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Whiteford

Private Company M&A – Pre-Go-To-Market Seller Self-Diligence & Corporate Clean-Up

Whiteford on

In a prior article, we covered one of the two forms of reverse diligence in private company M&A – specifically, the diligence that a Seller should conduct to vet a bidder before committing to a deal in an LOI or otherwise....more

Walkers

Channel Islands a strategic hub for employee share incentive plans

Walkers on

In today’s competitive business environment, share incentive plans continue to be a popular tool for aligning employee interests with those of management and shareholders. Guernsey and Jersey, as leading offshore financial...more

Pillsbury - Propel

Founder Secondary Sales: A Primer

Pillsbury - Propel on

Increasingly, founders desire liquidity with respect to a portion of their equity stake before the company goes public or completes a complete exit event (like an M&A sale). Liquidity is desired for many reasons, including...more

Paul Hastings LLP

Biotech Spin-Off Transactions

Paul Hastings LLP on

As we previously discussed (here and here), the biotech mergers and acquisitions market currently faces significant headwinds. These challenges include frozen capital markets, regulatory uncertainty at the Food and Drug...more

Venable LLP

Type F Reorganizations: General Overview and the Problem of Dissenting Shareholders

Venable LLP on

Choosing the type of entity to form and where to form it are two of the most common early legal decisions that founders make when they start their own businesses. Founders typically register their companies in the state where...more

IR Global

Accountants Advising on Ownership Structure

IR Global on

An Accountant based in Atlanta, Georgia provided valuable advice to a new Client who was starting a kitchen design business with a business partner....more

Barnea Jaffa Lande & Co.

Phantom Stock: A Strategic Tool for Equity Incentivization

In the contemporary landscape of talent management, organizations face major challenges in recruiting and retaining top-tier professionals. Equity incentive mechanisms have emerged as a sophisticated strategy to cultivate...more

Kennedys

Why Delaware remains the “First State” for business incorporation

Kennedys on

One of the first decisions that a business owner must make is selecting a state of incorporation. This is a decision not to be taken lightly, as the state of incorporation affects many aspects of the new business. While Texas...more

K&L Gates LLP

The Inside Basis: Potential Pitfalls of F-Reorganizations

K&L Gates LLP on

On this episode of The Inside Basis, host Randy Clark discusses some common issues in F-reorganizations involving S-corporations, a popular structural approach used in private equity transactions....more

Allen Matkins

Several More Companies Propose Move From Delaware To Nevada

Allen Matkins on

As 2024 closed and 2025 began, four additional publicly traded companies proposed reincorporating from Delaware into the "sweet promised land"* of Nevada.  These companies include...more

Vorys, Sater, Seymour and Pease LLP

The Importance of Actively Monitoring S Corporation Compliance

Many banks have elected to be “S Corporations” for tax purposes. This status can provide significant tax benefits to the bank’s shareholders, but it also comes with several ongoing technical requirements. Failure to satisfy...more

Eversheds Sutherland (US) LLP

Recent administrative guidance hints at tax accounting priorities heading into 2025

IRS LB&I has updated several pieces of administrative guidance, including a notice regarding the transition period for complying with increased substantiation requirements for research credit refund claims and two practice...more

Allen Barron, Inc.

Tuning up your business

Allen Barron, Inc. on

It's human nature to take the "if it ain't broke, don't fix it" attitude, which extends to allowing areas of your business to evolve and develop without scrutiny. This is why tuning up your business is an essential part of...more

International Lawyers Network

Establishing A Business Entity In Israel (Updated)

While there are a few different forms of “corporate” entities in Israel, this guide will focus on companies and partnerships as these are the entities that the non-Israeli businessman is most likely to set up or invest in if...more

International Lawyers Network

Establishing A Business Entity In Israel (Updated)

While there are a few different forms of “corporate” entities in Israel, this guide will focus on companies and partnerships as these are the entities that the non-Israeli businessman is most likely to set up or invest in if...more

Sheppard Mullin Richter & Hampton LLP

Precautionary and Prudency Measures for Boards Addressing COVID-19 Business Uncertainties

The COVID-19 pandemic has caused unprecedented economic disruptions worldwide. Businesses that were previously flourishing are now seeing rapid declines in demand and revenue, disruptions in their supply chains, and other...more

International Lawyers Network

Establishing A Business Entity In Israel

The influence of British rule immediately prior to the establishment of the State of Israel has left a lasting mark on Israeli corporate law. Even though Israel is commercially much closer to the U.S., the links to the...more

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