New Rules Regarding Loan-Backed Securities

Recently, the Securities and Exchange Commission (“SEC”) unanimously adopted new rules concerning loan-backed securities linked to autos and mortgages. Loan-backed securities generally are created by bundling a large number of loans, which are then securitized and sold to investors. The new rules take effect in 60 days. Why the Changes to Loan-Backed Securities? Securities backed […]

Foreign Founders in US Startups

What are the basics when foreign founders, who neither are dual citizens nor have a green card, start up an LLC in the United States, but operate it from their native country? Company Status: Requirements vary according to the native country. For example: Canadian: In addition to the US LLC, a Canadian citizen may also […]

Securities and Rule 144A

144A is a SEC rule that allows (within specified circumstances) qualified institutional investors to trade unregistered securities on the NASDAQ Portal Market for investment purposes – but not for resale to the general public. The purpose of 144A is to enable a more efficient and liquid resale market for unregistered securities. This makes it easier […]

1099 Independent Contractors – Are you Compliant?

In a study conducted by Intuit, 40 percent of the American workforce will be freelancers, contractors, and temp workers by 2020. Even now, many companies are replacing some of their full-time employees with part-time professionals, freelancers, and independent contractors. Some are keeping a present employee, but changing the status from employee to independent contractor. The […]

Blue Sky and the Prospectus

The registration of securities under the Securities Act of 1933 was designed to provide potential investors with full and fair disclosure of all material information relating to the issuance of securities, including such information as the principal purposes for which the offering’s proceeds will be used. Individual states have also enacted “blue sky” laws to […]

Are You Providing Maximum Value to Your Clients?

Many solo and small firm attorneys perform 100% of their firm’s billable and even non-billable work, regardless of the task.  This not only limits the attorney’s capability to provide more and greater value, but it creates a diminishing rate of return on the attorney’s time and value to his or her clients.  A recent survey […]

Contract Playbooks: The Reason to Outsource your Contract Lifecycle Management

The contract process in many companies is often a conglomeration of fragmented procedures and labor-intensive processes. Key players don’t have the visibility they need to understand contract terms and conditions, compliance, governance, or analysis. CLM software promises to streamline the process, but every company is unique in its requirements and best practice procedures for investing, […]

JOBS Act and the new 506 Ruling

In April 2012, President Obama signed the ‘Jumpstart our Business Startups Act’ – known as the JOBS ACT. A significant section of the JOBS Act pertained to rule 506, informing the SEC that they were to amend rule 506 accordingly. The amendment would allow startup companies the right to use general solicitations (ie internet, web […]

Creating the Win-Win Contract

Creating win-win contracts has less to do with bargaining, compromise, and competition and much more to do with reaching a mutually beneficial business-to-business relationship. When the contract is completed and signed, both sides of the negotiation should walk away feeling like they were listened to, understood, and dealt with fairly. Both sides should feel confident […]

Securities and Blue Sky

While the SEC directly, and through its oversight of the NASD and the various Exchanges, is the main enforcer of the nation`s securities laws, each individual state has its own securities laws and rules known as “Blue Sky Laws.” These regulate the offer and sale of securities and the registration and reporting requirements for broker-dealers, […]