Business Ownership

News & Analysis as of

New Rhode Island Acquired Real Estate Company Conveyance Tax Leaves Many Unanswered Questions

Effective July 1, 2015, Rhode Island now imposes a realty conveyance tax on the transfer of controlling interests in a “real estate company,” in addition to any other state taxes. Under prior law, if a person or business...more

Department Recommences Responsible Party Assessments

When the Department of Revenue transitioned trust fund taxes to its “new” integrated computerized tax system last November, it temporarily suspended the issuance of responsible party assessments. In its most recent PA Tax...more

M&A: How to Maximize Your Return When Selling Your Business

As a family or private business owner, you know how to sell your product or service. But do you know how to sell the company itself? Selling a business that has been built over the years is emotional and stressful, and for...more

Why does my spouse have an interest in my separate business?  [Video]

Phoenix business law firm Jaburg Wilk Family Law attorney Laurence B. Hirsch discusses why a spouse may have an interest in the other spouse's separate business and property. For more information contact

Agencies Cannot Make Conditional Final Offers of Just Compensation in Condemnation Actions

In California eminent domain cases, a property or business owner is entitled to recover litigation expenses (attorneys' fees and expert costs) when the public agency's final offer of compensation is unreasonable and the...more

“Letting Go: As Baby Boomers Sell Their Businesses, Too Many Forget the All-Important Succession Plan.”

Building a Business from the ground up takes devotion, energy and commitment to the bigger picture. It’s akin to birthing and raising a baby — albeit a baby that will always need a firm, guiding hand. Finding that next hand —...more

Protecting the Identity of Your LLC Members & LP Partners in Litigation, Part II: Strategies for Discovery

You want to protect the identity of your business’ owners, but your opponent issued discovery requesting a copy of your organizational chart and/or information on the identities of your LLC members or LP partners. You are...more

FPPC Amends Conflict of Interest Regulations

As part of a larger project, the Fair Political Practices Commission adopted language amending the set of regulations that identify the standards for determining what constitutes a material financial effect of a public...more

In a Business Owners Agreement, Should All Owners Be Equal?

Good business planning involves owners of the company developing and entering into a shareholders agreement, operating agreement or partnership agreement (owners agreement). A good owners agreement will allow the owners to...more

Highly-Protected Secrets: Competitors Try to Keep Legal Secrets in the Quasi-Legal Marijuana Industry

How do you use the law to keep something unlawful a secret? This and related questions arise as more states legalize marijuana for medical use, recreational use, or both. As an illicit industry emerges from the shadows,...more

SAM's New Ownership Disclosure Requirements

The System for Award Management (“SAM”) administrator recently issued a new requirement for identification of your entity’s ownership in order to maintain an active registration in SAM. ...more

3 Reasons Business Owners Could Be Your Best Clients

If you are not currently serving business owners, now might just be the time for you to start. You see, handled the right way, business owners are great clients because…...more

Divorce – Four Business Reasons for a Prenuptial Agreement

With an ongoing Oklahoma divorce case in mind last month Tilting wrote about Tigh A. Knott, his wife Lucy Knott and how a business owner’s divorce can impact his business and affect his partners. The real players were Harold...more

Delaware Court of Chancery Rejects Contemporaneous Ownership Requirement For Creditors Asserting Derivative Claims

In Quadrant Structured Products Co. v. Vertin, C.A. No. 6990-VCL, 2014 Del. Ch. LEXIS 193 (Del. Ch. Oct. 1, 2014), the Delaware Court of Chancery held that when creditors of insolvent firms assert derivative claims, they need...more

Introducing Personal Liability Into Corporate Negligence: An Analysis of the Trek Leather Decision

Are you an owner or officer of a small or midsize business? An import or trade compliance professional? Someone whose job responsibilities include some aspect of the process of importing merchandise into the United States,...more

White-Collar Exemptions: Paying Employees' Wages in Equity, Rather than Cash

The saying goes that “Cash is King.” However, entrepreneurs often quickly learn (sometimes in painful ways) that it is Cash Flow that is really King. Run a quick Google search for “accounts receivable” financing or factoring...more

Personal Responsibility for PA Tax Assessments

Under Pennsylvania law, there are important exceptions to the general rule that officers, employees and owners of a corporation or limited liability company have no personal liability for the business’s unpaid tax...more

‘Transparency and Trust’: Proposed Changes to Company Law in the UK

On 25 June 2014, the Government published the Small Business, Enterprise and Employment Bill. It includes a wide range of measures designed to improve the legislative environment for small businesses and incorporates...more

Michigan Enacts Changes To Administrative Tax Provisions Affecting Audits And Assessments

Michigan has enacted legislation that clarifies and streamlines a number of important tax administrative provisions. The changes affect the Department of Treasury’s ability to pursue and collect unpaid taxes from company...more

In re Interstate General Media Holdings, LLC, C.A. No. 9221-VCP (Del. Ch. Apr. 25, 2014) (Parsons, V.C.)

In this memorandum opinion regarding the judicial dissolution of a Delaware LLC, the Court of Chancery, ordered the sale of the company in a private, English-style auction, as opposed to a public auction, in order to maximize...more

Deconstructing a Letter of Intent for Business Owners, Part 1

I recently appeared on an episode of the Private Equity FunCast: “The Art (and Science?) of the LOI” to talk deal terms with private equity masters Devin Mathews and Jim Milbery. This well-spent hour got me thinking about...more

The In-House Attorney-Client Privilege

It’s simple—the attorney-client privilege protects from discovery communications between a client and his or her lawyer. It’s challenging—the privilege applies to communications between (some) corporate representatives and...more

UK Government Backs “Transparency & Trust” Paper Recommendations

The UK government has published a response paper largely in agreement with the controversial “Transparency & Trust” discussion paper published by its Business, Innovation and Skills Department in July 2013....more

5 Steps Out of the Entrepreneur’s Inevitable Business Plateau (Part 1)

Like death and taxes, there is one thing about being a legal entrepreneur that is predictable… Your business will plateau....more

Aircraft Transaction Basics - A Business Development Opportunity

This paper will describe the basics of aircraft transactions, including aircraft sale, purchase and ownership issues and how current aviation practitioners can expand their practice area to include aircraft transactions, pull...more

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