BOOKS
By Robert J. McGaughey
Oregon Corporate Law Handbook (2018)
A leading authority on Oregon corporate law authored by Bob McGaughey, the Oregon Corporate Law Handbook is a comprehensive guide to corporate law issues including formation, internal affairs, duties of officers & directors, shareholders lawsuits, mergers and much more.
Washington Corporate Law Handbook (2000)
A comprehensive guide to Washington corporate law, including chapters on formation, officers & agents, shareholder lawsuit, piercing the corporate veil and other corporate matters.
Oregon Securities Law Handbook (PLF 1991)
Leading book on Oregon securities law providing in depth discussion of securities regulation and litigation in Oregon.
By Robert J. McGaughey, Aurelia Erickson, Jason E. Ambers and Ann E. McQuesten
Advising Oregon Businesses, Chapter 18 - Oregon Securities Law: Registrations & Exemptions
A 5-volume book which provides guidance to attorneys in advising their business clients. Bob McGaughey and Aurelia Erickson, in collaboration with other authors, wrote the chapter on Securities Law, explaining aspects of securities registration, exemptions and liability.
ARTICLES
By Robert J. McGaughey and Aurelia Erickson
Business Breakups: Terminating Ownership in Closely-held Businesses (short version)
Business Breakups: Terminating Ownership in Closely-held Businesses (long version)
Article discussing business breakups, including various strategies for terminating ownership interests in closely-held businesses such as corporations and LLCs.
By Robert J. McGaughey and Kevin Kress
Article on the rights of LLC members describing the unique characteristics of limited liability companies and the rights and duties of their members.
By Robert J. McGaughey
When LLC Interests are Securities
Article analyzing when LLC interests fall within the securities laws.
Article exploring how and when shareholders may bring a derivative lawsuit on behalf of a corporation, including a discussion of requirements unique to Oregon law.
Disregarding the Corporate/LLC Veil: The Most Litigated Issue in Corporate Law
Article exploring how and when creditors may be able to pierce the corporate veil to collect corporate debts from corporate shareholders and control persons.
Duty to Supervise Satellite Financial Planner Offices: The Growing Problem of Selling Away
Article analyzing the duties of broker-dealers to supervise their representatives and increasing concerns about the ability to supervise independent / satellite representatives. This article discusses a real world example of the failure to supervise leading to selling away.
Pitfalls in Incorporating an Existing Business
Published in the Oregon State Bar PLF’s newsletter In Brief, this article outlines key issues to consider when incorporating an existing business, whether a corporation, LLC or other business entity.