filings. In this blog post, we will discuss three strategies for getting your hands… >> READ MORE


State Filing Office Terminology: Identifying Synonymous Corporate Terms

Corporate Something

One of the challenges associated with the filing and retrieval of corporate documents is the lack of consistency in state filing office terminology. This state-to-state variation makes it difficult to be certain you are interacting with the correct documents and using the appropriate language; driving many lenders, paralegals and entrepreneurs to work with a private service company to guide their corporate transactions. In this week’s… >> READ MORE


Quick Tip: Order a Long Form Good Standing to Confirm you Have Copies of All Documents on File

Corporate Something

A good standing certificate  (aka status certificate ) is a state-issued document that verifies that a registered entity is authorized to do business in a given jurisdiction. Further, the document certifies that the named entity has complied with certain statutory requirements imposed by that state. These requirements may include things such as filing requisite paperwork and paying an annual fee or tax.Most states offer two types of good… >> READ MORE


Purchase Money Security Rules in Equipment and Inventory – Part Two

Corporate, Due Diligence Something

We are pleased to welcome attorney, Bennett L. Cohen of Cohen, Salk and Huvard, P.C., as a special guest blogger. Please read on for the second installment of Bennett’s seven-part blog series on Purchase Money Security Interest in Equipment and Inventory. Frequently Asked Question # 2: What Obligations Qualify as a "Purchase Money Obligation"? The term “purchase money obligation” is defined under the Code as “an obligation… >> READ MORE


Purchase Money Security Rules in Equipment and Inventory – Part Three

Corporate, Due Diligence Something

We are pleased to welcome attorney, Bennett L. Cohen of Cohen, Salk and Huvard, P.C., as a special guest blogger. Please read on for the third installment of Bennett’s seven-part blog series on Purchase Money Security Interest in Equipment and Inventory. Frequently Asked Question # 4: Does a Holder of a PMSI in Inventory Prime an Earlier Perfected Security Interest in Accounts? First, it is important to recognize a basic Code priority… >> READ MORE


Purchase Money Security Rules in Equipment and Inventory – Part Six

Corporate, Due Diligence Something

We are pleased to welcome attorney, Bennett L. Cohen of Cohen, Salk and Huvard, P.C., as a special guest blogger. Please read on for the sixth installment of Bennett’s seven-part blog series on Purchase Money Security Interest in Equipment and Inventory. Frequently Asked Question #7: How Does a Lender Obtain a PMSI in Inventory? A purchase-money secured party who finances inventory for a borrower (or in the case of a seller, retains… >> READ MORE


Purchase Money Security Rules in Equipment and Inventory – Part One

Corporate, Due Diligence Something

We are pleased to welcome attorney, Bennett L. Cohen of Cohen, Salk and Huvard, P.C., as a special guest blogger. Please read on for the first installment of Bennett’s seven-part blog series on Purchase Money Security Interest in Equipment and Inventory. We are routinely fielding questions from loan officers about the mechanics of purchase money security interests in inventory and equipment. Lenders find themselves on both sides of… >> READ MORE