In forming a company with more than one owner, a question that typically comes up is, “how do I structure my relationship with my partners?” or “What are the different forms of business ownership and organization?” The concern is usually about making things fair when partners contribute different things in return for their stake in…
The General Data Protection Regulation (the “GDPR”), promulgated by the EuropeanCommission, was adopted in April 2016 and became effective in May 2018. Rarelymentioned with positivity in the past two years, the GDPR standardizes dataprotection laws across the European Union and applies to companies located outsideof the EU that offer goods or services or are monitoring…
Thisblog post is part two of two discussing equity incentives and ways foremployees to liquidate a portion of their shares while the company remainsprivate. Part One discussed the issuance of equity incentives to employees andother key personnel. Focusing now on already issued and vested equityincentives (for illustrative purposes hereof, we will focus on stock options),this…
This blog post is part one of twodiscussing equity incentives and ways for employees to liquidate a portion oftheir shares while the company remains private. Most companies are in the middleof granting 2020 annual equity awards. This granting of equity awards ishappening simultaneously with the COVID-19 outbreak and the larger volatilityon business operations and financial…
Understanding The Paycheck Protection Program and Business Eligibility With so many companies’ runways depleting in these unprecedented times, many companies are seeking relief through the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”). One attractive program falling within the U.S. Small Business Administration’s (SBA’s) Section 7(a) loan program is called the Paycheck Protection…
Earlier this month [January 2020], the California Consumer Privacy Act became effective with many companies scrambling to become compliant with the law. While there are many ambiguities in the law and the California Attorney General is still finalizing his draft regulations, companies are continuing to create their legal frameworks to comply with the law nonetheless. Part of this…
This past Friday (October 11, 2019), the Securities and Exchange Commission filed an emergency action and temporary restraining order against Telegram, a messaging app similar to WhatsApp. The emergency action is an attempt by the SEC to stop Telegram’s unregistered offering of its digital asset, “Grams.” As the SEC outlines, Telegram failed to adhere to…
The Financial Industry Regulatory Authority (“FINRA”) announced on Tuesday, September 11, 2018, its first disciplinary action for securities violations against a cryptocurrency. The disciplinary action involves Rocky Mountain Ayre, Inc. (RMTN) in connection with its issuing and selling of HempCoin, which was marketed as “the first minable coin backed by marketable securities”. Ayre bought the…
In a previous article, we discussed the second prong of the Howey test – a “common enterprise” – and the US Circuit Courts’ fragmentation on the issue and lack of uniform definition. In this third and final part of our series pulling apart the Howey Test, we’re looking at the third and fourth prongs of…
In a previous article, we discussed the first prong of the Howey test – an “investment of money” – through the lens of so-called ‘airdrops’. Moving on to the second prong – a “common enterprise” – requires us to take a step back and consider multiple angles. While courts, generally, have been quick to find…
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