Corporate Law

/Corporate Law

Corporate Law Update – Rule 701: How to Reward Employees and Consultants with Equity Compensation

Issuing equity to employees can be a win-win.  For companies, such transactions preserve cash that might go to salary or wage payments and can align interests of labor and capital by making both sides interested in a company’s long-term success.  Companies can also conserve cash by using equity to pay outside service providers.  Meanwhile, owning [...]

Corporate Law Update – Restricted Securities: A Challenging Byproduct of Private Financings

In light of the development of new funding methods for startup and early stage companies, the treatment of Restricted Securities (“RS”) has assumed even greater importance. Generally speaking, RS are what purchasers receive when they invest in a securities offering that is not registered under the Securities Act of 1933 (the “Securities Act”) and/or sold [...]

Client Alert – SEC and Cyber-Risk: Controls and Disclosure Take Center Stage

During the past several months, the US Securities and Exchange Commission (“SEC” or “Commission”) has increasingly emphasized the importance of robust disclosure by public (and possibly private) companies of their exposure to and management of cybersecurity risk.   For example, the SEC issued guidance on cybersecurity disclosures for public companies earlier this year that we discussed [...]

Corporate Law Update – State Crowdfunding Rules: Often An Intriguing Option Where Available

With the passage of the Jumpstart Our Business Startups Act of 2012 (JOBS Act), Congress and President Obama sought to facilitate capital formation by relaxing certain securities registration requirements. Specific changes included (i) amending Regulation D to allow advertising and general solicitations by issuers raising capital from accredited investors, (ii) amending Regulation A to allow offerings up [...]

CORPORATE LAW UPDATE – The EU’s General Data Protection Regulation: Why It Matters to You

The EU’s General Data Protection Regulation: Why It Matters to You The European Union has traditionally been more protective of privacy than the United States, which has led to substantial challenges for many US companies. Those challenges are now greater and affect many more US businesses as a result of the recent EU adoption of [...]

CORPORATE LAW UPDATE: Are Your Employment Screening Procedures Asking for Trouble?

Companies that screen job applicants or employees with credit checks or criminal background checks should proceed cautiously—such screenings are heavily regulated by a myriad of federal, state, and local laws. Fair Credit Reporting Act—Notices Galore! A key statute for employers to be cognizant of is the federal Fair Credit Reporting Act (“FCRA”), which is enforced [...]

Corporate Law Update – Mind Your Bits and Bytes: Cybersecurity Disclosure and Due Diligence

Because the value of today’s business is based upon information, it is crucial that companies establish and implement strong policies and procedures to protect their data. The Securities and Exchange Commission  recently observed, As companies’ exposure to and reliance on networked systems and the Internet have increased, the attendant risks and frequency of cybersecurity incidents [...]

February 2018 / TCPA Update – “STOP” by Any Other Name…Combatting Unreasonable Revocation

When the FCC declared that parties could revoke consent under the TCPA by “any reasonable method,” many saw this as a gift to professional TCPA plaintiffs – time has shown that they were right. After all, reasonable minds can differ over what is “reasonable.” The FCC tried to erect parameters, stating “we will look to [...]

CORPORATE LAW UPDATE: Business Buyers (and Website Operators): Go Through The Hoops So You Don’t Get Stung… By Copyright Claims!

Anyone operating a website or considering the acquisition of or an investment in a business which does so, needs to understand the exposure to claims of liability for copyright infringement, and how to mitigate that risk. Under the legal theory of secondary infringement, one who does not themselves infringe anything but contributes to such effort [...]

Corporate Law Update – Email Habits for the Wise: Tips to Avoid Turning Email into a Smoking Gun Exhibit

The worldwide population sends and receives billions of emails each day. With increasing hacks and malware attacks, organizations today for good reason focus much of their risk management efforts on shielding against external threats.  However, inappropriate email use by an organization’s own employees can be equally destructive when the organization is involved in litigation or [...]