Category: Business & Corporate Law
By Amber Condron and Richard Weintraub
Clients that are starting or growing their business often come to their attorneys with a conundrum: they need money and have no idea how to go about raising it compliantly. Raising money compliantly can be tricky as it involves compliance with state securities laws, known as “Blue Sky Laws,” and federal law. There are five major federal securities laws contained in Title 15 of the U.S. Code that need to be reviewed when conducting an interstate offering: Read More
By Michael Dallo
For certified tax law specialists in California such as myself, it is imperative to stay up to date and at the forefront of emerging tax issues. One major emerging sector is cryptocurrency, which brings new questions and issues along with the potential opportunities. Read More
By Bob Copeland
RULLCA and the Delaware Limited Liability Company Act and case law make it clear that LLCs are contractual relationships and the LLC acts provide great flexibility for parties in tailoring their relationship. Drafters of LLC operating agreements should certainly discuss the need for and possible terms of a mechanism for resolving disputes among the members with clients and the possible consequences if disagreement over continuing the business of an LLC arises and the parties are deadlocked and are left to the default provisions of the applicable LLC Act, including a possible involuntary dissolution proceeding overseen by a court. (And the courts, when asked to intervene, do so enthusiastically.) Read More
By Carl Ingwalson Jr.
“A cautionary note – we spend too much time trying to make sense out of arbitration agreements precisely because litigants spend too little time drafting them. Increasingly, we have been presented with incoherent hybrids and bizarre mutations of supposed agreements for judicial or contractual arbitration.” National Union Fire Ins. Co. v. Nationwide Ins. Co. (1999), 69 Cal. App 4th 709, 717. Read More
By Robert Conca
One important decision in the lifecycle of a growing company is when to hire its first in-house counsel. Frequently, this issue arises at a time in the evolution of an organization before there is a need for a full-time employee in this role or room in the corporate budget for a highly compensated general counsel. Other factors may drive the decision of whether to hire an internal attorney including costs, how the function will integrate with the current management and whether there is enough work for a full time employee. When to devote resources to this role is equally important as how to devote those resources. Read More
