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Early- and Growth-Stage Companies in Distress: What Directors Need to Know about their Fiduciary Duties
Articles, Grow Your Company Grace Adebogun Articles, Grow Your Company Grace Adebogun

Early- and Growth-Stage Companies in Distress: What Directors Need to Know about their Fiduciary Duties

In this article we provide practical guidance for directors of Delaware corporations in these moments of distress, including an overview of how fiduciary duties change as a company approaches or enters insolvency. Our advice is targeted to early- and growth-stage companies, but the principles here will apply to all Delaware corporations, regardless of size.

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Checklist for Foreign Companies Expanding into the US
Articles, Build Your Team, Form a Company Grace Adebogun Articles, Build Your Team, Form a Company Grace Adebogun

Checklist for Foreign Companies Expanding into the US

You’re a foreign company looking to set up shop in the United States. You have weighed the pros and cons of expanding your business into the United States, confirmed the compatibility of any products or services you offer with the US market, and have a team ready to expand your business in the United States. All you need now is to make sure you have checked all the legal and regulatory boxes. We’ll walk you through those boxes, like choosing a business structure, navigating laws and regulations concerning immigration, employment, and taxes, securing funding and real estate, and more. With smart planning and preparation, your company can thrive on this side of the pond.

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Maryland Enacts Sweeping Privacy Reform
Articles, Grow Your Company Sophia Fein Articles, Grow Your Company Sophia Fein

Maryland Enacts Sweeping Privacy Reform

Members Gregg Benson, Daniel DeWolf, and Associate David Salamon co-authored an article in ALI CLE’s The Practical Lawyer discussing the tax implications and strategies for converting a start-up organized as an LLC into a corporation. Their article specifically dives in on the potential benefits of the Qualified Small Business Stock (QSBS) rules under Section 1202 of the Internal Revenue Code.

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The Qualified Small Business Stock Issues Affecting Conversion Of An LLC Into A Corporation, as published in the practical lawyer
Form a Company, Articles Sophia Fein Form a Company, Articles Sophia Fein

The Qualified Small Business Stock Issues Affecting Conversion Of An LLC Into A Corporation, as published in the practical lawyer

Members Gregg Benson, Daniel DeWolf, and Associate David Salamon co-authored an article in ALI CLE’s The Practical Lawyer discussing the tax implications and strategies for converting a start-up organized as an LLC into a corporation. Their article specifically dives in on the potential benefits of the Qualified Small Business Stock (QSBS) rules under Section 1202 of the Internal Revenue Code.

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Preparing a VC-Backed Company for an Exit Event
Exits, Articles Sophia Fein Exits, Articles Sophia Fein

Preparing a VC-Backed Company for an Exit Event

Initial public offerings (IPOs) and M&A exits are the two most common means of achieving liquidity in a private company. This article addresses an acquisition transaction, which requires preparation and oversight that many founders and managers need to learn as they go. Although getting to an M&A exit event is by no means a guarantee, nor is it the desired path for every founder, there are several things that founders and the company management team can do to ensure that the M&A process goes smoothly.

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In Split Vote, FTC Approves Controversial Final Rule Banning Most Post-Employment Non-Competes; Rule Already Subject to Challenge in Court
Build Your Team, Articles Sophia Fein Build Your Team, Articles Sophia Fein

In Split Vote, FTC Approves Controversial Final Rule Banning Most Post-Employment Non-Competes; Rule Already Subject to Challenge in Court

On April 23, 2024, by a 3-2 margin, the FTC voted to finalize its controversial non-compete rule, which, generally, will prohibit businesses from entering into non-compete agreements with nearly all workers across the U.S. going forward and invalidate the existing non-competes of nearly 30 million workers.

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New Jersey Adopts a Comprehensive Data Privacy Law
Protect Your Idea and Data, Articles Sophia Fein Protect Your Idea and Data, Articles Sophia Fein

New Jersey Adopts a Comprehensive Data Privacy Law

2023 was a record-breaking year, with legislators in Delaware, Indiana, Iowa, Montana, Oregon, Tennessee and Texas passing comprehensive data privacy laws, joining California, Colorado, Connecticut, Utah and Virginia. Already 2024 is on pace to beat 2023’s record year, as New Hampshire (New Hampshire Privacy Act, SB 255-FN), New Jersey (New Jersey Privacy Act, SB 332) and Kentucky (HB 15) lawmakers have already passed comprehensive privacy laws. This post provides the details and information you and your business need to know about the New Jersey Privacy Act (NJPA), signed into law by Governor Phil Murphy. You can find our discussion regarding the New Hampshire Privacy Act here.

