Professor Seth C. Oranburg explores the boardroom as the corporation's power center, detailing the board's three core responsibilities: setting strategy, hiring/firing the CEO, and overseeing risk. He breaks down fiduciary duties (care, loyalty, and oversight), distinguishes inside vs. outside directors, and uses cases like Paramount v. Time (strategic mergers), Disney/Ovitz (CEO hiring failures), and Theranos (oversight lapses) to illustrate successes and disasters. The episode stresses boards' legal obligations and the consequences of neglect.

In this introductory episode, Professor Seth C. Oranburg demystifies corporate governance as the "operating system" of corporations, explaining its role in balancing power among shareholders, boards, and executives. He highlights its real-world impact through examples like Boeing's safety failures, Theranos's fraud, and Enron's collapse, emphasizing how governance shapes economies, industries, and accountability. The episode motivates the season by posing key questions—who runs companies, and what happens when it goes wrong?—while previewing topics like fiduciary duties, activism, and takeovers.

Professor Seth C. Oranburg wraps the series with a bonus on variants: professional forms (LLPs, PLLCs, PCs) for licensed pros balancing malpractice liability; social enterprises (B Corps, L3Cs) for mission-profit hybrids; and emerging DAO LLCs for blockchain governance. He recaps the matrix, reflects on trade-offs/jurisdictional complexity (e.g., Delaware exits), and poses questions on intriguing forms.

In this episode, Professor Seth C. Oranburg covers LLCs as flexible hybrids, formed via certificates/agreements with limited liability and pass-through tax. Using the framework, he highlights customizable control/financials, entity continuity, moderate liquidity, and adaptable mergers—versatile for small businesses but requiring careful operating agreements to avoid defaults.

Professor Seth C. Oranburg delves into corporations as hierarchical powerhouses for scalability, requiring articles/bylaws for formation and offering limited liability. Analyzing via the framework, he covers board/shareholder control, share-based financials, perpetual continuity, high liquidity (especially public stock), and statutory mergers—suited for public companies but with formalities.

Join Professor Seth C. Oranburg as he examines limited partnerships, designed for separating investors (limited partners with liability shields) from managers (general partners with unlimited exposure). Through the framework, he discusses filings for formation, tiered liability/control, proportional financials, term-based continuity, low liquidity, and consensus-driven mergers—ideal for funds like VC or real estate.

Professor Seth C. Oranburg explores general partnerships as the simplest entity, forming accidentally via conduct with no filings needed. Using the 7-issue framework, he covers unlimited liability, equal control/financial rights, fragile continuity, low liquidity, and merger challenges, highlighting risks and suitability for low-stakes, trust-based ventures.

In this opening episode, Professor Seth C. Oranburg introduces the series on selecting business entities, outlining a 7-issue framework (formation, liability, control, financial rights, continuity, liquidity, mergers) for analysis. He previews the core types—general partnerships, limited partnerships, corporations, and LLCs—plus alternatives, emphasizing practical decision-making and jurisdictional nuances like Delaware's appeal.

In the finale, Professor Seth C. Oranburg compares LLCs, corporations, and partnerships across seven elements: formation, capital structure, governance, fiduciary duties, liability, tax, and exit/dissolution. With hypotheticals and insights on form evolution, this capstone guides strategic entity selection for any business scenario.

Professor Seth C. Oranburg ventures into cutting-edge LLC variants: series LLCs for asset isolation (Delaware §18-215), DAO LLCs for blockchain governance (Wyoming/Utah), and PLLCs for licensed professionals handling malpractice. He notes risks like cross-state uncertainty, perfect for innovative entity planning.