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
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
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
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
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
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
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
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
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
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