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Important Updates to the New York LLC Transparency Act
Form a Company, Articles Sophia Fein Form a Company, Articles Sophia Fein

Important Updates to the New York LLC Transparency Act

The New York LLC Transparency Act (NYLTA) has recently been amended. The key take-aways are as follows:

Effective Date has been pushed back a year to January 1, 2026.

Reporting Companies formed or registered in New York prior to January 1, 2026 will have until January 1, 2027 to provide initial reporting information.

Reporting Companies formed or registered in New York after January 1, 2026 will be required to provide initial information within 30 days after formed or registered in New York.

Set forth below in additional detail is an updated Client Alert on the NYLTA.

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Essential Annual Actions for Start-up Boards
Grow Your Company, Articles Sophia Fein Grow Your Company, Articles Sophia Fein

Essential Annual Actions for Start-up Boards

As a founder of a start-up, you have your hands full, and the end of your start-up’s fiscal year can sneak up on you. But, as the year-end approaches, you should be mindful of a few key actions your start-up board will want to consider on an annual basis. In this article, we’ll walk through the most common annual actions to be approved by start-up boards at their meetings held around the end of the fiscal year: the budget, compensation, including bonuses and equity awards, and other administrative action (including, the appointment of auditors and ratification of officers). Keeping your board engaged on these crucial items yearly will allow the board to see that you are capable of leading all aspects of the business, including in the area of corporate governance, and will ensure you receive valuable guidance and feedback from your directors.

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Mintz Launches In Canada, Expanding Life Sciences And Private Equity Practices
Cassidy Wang Cassidy Wang

Mintz Launches In Canada, Expanding Life Sciences And Private Equity Practices

BOSTON, TORONTO – Mintz is pleased to announce its expansion into Canada with the opening of a Toronto office, launched by a team of highly regarded and industry-leading attorneys. The new office will add depth and breadth to Mintz’s global Life Sciences practice and will further expand the firm’s strong Private Equity, Capital Markets, and Pensions and Employment practices.

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Benefits and Legal Risks of Embracing Generative AI Applications
Articles Guest Contributor Articles Guest Contributor

Benefits and Legal Risks of Embracing Generative AI Applications

One of the industries that can be transformed by generative AI is the legal industry. The revolutionary tools powered by generative AI raise many questions: will the legal industry prohibit or embrace this technology? If it embraces the technology, what will adaptation look like in practice? And, it even poses an existential question – does it have the potential of making lawyers obsolete?

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Board Warns Employers to Pare Back Overbroad Non-Disparagement and Confidentiality Provisions in Severance Agreements
Articles, Build Your Team Guest Contributor Articles, Build Your Team Guest Contributor

Board Warns Employers to Pare Back Overbroad Non-Disparagement and Confidentiality Provisions in Severance Agreements

Severance agreements offered to non-supervisory employees that include broad-based non-disparagement and confidentiality provisions are unlawful according to the National Labor Relations Board. The Board’s decision in McLaren Macomb, 372 NLRB No. 58 (Feb. 21, 2023), reverses Trump administration era Board decisions on this issue, and if upheld, may have far reaching consequences for both unionized and non-unionized workplaces.

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New York State Offers Matching Investment Funds for Qualified Early Stage Start-Ups
Articles, Raise Capital Sam Effron Articles, Raise Capital Sam Effron

New York State Offers Matching Investment Funds for Qualified Early Stage Start-Ups

New York Governor Kathy Hochul recently announced the establishment of a new initiative to match up to $30 million in funding received by early stage companies operating in New York. Through the Pre-Seed and Seed Matching Fund Program, start-ups could receive $50,000 to $250,000 to match investments in the form of convertible debt, a Simple Agreement for Future Equity (SAFE), or equity securities.

In this alert, we provide an overview of the program and its eligibility requirements.

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