Posted by Jarrod Melson
Companies Are Adopting Poison Pills – Coronavirus Revives an 80’s Classic Monday, July 6, 2020

The poison pill is one of the most widely-used and popular protective measures used to combat hostile takeovers of companies. When triggered, it causes the target to issue a large amount of stock to the public at below-market prices, diluting the position of the potential acquirer and making a successful hostile takeover more expensive and time-consuming.... Continue Reading

Posted In: Business Strategies

Doing Business in D.C.: Ownership Disclosure Required Monday, June 29, 2020

This article focuses upon the disclosure obligation and its attack on active and passive owners’ and investors’ much-valued privacy in operating a business or making an investment.... Continue Reading

Posted In: Business Strategies

Contractual Non-Performance in the Age of Pandemic Monday, April 20, 2020

Work and travel restrictions, quarantines, and the slowing pace of manufacturing and distribution of goods has led to a worldwide question that applies on a scope never before contemplated – How does COVID-19 affect performance under contracts?... Continue Reading

Posted In: Business Strategies

EIN Issuance – Coronavirus-Related Delays and Issues Monday, April 13, 2020

With very few exceptions, anyone forming a U.S. business should obtain an EIN by applying with the IRS. A newly formed business needs an EIN to open bank accounts, take out loans, hire employees, and pay taxes, among other things.... Continue Reading

Posted In: Entrepreneurs & Start-Ups

Nevada Corporate Law: Embracing the Reckless Fiduciary Monday, March 30, 2020

A recent Nevada Supreme Court decision held that an officer or director of a Nevada corporation can act in a grossly negligent, uninformed, careless, or even reckless manner and still not violate his or her fiduciary duty of care to the company and the shareholders.... Continue Reading

Posted In: The Delaware Advantage

What Is the Corporate Transparency Act of 2019? Monday, March 2, 2020

If the Act becomes law, any new U.S. corporation or LLC would be required (a) to make a filing under the Act providing information about its beneficial owner(s) or (b) qualify for an exemption from filing.... Continue Reading

Posted In: Business Strategies

The Term Sheet – Preliminary Negotiation for a Sale Monday, February 24, 2020

This chapter of our look at selling your small business discusses the Term Sheet – an extremely important agreement created early in the negotiation process between a potential buyer and a business owner.... Continue Reading

Posted In: Entrepreneurs & Start-Ups

Preparing Your Small Business for a Sale Monday, February 17, 2020

This discussion of selling your small business provides an overview of the steps a small business owner should take to best prepare and position the business for sale once he or she has determined to sell.... Continue Reading

Posted In: Entrepreneurs & Start-Ups

What Is the Foreign Corrupt Practices Act? Monday, February 3, 2020

The FCPA makes it unlawful for certain U.S. persons, U.S. entities and foreign nationals in the U.S. to pay or give anything of value to a foreign government official in order to gain some benefit or otherwise induce the official to use his or her authority to benefit the person or entity.... Continue Reading

Posted In: Entrepreneurs & Start-Ups

Introducing Jarrod Melson, Harvard’s New General Counsel Monday, January 13, 2020

It is a pleasure to introduce myself to our blog readers in this inaugural post. I am Harvard Business Services’ new General Counsel, and would like to introduce myself, discuss my background and to set out my hopes for my contributions to this blog.... Continue Reading

Posted In: About Harvard