Alternative Entity Counseling
PDFThe lawyers in our alternative entity counseling practice specialize in Delaware law governing limited liability companies, partnerships, limited partnerships, statutory trusts and other entities that are not organized as corporations. Our lawyers have been in the forefront of drafting and updating Delaware’s statutes governing the formation and operation of alternative entities - considered to be the most advanced in the nation.
We handle a variety of complex alternative entity matters, including alternative entities used for:
- private equity and hedge funds
- master limited partnerships
- mutual funds and regulated trust companies
- structured finance and special purposes vehicles
- holding companies
- mergers
- asset acquisitions and sales
- joint ventures
We work with both in-house and outside counsel in structuring and drafting the organizational documents for such entities, providing legal opinions in respect to such entities, and providing counsel and advice for all aspects of their formation, operation, governance and dissolution, including matters relating to fiduciary duties.
In addition, our lawyers handle a wide range of litigation arising in the alternative entity context. Those disputes include bringing and defending claims for breach of limited partnership and limited liability company agreements; bringing and defending claims for breach of fiduciary duty; and defending claims challenging transactions involving master limited partnerships.
News
- Media Mention, 11.07.2024
Delaware metropolitan categories cover core business law areas, including corporate law, bankruptcy, M&A, and patent litigation.
- Speaking Engagement, Tampa, FL | Virtual, 11.06.2024 through 11.08.2024
Tarik Haskins co-presents the “Delaware Case Law Update” panel.
- Speaking Engagement, Virtual, 10.16.2024
Tarik Haskins serves as faculty in a live webcast discussing why and how significant changes in Delaware entity law matter to Massachusetts lawyers.
- Speaking Engagement, Wilmington, DE, 10.10.2024
Ali Cumings and Dave Harris speak at this CLE program hosted by the DSBA Corporation Law Council.
- Media Mention, 09.19.2024
Morris Nichols has made Law360’s annual list of Delaware Regional Powerhouse law firms for the fourth year in a row.
- Media Mention, 08.15.2024
The Best Lawyers in America has released its 2025 edition listing 39 attorneys from Morris Nichols. The results are based on peer-review evaluations from more than 160,000 eligible attorneys.
- Media Mention, 07.31.2024
Morris Nichols earned a Tier 1 ranking among Delaware law firms, and 10 attorneys were selected for inclusion in IFLR1000 “The Guide to the World’s Leading Financial and Corporate Law Firms.”
- Media Mention, 06.12.2024
In the 2024 edition, Morris Nichols again appears in two Legal 500 practice categories for M&A litigation defense and Delaware counsel. Nineteen Morris Nichols attorneys are mentioned in the editorial for their work in M&A litigation and Delaware corporate and commercial law.
- Media Mention, 06.06.2024
Morris Nichols again secured a Band 1 ranking Chambers USA in four fundamental Delaware practice areas: Bankruptcy/Restructuring, Chancery, Corporate M&A & Alternative Entities, and Intellectual Property.
- Speaking Engagement, New York City | Virtual, 04.29.2024 through 04.30.2024
Dave Harris serves as faculty and co-presents the April 29 afternoon session, “Private Equity Litigation Update.”
- Speaking Engagement, Orlando, FL | Virtual, 04.04.2024 through 04.06.2024
Three Morris Nichols partners will participate in the meeting as committee leaders and speakers.
- Firm News, 03.18.2024
Karen Jacobs and Sara Gelsinger are both recognized among the winners and finalists of The Legal Intelligencer 2024 Legal Awards.
- Speaking Engagement, Virtual, 02.13.2024
Dave Harris and Tricia Vella present an update on Delaware corporate and alternative entity law developments to the Connecticut Bar Association’s Business Law Section.
- Firm News, 12.13.2023
Twelve Morris Nichols lawyers have been admitted to the Delaware bar today.
- Firm News, 11.02.2023
The 2024 edition of Best Law Firms® ranks Morris Nichols in 20 Delaware practice areas.
- Firm News, 10.12.2023
Morris Nichols is delighted to welcome six attorneys to the firm. They all bring prior experience from judicial clerkships and private litigation practice.
- Speaking Engagement, Chicago, IL | Virtual, 09.07.2023 through 09.09.2023
Various Morris Nichols attorneys will serve as committee leaders and speakers.
- Media Mention, 08.22.2023
A combination of steady work, a collaborative environment, and practices focused on Delaware statutes, caselaw, and courts have all contributed to Morris Nichols’ inclusion on Law360’s list of 2023 Regional Powerhouses.
