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Selling a Business: Strategic and Financial Considerations
Practicing Law and Wellness: Modern Strategies for the Lawyer Dealing with Anxiety, Addiction and Depression
How to Legally and Ethically Hire and Fire Employees
The One Minute Manager Prepares for Mediation: A Multidisciplinary Approach to Negotiation Preparation
This article endeavors to explain simple tools that may assist lawyers and managers in preparing for mediation success.3 Part I reviews an outline for traditional legal and factual analysis of litigated cases. Part II layers economic decision tree analysis atop that foundation. Part III acknowledges that we all have biases and draws on psychological scholarship to help isolate their effects. Part IV synthesizes this analytical work into an adapted negotiation planning instrument. Finally, because different people play different roles in unraveling a dispute, Part V offers a decision tree designed to help disputants not only design a dispute resolution process tailored to their case, but also decide what roles should be cast and who would be the most effective choice for each role.
Primer on Legal Opinions
This Article will discuss a few significant topics that have been the subject of recent discussion at the WGLO Seminars and among legal opinion practitioners, including recent litigation and claims against law firms relating to legal opinions. As an initial matter, it should be noted that many of the recent claims against laws firm based upon legal opinions are related to facts assumed or stated, to negative assurances, and to the wording of the opinions as to qualifications and limitations, rather than to alleged mistakes of law in the opinions that are actually expressed.
Employment Practices: Insurance and Insurance for Nonsubscribers
View from the Secretary of State Office: Issues, Traps, Development
On January 1, 2010, the Texas Business Organizations Code (BOC) applied to all entities. Many entities and practitioners are now asking whether the governing documents of an entity must be amended to comply with the BOC. Section 402.005(a)(2) states that a domestic or foreign filing entity is not considered to have failed to comply with the BOC if the entity‟s certificate of formation or application for registration does not comply with the code. However, section 402.005(a)(3) and (4) state that the entity should file an amendment to conform its certificate of formation or application for registration to the BOC when it next files an amendment to its certificate or application. What does “conform” mean? To “conform” means “to be similar” or “to be in accord or agreement.”
Obtaining Financing for your Business
Raising money for a business invariably involves selling a security in exchange for money unless commercial lines of debt are utilized such as bank lending, other similar lending, or vendor financing. If a security is sold by the issuer company, applicable securities laws must be complied with both at the state and federal levels. Federal securities laws are primarily embodied in the Securities Act of 1933 (the "Securities Act"). State securities laws are generally set out in what is commonly known as "Blue Sky" laws. The Texas Securities laws are found in the Texas Securities Act (the "Texas Act").
How to Organize your Business with Respect to the Estate Tax Situation
Family business succession planning is the cornerstone of any successful family business owner‟s estate plan. As is often the case, however, planning for the inter-generational transfer of ownership and control of the business becomes complicated by the intragenerational conflicts of the business owner‟s heirs. These conflicts among members of the second generation, if severe enough, can render the effective management of the business by the second generation virtually impossible, leading to a loss in productivity and profitability with a resulting decline in the enterprise‟s value.
How to Organize your Business with Respect to the Estate Tax Situation
Family business succession planning is the cornerstone of any successful family business owner‟s estate plan. As is often the case, however, planning for the inter-generational transfer of ownership and control of the business becomes complicated by the intragenerational conflicts of the business owner‟s heirs. These conflicts among members of the second generation, if severe enough, can render the effective management of the business by the second generation virtually impossible, leading to a loss in productivity and profitability with a resulting decline in the enterprise‟s value.
Asset Protection Planning for the Family Business Owner, Strategic us of multiple types of entities and trusts to own and protect closely held family business holdings and related investments.
There are multiple tax and legal issues that should be considered when selecting an entity for a proposed business operation or investment. Typically, the tax consequences of the proposed structure and the limited liability available to the owners of the structure are the principal considerations taken into account. However, there are multiple non-tax issues that should also be considered by a client‘s legal advisor when selecting an entity or structure to fulfill the client‘s immediate goals. While the tax and legal issues are significant, serious consideration should also be given to the longterm non-tax issues and estate planning opportunities that a successful entrepreneur will regret not having planned for if not addressed when the entity and/or structure was designed and implemented. As with any legal planning, one must plan for the unexpected. Thus, when choosing a legal entity or structure for the client, it is important that the legal advisor take into account unexpected contingencies, particularly personal marital and creditor issues that might arise in the future. This paper will focus on the planning opportunities available to address such issues with comprehensive business entity planning.
