Large Firm Service. Small Firm Attention.
Receiving an Inheritance
When you receive an inheritance, you will have to consider the effect this will have on your taxes. Your inheritance may incur liability for property taxes or increase your own estate so that it will be subject to estate taxes. While you are not required to pay income tax on the principal inheritance, you will have to pay income tax on the income generated by the inherited funds. Especially if the inheritance is substantial, you may want to consult an estate planning attorney to discuss the tax implications.
The Benefits of Private Placement Memorandums
When conducting a private placement offering, there is one essential document that companies must draft: a Private Placement Memorandum. This document outlines all of the disclosures required by law and offers investors information so that they make informed decisions about participating in the offering. A Private Placement Memorandum (PPM) outlines the terms of securities that…
Rights and Responsibilities After Mergers and Acquisitions
When conducting mergers and acquisitions, companies should be aware of the many rights and responsibilities that accompany these processes. This is particularly important when it comes to tax liabilities. Although many people use the terms “mergers” and “acquisitions” interchangeably, the two terms have different meanings. A merger occurs when two or more companies combine to…
The Benefits of Initial Public Offerings
When a corporation needs to raise a large amount of capital, an initial public offering can be a wise course of action. To conduct an initial public offering, a corporation’s shares are made available for purchase to the general public. Doing so provides the company with a substantial influx of cash and the opportunity to…
Accredited Investors and Common Securities Exemptions
An accredited investor is an individual or a financial entity that has been recognized by the Securities and Exchange Commission as being sophisticated enough to handle large investments. Under Regulation D, investors who are financially sophisticated may have a reduced need for the protection provided by certain government filings. Rule 501 of Regulation D clearly…
The Benefits of Living Trusts for LGBT Couples
Same sex couples often encounter unique estate planning issues, as their unions are not recognized in most states, and are, therefore, not legally protected. There are, however, estate planning options open to same sex couples that can provide them with the security they need.
Finders…Beware
A Finder by any other name would smell…like a Finder. With all due respect to William Shakespeare, the SEC, in a recent no action letter, once again confirmed its longstanding position that regardless of how you dress it up, a “finder” receiving fee-based compensation for introducing investors would be required to register as a broker-dealer.…
What Startup Companies Should Know about Employees and Independent Contractors
When deciding whether to use employees or independent contractors, companies often consider cost as a deciding factor. Choosing to use independent contractors over employees appears to be a good choice, as it can decrease certain expenses, such as workers’ compensation insurance, payroll taxes, overtime pay, and minimum wage obligations. While this may be a viable…
Teacher Evaluations to Be Tied to Test Scores
Newly signed legislation has significantly altered the process for evaluating public school classroom teachers and building principals by including consideration of student test scores. The procedure for evaluating incompetence cases has also been changed, partially with the intention of expediting the process. A single arbitrator (rather than three) will now be required for cases “based…
Hostile Takeovers
Companies that combine, sell, and buy businesses use two different strategies to achieve their goals: mergers and acquisitions. While many mergers and acquisitions are harmonious, sometimes companies experience hostile takeovers, defined as those that occur without the consent of the target company. That is, an acquirer takes control of the company by purchasing its shares…


