Author: Caleb J. Tingstad

When a business partner wants out, things can get emotional—and messy—fast. But with the right planning and paperwork, small business owners in Washington can navigate a buyout without burning bridges or leaving legal loose ends. Whether you're buying out a longtime friend or parting ways with a co-founder, here are four key things to get… Read More

As a business owner, discovering that your partner is stealing from your company can be devastating. Not only does it jeopardize your financial interests, but it also threatens the stability and future of the business you've worked so hard to build. If you're in this difficult situation, it’s critical to take swift and decisive action.… Read More

In a recent opinion, the Washington Court of Appeals reminds litigants and their counsel that the provisions of the parties’ LLC Agreement remains of paramount importance. In Newcomer v. Est. of Cohen, No. 86612-5-I, 2024 Wash. App. LEXIS 2169, (Ct. App. Oct. 28, 2024), the Court addressed a rarely reviewed issue: What remedies do LLC… Read More

Owning a boat can be a dream come true, but managing its ownership effectively is key to ensuring you enjoy it to the fullest. Forming a Limited Liability Company (LLC) to hold your boat is more than just a legal formality—it can offer you significant advantages. In this post, we’ll explore three compelling reasons why… Read More

Companies rely on their directors to advise on important issues and oversee the company’s senior executives to ensure the company continues to stay the correct course. In their advisory and oversight roles, directors may be called on to review a shareholder demand and determine whether to pursue the shareholder’s requested action. When a Board receives… Read More

I recently gave a talk to local small business owners about the Corporate Transparency Act (“CTA”) focused on the basics of the CTA: who reports, what information is reported, and when the information is reported. However, an attendee asked a very good question: as a director  on the Board of several local corporations, what are… Read More

What rights do minority shareholders have to oppose a merger? In short—almost no rights at all. In Allentoff v. Red Lion Hotels Corporation, No. 83576-9-I, 2023 WL 21338 (Wn. App. Jan. 3, 2023), the Division One Court of Appeals reiterated the now-concrete principal that, absent a showing of fraud, a minority shareholder dissenting from a… Read More

This blog frequently laments the lack of Washington case law across a number of LLC and corporate topics. One such topic includes records requests in both a corporate and LLC context. The scant authority makes every new case on the subject worthy of discussion—enter Lott on behalf of Blue Mountain Farms, L.L.C. v. Lott, No.… Read More

LLCs are either “member-managed” or “manager-managed.” Determining which management structure applies is significant—it impacts everything from fiduciary duties to the authority to act on behalf of the LLC. The easiest way to determine management structure is to look at the LLC agreement. However, when the LLC agreement is silent on this issue (or does not… Read More