The One Minute Manager Prepares for Mediation: A Multidisciplinary Approach to Negotiation Preparation
This article endeavors to explain simple tools that may assist lawyers and managers in preparing for mediation success.3 Part I reviews an outline for traditional legal and factual analysis of litigated cases. Part II layers economic decision tree analysis atop that foundation. Part III acknowledges that we all have biases and draws on psychological scholarship to help isolate their effects. Part IV synthesizes this analytical work into an adapted negotiation planning instrument. Finally, because different people play different roles in unraveling a dispute, Part V offers a decision tree designed to help disputants not only design a dispute resolution process tailored to their case, but also decide what roles should be cast and who would be the most effective choice for each role.
Primer on Legal Opinions
This Article will discuss a few significant topics that have been the subject of recent discussion at the WGLO Seminars and among legal opinion practitioners, including recent litigation and claims against law firms relating to legal opinions. As an initial matter, it should be noted that many of the recent claims against laws firm based upon legal opinions are related to facts assumed or stated, to negative assurances, and to the wording of the opinions as to qualifications and limitations, rather than to alleged mistakes of law in the opinions that are actually expressed.
How to Organize your Business with Respect to the Estate Tax Situation, Choosing a Business Entity in Today's Business World
This outline is intended to provide a listing and brief discussion of many of the major issues in choosing an entity. Each business owner’s situation is unique and the choice of entity in each situation can only be determined after understanding all of the goals and plans of the particular owner.
How to Organize your Business with Respect to the Estate Tax Situation, Choosing a Business Entity in Today's Business World
This outline is intended to provide a listing and brief discussion of many of the major issues in choosing an entity. Each business owner’s situation is unique and the choice of entity in each situation can only be determined after understanding all of the goals and plans of the particular owner.
Obtaining Financing for your Business
Raising money for a business invariably involves selling a security in exchange for money unless commercial lines of debt are utilized such as bank lending, other similar lending, or vendor financing. If a security is sold by the issuer company, applicable securities laws must be complied with both at the state and federal levels. Federal securities laws are primarily embodied in the Securities Act of 1933 (the "Securities Act"). State securities laws are generally set out in what is commonly known as "Blue Sky" laws. The Texas Securities laws are found in the Texas Securities Act (the "Texas Act").
How to Organize your Business with Respect to the Estate Tax Situation
Family business succession planning is the cornerstone of any successful family business owner‟s estate plan. As is often the case, however, planning for the inter-generational transfer of ownership and control of the business becomes complicated by the intragenerational conflicts of the business owner‟s heirs. These conflicts among members of the second generation, if severe enough, can render the effective management of the business by the second generation virtually impossible, leading to a loss in productivity and profitability with a resulting decline in the enterprise‟s value.
Drafting and Enforcing Complex Indemnificaion Provisions
The purpose of this article is to assist transactional and litigation attorneys negotiate and draft customized, and therefore more effective, indemnification provisions in a wide range of situations, and also to spot certain litigation issues that may arise out of indemnification provisions. This article will identify issues and provide the strategies and suggested language that can act as a starting point to protect the client’s interests in the area of the duty to defend, advancement of defense expenses and indemnification in complex transactions and litigation. This is not a survey of the substantive law of indemnification in every state and federal jurisdiction. While selected published opinions will be mentioned and occasionally discussed, this article will not focus on case law. Instead, the article is intended to be a practical guide that illustrates real-world strategies, tactics and techniques to be used when negotiating and enforcing defense, advancement and indemnification provisions.
Employment Practices: Insurance and Insurance for Nonsubscribers
How to Organize your Business with Respect to the Estate Tax Situation
Family business succession planning is the cornerstone of any successful family business owner‟s estate plan. As is often the case, however, planning for the inter-generational transfer of ownership and control of the business becomes complicated by the intragenerational conflicts of the business owner‟s heirs. These conflicts among members of the second generation, if severe enough, can render the effective management of the business by the second generation virtually impossible, leading to a loss in productivity and profitability with a resulting decline in the enterprise‟s value.