Stock or Salary– A Business Owner’s Dilemma

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Clients, particularly those starting new, closely-held businesses, commonly ask whether they should give stock in the company in lieu of or as a supplement to compensation.  The answer is: it depends.

Newsletter_September 2016

 

A “Top Down” Approach to Managing Cyber Risk

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There are few ‘hotter’ topics in corporate boardrooms these days than understanding the risks from a cyber attack and the measures to thwart, or at least minimize risk of, a cyber breach.  Indeed, the consequences of a cyber breach can be severe, including loss of valuable intangible property, a drop in share price, disclosure and reporting obligations to the SEC and other agencies, and litigation against the company and its board of directors.

Newsletter_June 2016

To Arbitrate or Not to Arbitrate– That is the Question

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Arbitration – the private means of resolving a dispute – is a well- accepted and often encouraged alternative to the court system. Whether arbitration is the right choice for your business contract, however, is a more nuanced question.  As a starting point, all contracts should contain language regarding the resolution of disputes, including which state and/or country’s law will apply, where disputes will be resolved (a particularly important issue when parties are located in different states or countries) and whether arbitration or the court system will be used. It is this last choice that is the focus of this article.

Newsletter_March 2016

Newsletter: A Reminder of the Importance of Written Agreements

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A recent ruling of the Massachusetts Appeals Court, while reaching the fair and just result, serves as a cautionary tale of the importance of written agreements and a reminder of the adage that no good deed goes unpunished. Learn more about this case study:  A couple lent money to their son-in-law’s business after the son-in-law promised to provide personal guarantees for the loans. Despite his promises, he never signed written personal guarantees and never repaid his in-laws. Was the promise enforceable? Barrie-Chivian v. Lepler, 87 Mass. App. Ct 683 (2015).

Newsletter_October 2015

The Importance of a Written Agreement Among the Owners of a Family Business

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When it comes to family, we don’t like the formality of a written agreement. Somehow, it makes everyone feel tainted, and too business-like. After all, if you can’t trust a family member, who can you trust?

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This article first appeared in Massachusetts Family Business, Summer 2014.

Newsletter: Maintaining Compliance With Limited Resources

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The need for a company to have a strong corporate compliance program is directly related to the risk of a government enforcement action: the greater the degree of government regulation, the greater the risk and need for compliance.

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Is Confidentiality Really Forever Even if the Client Dies or Ceases to Exist?

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Which is the right result? Does client confidentiality live forever? What if the client is an entity rather than an individual? Should public figures be treated differently from ordinary private citizens after death? Should there be some point in time—50 or 100 years—when the right to confidentiality expires? Who will enforce the privilege once all the participants are dead? These questions have important implications for attorneys, law firms, and corporate entities.

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This article first appeared in the American Bar Association – The Journal of the Section of Litigation Vol. 40 No. 3 Spring 2014.

Newsletter: Assessing Your Business: An Annual Resolution

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Regular check-ups are important – for you, your house, your car and your business. The start of a new year is a good time to review your company’s legal needs. Each year, as a courtesy and an important part of our client relationships, we ask our business clients a series of detailed questions about their companies.

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When May a Corporation Assert the Attorney-Client Privilege and the Work Product Doctrine Against Its Own Directors?

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What happens when important principles of corporate governance—the right of a company to unfettered, confidential legal advice and the responsibilities of a director of a corporation—clash? This is the dilemma addressed by the Supreme Judicial Court in Chambers v. Gold Medal Bakery, Inc.

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This article first appeared in Massachusetts Law Review Vol. 95, No. 3, a publication of the Massachusetts Bar Association.

Newsletter: Who is the Client?

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This seems like a simple question, but in the case of a company or other type of entity, the answer can have important ramifications for both the client and the attorney.

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