Many lower middle market business clients looking for financing options often hear their bankers and financial advisors refer to mezzanine capital, but few understand its true purpose and [...]
The attorney-client privilege protects from discovery or other disclosure confidential communications between an attorney and a client for the purposes of obtaining or providing legal assistance. [...]
On June 28, 2018, California passed the California Consumer Privacy Act of 2018. This Act, effective January 1, 2020, will give California residents rights very similar to certain GDPR rights, [...]
Although often styled as non-binding, certain terms contained in a letter of intent (LOI) are intended to be legally binding. Problems can arise if the parties do not give proper focus to the [...]
On June 21, 2018, the United States Supreme Court decided in South Dakota v. Wayfair, Inc. that South Dakota is permitted to collect sales tax from online retailers who sell in the state and have [...]
The Subtleties of Non-Disclosure Agreements: Who is Seeing Your Confidential Information?
In Corporate Issues PostedA well drafted non-disclosure agreement is crucial during a competitive bid process, during which the selling entity may share proprietary information with prospective purchasers, including [...]
Agreements made under seal in Pennsylvania are subject to a 20-year statute of limitations, which means that the party enforcing its agreement has up to 20 years from the date the agreement is [...]
Buyers expect target companies to have a “normal” level of net working capital (Receivables + Inventory + Prepaids – Payables) upon closing a business acquisition. Many times, we find privately [...]
Companies with Foreign Investors: June 30th is the Deadline to E-File Your BEA Benchmark Survey
In Corporate Issues PostedIs more than 10% of your company equity held by foreign investors? If so, you likely need to file the BE-12 by June 30th. Every five years, the Bureau of Economic Analysis (a Bureau of the US [...]
Tax Cuts and Jobs Act Report Confirms Validity of “Back- Door” Roth IRA Conversions
In Tax and Estate Planning PostedPrior to the Tax Cuts and Jobs Act (“TCJA”), it was not clear whether “back-door” Roth IRA conversions were permitted. The TCJA was signed into law on December 22, 2017. Language in the [...]