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Nine legal concepts that affect your investment if you make a non-controlling (minority) investment in a business.

Investors who make a non-controlling (minority) investment in a business must contend with a variety of legal issues as they negotiate the structure and terms of their investment.  Below is a brief overview of nine legal concepts with which every minority investor should be familiar. Priority Returns.  Companies are often structured to provide preferred or…

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I received an unexpected offer to purchase my business. What do I do now?

Many business owners have been caught off guard by the receipt of an unexpected offer from a third party to purchase their business. Here are six immediate steps that you should consider taking if this happens to you. 1) Request a letter of intent. If you haven’t received a signed letter of intent (LOI) from…

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Doing Business in Other States- An Overview of Corporate Filing Requirements

Many businesses that operate in New York State will at some point be presented with a business opportunity in another state. Business owners need to be mindful of the corporate filing requirements of other states in which they operate. This blog post provides an overview of the corporate filing requirements that may be applicable when…

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SEC Proposes Rules Regarding Pay-versus-Performance Disclosure

The Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the “Dodd-Frank Act”) includes provisions that are designed to address shareholder rights and executive compensation practices. One such provision is Section 953(a), which directed the Securities and Exchange Commission to adopt rules requiring public companies to disclose the relationship between executive compensation actually paid…

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