Category Governance

Strategic Alliances and Joint Ventures
by Bryan Lane Berson, Esq. Suppose a company wants to expand into a foreign market or combine its product with that of another firm. One of the quickest and most effective ways to accomplish this is through a strategic alliance (“alliance”) or joint venture (“JV”) with another business. An alliance or JV enables a company […]

Public Companies: Proxies and Annual Meetings
by Bryan Lane Berson, Esq. Corporate governance encompasses a labyrinth of laws, regulations, rules, and documents. A private corporation is subject to state law and its charter and bylaws (collectively, “organizational documents”). Public companies (shares of which are traded on stock exchanges) are also subject to federal securities laws and exchange rules. Congress periodically passes […]

Funding Buyouts of Departing Owners
by Bryan Lane Berson, Esq. Under a buy-sell agreement, when an owner dies, becomes disabled, or gives up ownership for some reason, the company or remaining owners may have to purchase the interest at stake. It is critical to fund the buyout. Without a practical funding plan, a company or its owners may have to […]

Buy-Sell Agreements: Preparing For The Day Your Co-Owner Leaves
by Bryan Lane Berson, Esq. A well-managed business can exist in perpetuity, but ownership won’t remain the same forever. Eventually, an owner will leave for one of several reasons. The owner may (i) retire; (ii) become disabled; (iii) die, (iv) lose a professional license, (v) want to sell or give away ownership; or lose control […]

Is Your Organization Disorganized?: Choosing Between Corporations and LLCs
by Bryan Lane Berson, Esq. Suppose you operated a company with two lines of business – a service business (e.g., six sigma consulting) and manufacturing (e.g., precision instruments or ball bearings). These businesses have different customers, growth prospects, financial statements, reinvestment needs, returns on capital, and cash flow characteristics. They face different types of risks. […]