JOBS ACT: BIG CHANGES MADE TO ALLOW SMALL INVESTMENTS

Date: April 17th, 2012

A very important and exciting piece of legislation just passed the House and Senate, and on April 5, 2012, received President Obama’s signature. The legislation is all about creating jobs for American workers by allowing businesses to raise capital through avenues currently prohibited or limited … Read More »

WHICH JANUS SAID WHAT? WHERE THE BUCK STOPS FOR SECURITIES FRAUD

Date: March 26th, 2012

Last year, the U.S. Supreme Court issued a ruling that, on its face, appeared to be based so squarely in common sense that one may wonder why a writ of certiorari was needed to confirm it. Boiled down, the ruling is simple: one should not … Read More »

WASHINGTON SENATE WORKING ON B&O TAX EXEMPTION FOR NEW BUSINESS

Date: February 9th, 2012
Categories: Start Ups

On February 3, 2012, the Washington State Senate Committee on Economic Development, Trade and Innovation voted in favor of Senate Bill 6327[1. SB 6327 has been referred to the Ways and Means Committee, the primary fiscal committee for the Washington State Senate. The Committee has … Read More »

IS REQUIRING HIGH SCHOOL DIPLOMA DISCRIMINATION?

Date: January 17th, 2012
Categories: Employment Law

In a recent “informal discussion” letter from the Equal Employment Opportunity Commission (EEOC), the EEOC’s Legal Counsel advised an anonymous employer that requiring a job applicant to have a high school diploma could be considered an act of discrimination under the Americans with Disabilities Act … Read More »

“FAMILY OFFICES” EXCLUDED FROM FEDERAL INVESTMENT ADVISER REGISTRATION

Date: January 13th, 2012

The Investment Advisers Act of 1940 (the “Advisers Act”) generally requires “investment advisers” to register with the Securities and Exchange Commission (the “SEC”) and comply with a variety of ongoing disclosure and other regulatory requirements. An “investment adviser,” as broadly defined under the Advisers Act, … Read More »

SEC ISSUES FINAL RULE ON “ACCREDITED INVESTOR” DEFINITION

Date: January 11th, 2012

On October 11, 2010, I wrote an article about the Obama Administration’s sweeping changes to financial regulation in the Dodd-Frank Wall Street Reform and Consumer Protection Act, Pub. L. 111-203, H.R. 4173 (the “Act”). In particular, I focused on Section 413(a); a subtle, yet significant … Read More »

GOOD NEWS FOR STARTUPS IN NEED OF FINANCING. “CROWDFUNDING” MAY BE ON THE WAY.

Date: November 17th, 2011

Earlier this month, the U.S. House of Representatives passed H.R. 2930, which is intended to clear the way for startups and other businesses to offer and sell securities in small offerings of up to $2 million, with individual investments limited to $10,000 or 10% of … Read More »

PHARMACEUTICAL REPS EXEMPT FROM OVERTIME LAWS, SAYS 9TH CIRCUIT

Date: May 11th, 2011
Categories: Employment Law

The Ninth Circuit Court of Appeals has ruled that Pharmaceutical Sales Representatives (Reps) are within the “outside sales” exemption to the Fair Labor Standards Act (FLSA), and therefore not entitled to overtime pay. This decision marks a striking departure from the recent trend set by … Read More »

STIMULATING STARTUPS: THE TROUBLE WITH THE PRESIDENT’S PROPOSAL

Date: February 7th, 2011

Recently, I traveled to Washington D.C. to be with my brother-in-law, Sean Duffy, for his swearing-in as a freshman Representative for Wisconsin’s 7th Congressional District. On the flight to D.C., I sat next to my own Congressman, Rep. Jay Inslee, and we had a wide-ranging … Read More »

PREFERRED STOCKHOLDERS LOSE CLEVER REDEMPTION ARGUMENT

Date: February 3rd, 2011

As many company founders know, preferred stock financings with venture capital firms and other savvy investors frequently involve a redemption right. The redemption right gives an investor the right at some time in the future to compel the company to buy back the stock the … Read More »