- Media Mention, 08.17.2023
The Best Lawyers in America has released its 2024 edition, listing 39 attorneys from Morris Nichols. The results are based on peer-review evaluations from more than 76,000 eligible attorneys.
- Media Mention, 07.17.2023
IFLR United States 2023 ranks Morris Nichols in two Delaware tables ranking the top M&A law firms and the leading restructuring and insolvency law firms.
- Media Mention, 06.07.2023
The Legal 500 US, a nationwide guide to the foremost law firms in the United States has again ranked Morris Nichols.
- Media Mention, 06.01.2023
Chambers USA has again ranked Morris Nichols in Band 1 for Bankruptcy/Restructuring, Chancery, Corporate M&A & Alternative Entities, and Intellectual Property.
- Speaking Engagement, Denver, CO, 06.01.2023 through 06.02.2023
Tarik Haskins will co-present a Delaware Law Update at the LLC Institute.
- Speaking Engagement, New York City | Virtual, 05.01.2023
Corporate litigator Susan Waesco and commercial transactions partner Tarik Haskins will speak at this full-day program.
- Speaking Engagement, New Orleans, LA and Livestream, 03.23.2023 through 03.24.2023
Bill Lafferty serves as a conference co-chair of the Tulane University Law School’s 35th Annual Corporate Law Institute. Tarik Haskins serves as a conference speaker.
- Event, London, England, 03.12.2023 through 03.14.2023
Lou Hering will speak on the “Fiduciary standards applicable to investment managers” panel.
- Event, Virtual, 02.07.2023
Patricia Vella and David Harris will present a Delaware business law update to the Business Law Section of the Connecticut Bar Association.
- Firm News, 12.14.2022
Ten Morris Nichols lawyers have been admitted to the Delaware bar today.
- Media Mention, 11.03.2022
Morris Nichols was selected for inclusion in a range of Delaware business law categories including corporate law and transactions; bankruptcy and reorganizations; and M&A, IP and patent litigation.
- Media Mention, 09.14.2022
IFLR United States 2022 recognized Morris Nichols in two Delaware tables ranking the top M&A law firms and the leading restructuring and insolvency law firms.
- Media Mention, 08.18.2022
The Best Lawyers in America has released its 2023 edition, listing 35 attorneys from Morris Nichols. The results are based on peer-review evaluations from more than 71,000 eligible attorneys.
- Media Mention, 08.15.2022
Morris Nichols commercial and transactional attorney Sara Gelginser has been named to the Delaware Business Times “40 Under 40” for 2022.
- Media Mention, 08.04.2022
Morris Nichols’ collaborative culture continues to drive the firm’s inclusion on Law360’s list of 2022 Regional Powerhouses.
- Media Mention, 06.08.2022
Morris Nichols was again ranked in The Legal 500 US, a nationwide guide to the foremost law firms in the United States.
- Media Mention, 06.01.2022
Chambers USA has again ranked Morris Nichols in Band 1 for Bankruptcy/Restructuring, Chancery, Corporate M&A & Alternative Entities, and Intellectual Property.
- Speaking Engagement, New York City | Virtual, 05.26.2022
Patricia Vella will speak on the “Transactional Lessons” panel and Tarik Haskins will speak on “Lawyer Conduct Before Delaware Trial Courts, in the Transactional Context, and Beyond.”
- Media Mention, 05.12.2022
Lawdragon 500 released its second annual list of Leading Dealmakers in America. Six Morris Nichols partners have been included in the list, accounting for one third of the Delaware honorees.
- Speaking Engagement, Virtual | Atlanta, 03.31.2022 through 04.02.2022
The American Bar Association hosts their hybrid Business Law Section spring meeting from March 31-April 2, 2022. Three Morris Nichols partners will participate as committee leaders and speakers.
- Speaking Engagement, Virtual, 02.08.2022
Patricia Vella and David Harris present a Delaware business law update to the Business Law Section of the Connecticut Bar Association.
- Firm News, 01.19.2022
Twenty-two Morris Nichols lawyers have been admitted to the Delaware Bar today.
- Firm News, 12.08.2021
Tarik Haskins has been named the 2021 recipient of the Delaware State Bar Association award for Distinguished Mentoring.
- Speaking Engagement, Virtual, 11.19.2021
Lou Hering will present Delaware law updates at the LLC Institute.
- Media Mention, 11.04.2021
The 2022 edition of U.S. News - Best Lawyers “Best Law Firms” ranks Delaware law firm Morris Nichols in 25 areas.
