Category Archives: Uncategorized

Here are some boardroom basics for entrepreneurs who want to set up a corporation but have no experience with corporate governance: Most major decisions relating to the operations of a corporation are taken by its board of directors, which bears … Continue reading →

A ruling last year by the Federal District Court for the District of Delaware raises some very difficult questions about the strength of the “corporate veil” in cases where the plaintiff seeks recovery under a federal statute. In fact, the … Continue reading →

Federal and state tax authorities and labor officials are taking a renewed interest in the misclassification of employees as independent contractors.  Often, the question arises in the context of contractors performing construction work but the very same issues apply to … Continue reading →

The Securities and Exchange Commission has proposed amendments to Rule 506 of Regulation D under the Securities Act of 1933 that would disqualify “bad actors” from participating in private placements that rely on Rule 506 for an exemption from the registration requirements of … Continue reading →

We often refer to the idea of  “piercing the corporate veil” at this blog.   Many small business owners and investors probably consider the threat too remote to worry about. However,  when lawyers are offered training courses on how to … Continue reading →

Many companies use non-compete agreements to prevent selected employees from using trade secrets, customer relationships, and commercially sensitive information to the competitive disadvantage of the employer after the employment relationship ends.   These non-compete agreements, sometimes drafted by experienced counsel but … Continue reading →

It is impossible to describe the vastness or the richness of the Internet as a resource for individuals starting a new business.  Indeed, many new ventures, if not most, are themselves Internet businesses.   The efficiencies offered by the Internet are … Continue reading →

On February 24, 2011, the Treasury Department issued new reporting rules, effective March 28, 2011, relating to the filing of an annual Report of Foreign Bank and Financial Accounts, commonly call an FBAR.  New Rules (PDF) Briefly, United States persons … Continue reading →

Here is a link to an excellent article that discusses the narrowing gap between corporate governance at private companies and the higher standards required of public companies.                           … Continue reading →

On March 4, 2011, the California Franchise Tax Board issued guidance on what constitutes “doing business” in state beginning January 1, 2011. For taxable years beginning on or after 1/1/2011, a taxpayer is doing business in California if any of … Continue reading →