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Private Company Shares

Bradley Arant Boult Cummings LLP

The Founder’s Dilemma: Stoking the Company’s Fire Without Forfeiting the Founder’s Interest in the Business

Fast-growing private companies are exciting to observe as outsiders, but on the inside the company founder has the challenge of securing enough capital to fuel the rapid growth of the business. The company’s continuous need...more

Bradley Arant Boult Cummings LLP

My Partner Just Sued Me: Strategies Majority Owners Should Consider in Defending Claims Filed by Private Company Investors

Conflicts between co-owners in private companies are common, but the vast majority are worked out through dialogue and negotiation. When these internal conflicts cannot be resolved, however, minority investors may file suit...more

McDermott Will & Emery

Protecting Employees’ Tax Position After a Spin-off

McDermott Will & Emery on

Spin-offs have become increasingly popular with innovative companies as a method of unlocking shareholder value, but the transaction is not always tax-free, particularly for international employees holding equity awards or...more

Bradley Arant Boult Cummings LLP

The Intersection of Business in Marital Divorce Cases: Business Issues That Often Arise in Family Law Proceedings 

When divorcing couples hold ownership interests in private companies as part of their marital estate, they will have to address a number of business issues related to these interests in their divorce settlement. Planning...more

Bradley Arant Boult Cummings LLP

Opening Up the Business Partner Time Capsule: Partnership Lessons Shared by Owners and Investors

Hindsight can be a wonderful thing, especially if hard-earned lessons are adopted by others who are willing to learn from past mistakes. When private company owners and investors share with me some of the wisdom they have...more

Bradley Arant Boult Cummings LLP

Cashing In, But Without Fully Cashing Out: Liquidity Options for Private Company Majority Owners

Business owners of private companies invest huge amounts of time and resources in their business, which may include the bulk of their financial capital. For owners who do not want most of their net worth to remain tied up in...more

Bradley Arant Boult Cummings LLP

Resilience Required: “CRAP” Is Necessary to Blossom as the Successful Majority Owner of a Private Company

Private company owners strive for success but getting there is not an easy or straight path. I have been working closely with business owners now for more than 40 years, and I have been reflecting on the key character traits...more

Bradley Arant Boult Cummings LLP

Selecting Independent, Experienced Company Managers: One of The Most Important Decisions for Majority Owners

Majority owners of private companies have many important decisions to make, but one of their most impactful will be selecting the people to serve as the company’s managers (for LLCs) or as directors on its board (for...more

Bradley Arant Boult Cummings LLP

Driving Between the Lines: As a Private Company Majority Owner, What Are the Rules for Dealing with Minority Business Partners

The one who has the gold often makes all the rules, but the majority owner of a private company who has minority partners in the business does not have complete freedom, because majority owners owe duties that apply to their...more

Conyers

BVI: In the Matter of the Estate of Sheikh Saoud Mohamed Al Thani – BVIHCVAP 2021 / 0001

Conyers on

Offshore Trust and Estate Litigation Update Series – Part II - Following on from Part I of this series which summarised the Cayman Court’s consideration of a trustee’s application for the “blessing” of a “momentous...more

Patterson Belknap Webb & Tyler LLP

Donations of Private Stock: Timing is Everything

The ability to receive an income tax deduction for donations of private company stock can be a useful tax planning tool for founders. Assuming the stock has been held for more than one year, a founder can generally deduct the...more

Holland & Hart - The Benefits Dial

Like a Vision She Dances Across the Porch As the Radio Plays… Thinking About Equity Practices In the Good Old Days

Changes and trends in private company equity incentive plan terms over time - A client who remembered equity plans from Silicon Valley in years past asked about what has changed in private company equity plans over time....more

Manatt, Phelps & Phillips, LLP

Pricing Private Company Stock Options to Avoid the Pitfalls of IRC 409A

The enactment of Internal Revenue Code (the “Code”) Section 409A has resulted in significant challenges for private companies that award employee stock options. Under the final Treasury regulations, stock options that are...more

Bradley Arant Boult Cummings LLP

Has the Bloom Come Off the Rose? It May Be Time to Pull the Plug on Your Private Equity Investment

Private growth companies have ups and downs – only rocket ships tend to go straight up. Therefore, it can be difficult for an investor holding a minority stake in a private company to know whether a challenging time for the...more

McDermott Will & Emery

Hurdle Shares als Instrument für Management- und Mitarbeiterbeteiligungen

McDermott Will & Emery on

Management- und Mitarbeiterbeteiligungen sollen eine wirtschaftliche Teilhabe am Erfolg des Unternehmens vermitteln. Sie schaffen interest alignment mit den Gesellschaftern und bilden daher ein effektives Instrument zur...more

Bradley Arant Boult Cummings LLP

The Minority Shareholder’s Arrows Are Still Sharp in the Quiver: Claims Available to Oppressed Minority Shareholders under Texas...

The seven-year anniversary of the Texas Supreme Court’s decision in Ritchie v. Rupee has come and gone, and the court’s holding from 2014 remains the law: Minority shareholders in Texas private companies do not have a cause...more

Bradley Arant Boult Cummings LLP

Buy-Sell Agreements May Not Be the Holy Grail, But They Can Help Limit Headache and Heartache

Disagreements are common between business partners in private companies, but most do not lead to a partner exit. When partner conflicts become severe enough to warrant a business divorce, however, majority owners and minority...more

International Lawyers Network

Establishing a Business Entity in Ireland (Updated)

I. Introduction - As a common law jurisdiction, Ireland’s legal system is similar to that of the US and the UK and businesses can be carried on in Ireland in several different ways, including as sole traders, partnerships,...more

Conyers

Private Client Bulletin - Summer 2021

Conyers on

Welcome to the fifth edition of our Private Client Bulletin, bringing you the latest private client and trust news and insights from Bermuda, the Cayman Islands, BVI and Asia. In this issue, we have several notable...more

Foley & Lardner LLP

A Brief Legal Guide To Buying and Selling Shares of Private Company Stock

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What to expect in a secondary market transaction - You formed and financed an emerging growth company or startup, you hold unregistered shares of a private company not listed on a national securities exchange—but you need...more

International Lawyers Network

Establishing a Business Entity in Ireland (Updated)

I. Introduction - As a common law jurisdiction, Ireland’s legal system is similar to that of the US and the UK and businesses can be carried on in Ireland in several different ways, including as sole traders,...more

Winstead PC

Don’t Wait to Jump Off the Bandwagon: Cutting Ties With a Bad Business Partner (Part 2)

Winstead PC on

As we have noted in previous posts, it can become critical for the majority owner of a private company to remove a business partner who holds a minority ownership stake in the business and who is causing major dysfunction in...more

Morrison & Foerster LLP

PE & VC Exits: U.S. Direct Listing Rules In Flux

Amid intense focus on investor liquidity (and paths to potential liquidity) in private companies, we provide an update on developments around direct listings as an alternative to traditional IPOs in the United States. On...more

Sheppard Mullin Richter & Hampton LLP

Some Strings Attached: Main Street Lending Program And Private Company M&A

The Main Street Lending Program, intended to provide credit support to small and medium sized businesses, became operational on July 6, 2020.It includes many borrower-favorable economic terms, including a 5-year term, a low...more

Lowenstein Sandler LLP

COVID-19: Considerations in Stock Option Repricing

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In the past weeks, many companies, both public and private, have seen their stock prices and values decline because of the economic disruption caused by COVID-19.  As a result, outstanding stock options may no longer provide...more

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