Owners of publicly-held companies can sell their equity at any time for the market price. On the other hand, owners in privately-held businesses are often restricted by the company’s organizational documents, contracts and securities laws which prohibit sale to the...
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Business Law
Phantom stock can be a win-win
Companies are always looking at different incentives to motivate their employees better. Examples include year-end bonuses, profit sharing, restricted stock or stock options. These perks can increase productivity, improve the company's overall success and retain...
Does your M&A NDA do what it should?
Companies use non-disclosure agreements to protect themselves and the ongoing viability of their business as they enter and exit business agreements with employees, vendors and business partners. When using these agreements, the company should ask two key questions:...
M&A advisors and brokers catch a break in 2023
On December 29, 2022, President Biden signed into law H.R. 2617, the Consolidated Appropriations Act of 2023. This $1.7-trillion omnibus spending bill covers a lot of ground, but qualifying mergers and acquisition advisors and brokers got a late gift when lawmakers...
What is a ground lease?
Ground leases are typically 99-year property leases between the tenant and property owner. During the lease, the tenant or lessee typically develops a site by erecting a commercial building or taking over an existing site and making it their own. At the end of the...
FTC proposes ban on non-competes
The Federal Trade Commission announced a proposal to end companies' practice of requiring non-compete clauses as part of their employment contracts. An estimated 30 million workers (18% of the workforce) currently are bound by non-competes. This would be a major...
SEC institutes rule changes to address insider trading
The Securities and Exchange Commission (SEC) recently announced some changes to Rule 10b5-1 under the 1934 Securities Exchange Act. The changes will include disclosure requirements to better ensure investor protection and affirmative defense against insider trading....
Smart non-competes minimize disputes
It is common for companies to use non-competition agreements. These contracts are often part of the onboarding of employees, executives, co-owners, and founders or in connection with the exit of key personnel who are also equity owners during an acquisition. Companies...
Environmental details impact real estate deals
Property buyers and sellers must understand the impact of environmental regulations when trading in real property, whether for residential or commercial use. Regulations have the force of law and must be followed. Failure to do so sometimes puts a deal in jeopardy and...
Forming successful family partnerships
Creating and growing a lucrative business with a spouse, parent, sibling or other close family member is a dream come true for many Texans. It is also a common theme in the nation’s business landscape, as Cornell University says over half of the country’s GDP comes...