My colleagues Daniel J. Sheridan, Rachel Lilienthal Stark and I have collectively authored an important client alert about an upcoming law deadline that could impact all limited liability companies in the state of New Jersey. The New Jersey Revised Uniform Limited Liability Company Act (RULLCA) takes full effect on March 1, 2014 and it considerably changes many of the legal principles underlying the organization, governance and operation of limited liability companies.
If you know somebody that owns a limited liability company in the state of New Jersey, their business may be impacted by this new act and they should be directed to the full article here.
The Pennsylvania Superior Court recently relaxed the Pennsylvania Courts’ trend of scrupulously constraining the use of warrants of attorney, also known as “confession of judgment” clauses in non-consumer credit transactions. In Graystones Bank v. Grove Estates, LP., 2012 Pa.Super. 274 (2012), affirmed at 2013 Pa. LEXIS 2855 (Pa. 2013) a debtor made a Promissory Note in favor of the creditor, which contained a warrant of attorney. After some time, the debtor began to have trouble making payments under the Note. The creditor then required the debtor to establish an interest reserve and pledge additional real property as collateral, and to enter a “Change in Terms Agreement.” The Change in Terms Agreement did not itself include a warrant of attorney.
Many commercial credit agreements contain Confession of Judgment or “Warrant of Attorney Clauses.” In general terms, a Warrant of Attorney permits a creditor to enter judgment against a debtor without first giving notice and an opportunity to defend the case against him. Usually, the debtor will first become aware that judgment has already been entered against him by receipt of a notice.