- Media Mention, 08.25.2021
IFLR United States 2021 - The Guide to the World’s Leading Financial and Corporate Law Firms again ranked Morris, Nichols, Arsht & Tunnell LLP in two Delaware tables ranking the top M&A law firms and the leading restructuring and insolvency law firms.
- Media Mention, 08.19.2021
The Best Lawyers in America has released its 2022 edition, listing thirty-two attorneys from Morris Nichols. The results are based on peer-review evaluations from more than 66,000 eligible attorneys.
- Media Mention, 08.02.2021
Law360 released its list of 2021 Regional Powerhouses, once again naming Morris Nichols among the law firms excelling in the First State.
- Media Mention, 06.10.2021
Morris Nichols was ranked in The Legal 500 US, a nationwide guide to the foremost law firms in the United States.
- Media Mention, 05.20.2021
The 2021 edition of Chambers USA has again ranked Morris Nichols in the top tier in four Delaware practice categories.
- Speaking Engagement, Webinar, 05.20.2021
Morris Nichols partners Tarik Haskins and Tricia Vella will speak on the “Transactional Lessons” session at the Practising Law Institute’s day-long program covering important Delaware corporate law developments over the past year and how they impact corporate or legal practice.
- Media Mention, 05.12.2021
Lawdragon 500 recently released its inaugural list of Leading Dealmakers in America. Six Morris Nichols partners were selected for inclusion, comprising one third of the Delaware honorees.
- Speaking Engagement, Virtual, 05.11.2021
Morris Nichols partners Patricia Vella and Dave Harris will join the Connecticut Bar Association Business Law Section to present an overview of recent Delaware statutory changes and caselaw developments relevant to corporate, LLC and partnership attorneys.
- Media Mention, 04.20.2021
Morris Nichols partner Lou Hering shared his insights from working with mutual fund entities as well as in the PE space.
- Speaking Engagement, Virtual, April 19, 2021 through April 23, 2021
The American Bar Association hosts the Business Law Section virtual spring meeting from April 19-23, 2021. Three Morris Nichols partners will attend the conference as committee leaders and speakers, sharing insights on alternative entities, Delaware corporate law, fiduciary duties, and special purpose acquisition companies (SPACs).
- Speaking Engagement, Virtual, 11.13.2020
Morris Nichols partner Lou Hering will co-present the “Delaware Case Law Update” on November 13.
- Firm News, 10.26.2020
Morris Nichols is pleased to announce that commercial and alternative entities attorney Sara Gelsinger has been invited to become a partner of the firm, effective January 1, 2021.
- Firm News, 08.20.2020
Thirty-one Morris Nichols attorneys were recognized in the 2021 edition of The Best Lawyers in America. The results are based on peer-review evaluations from more than 67,000 eligible attorneys.
- Firm News, 04.23.2020
- Firm News, 05.23.2014
Insights
- Publication, Bloomberg Law, November 2024
Melissa DiVincenzo, Dave Harris, Matt Darby, and Emily LaSpina contributed an article to Bloomberg Law outlining several 2024 amendments to the Delaware General Corporation Law (DGCL) and the Delaware “alternative entity” statutes.
- Article, Delaware Banker Magazine, 05.20.2024
David Harris and Melanie Young co-authored an article on Delaware’s division statutes. They outline how the statutes are relevant to practitioners, including lenders, who deal with Delaware LLCs and Limited Partnerships, both to be able to take advantage of the opportunities they create but also to protect against the potential consequences of a division.
- Publication, Bloomberg Law, 09.2023
Melissa DiVincenzo, Dave Harris, Matt Darby, and Emily LaSpina contributed an article to Bloomberg Law outlining several 2023 amendments to the Delaware General Corporation Law (DGCL) and the Delaware “alternative entity” statutes.
- Article, Practical Law The Journal, 03.02.2023
Tarik Haskins writes on trends relating to pledges of limited liability company or limited partnership ownership interests as collateral in connection with secured financings.
- Article, ABA Business Law Today, 02.2023
Tarik Haskins contributed an article on the Court of Chancery’s recent opinion in Ainslie v. Cantor Fitzgerald, L.P. considering non-compete provisions set forth in a partnership agreement.
- Article, Bloomberg Law, 11.2022
In 2022, the Delaware legislature passed a number of amendments to the state’s “alternative entity” statutes—the Delaware Revised Uniform Partnership Act (DRUPA), the Delaware Revised Uniform Limited Partnership Act (DRULPA), the Delaware Limited Liability Company Act (DLLCA), and the Delaware Statutory Trust Act (DSTA).
- Article, Practical Law Finance, 10.17.2022
Morris Nichols alternative entities partner Tarik Haskins discusses current issues with respect to the use of limited liability company interests and limited partnership interests as collateral.
- Client Alert, 08.01.2022
The Delaware General Assembly recently enacted amendments to the DRUPA, DRULPA, DLLCA, and DSTA.
- Publication, American Bar Association, 11.15.2021
Tarik Haskins contributed the chapter on Delaware to a new Global Financial Collateral book published by the American Bar Association Business Law Section.
- Article, Bloomberg Law, 08.01.2021
In its 2021 session, the Delaware legislature passed a number of amendments to the Delaware General Corporation Law (DGCL) and the Delaware “alternative entity” statutes—the Delaware Limited Liability Company Act (DLLCA), the Delaware Revised Uniform Limited Partnership Act (DRULPA), and the Delaware Revised Uniform Partnership Act (DRUPA). The amendments to the DGCL, the DLLCA, the DRULPA, and the DRUPA became effective on August 1, 2021.
- Article, ABA Business Law Today, 08.01.2021
On August 1, 2021, amendments to the Delaware Limited Liability Company Act (the “Act”) became effective that include a number of significant substantive changes.
- Client Alert, 04.26.2021
On April 7, 2021, the Corporation Law Section of the Delaware State Bar Association approved amendments to the Delaware Revised Uniform Partnership Act, 6 Del. C. §§ 15-101 et seq. (the “DRUPA”), the Delaware Revised Uniform Limited Partnership Act, 6 Del. C. §§ 17-101 et seq. (the “DRULPA”), and the Delaware Limited Liability Company Act, 6 Del. C. §§ 18-101 et seq. (the “DLLCA”).
- Publication, Bloomberg BNA Corporate Practice Portfolio Series, 2021
Morris Nichols partner David Harris authored the chapter on Delaware.
- Article, 2021 Annual Meeting of ABA, Section of Business Law, 02.15.2021
Morris Nichols prepares an annual summary of recent Delaware cases that address significant alternative entity issues.
- Article, Bloomberg Law, 10.01.2020
In its 2020 session, the Delaware legislature passed a number of amendments to the Delaware General Corporation Law and the Delaware “alternative entity” statutes—the Delaware Limited Liability Company Act, the Delaware Revised Uniform Limited Partnership Act, the Delaware Revised Uniform Partnership Act and the Delaware Statutory Trust Act.
- Delaware Supreme Court Rules on “Necessary and Essential” Condition for LP Books and Records DemandsClient Alert, 08.13.2020
The Delaware Supreme Court recently decided the case of Murfey v. WHC Ventures, LLC, No. 294, 2019 (Del. July 13, 2020), which involved a dispute over whether the plaintiff limited partners were entitled to certain books and records under the partnership agreement in question.
- Client Alert, 04.25.2019
If approved by the legislature and signed by the Governor, the amendments will become effective on August 1, 2019.
- Article, 2019 Annual Meeting of ABA, Section of Business Law, 02.08.2019
Morris Nichols maintains a Cumulative Survey of Delaware case law relating to alternative entities that is updated annually, organized by subject area and includes most cases that address significant alternative entity issues.
- Client Alert, 04.12.2018
On April 6, 2018, the Corporation Law Section of the Delaware State Bar Association approved amendments to the Delaware Limited Liability Company Act, 6 Del. C. §§ 18-101 et seq. (the “DLLCA”), the Delaware Revised Uniform Limited Partnership Act, 6 Del. C. §§ 17-101 et seq. (the “DRULPA”), and the Delaware Revised Uniform Partnership Act, 6 Del. C. §§ 15-101 et seq. (the “DRUPA”).
- Client Alert, 07.12.2016
The Delaware Court of Chancery opinion in Obeid v. Hogan addresses the ability of managers of a limited liability company to delegate to non-managers, illustrating the importance of careful drafting in alternative entity governance documents.
- Client Alert, 01.21.2016
New rules for partnership tax audits (the “New Rules”) were adopted that may require changes to the governing documents of existing and future partnerships, limited liability companies and other entities taxed as partnerships for federal income tax purposes.
- Article, Practical Law The Journal, 04.2012
Louis Hering, Morris Nichols Commercial Law Counseling Group partner, and associate R. Jason Russell, authored “Series LLC”–appearing in the April 2012 issue of Practical Law The Journal.
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