December 2024

IMPORTANT ALERT FOR CORPORATE TRANSPARENT ACT (CTA) AND BENEFICIAL OWNERSHIP INFORMATION (BOI)

After a federal district court in Texas halted BOI filing on 12/3/2024, the federal appeals court in Texas lifted the injunction on 12/23/2024. As a result, BOI reporting companies are still required to file BOI, with the deadline extended to 1/13/2025. Click HERE to learn details.

NEW CASE DEVELOPMENT

CLOSE A MAJOR EQUITY TRANSACTION FOR

A HEALTHCARE BUSINESS


We represent 50% of the surviving equity owners of an exceptionally performed business in health and personal care industry in buying out remaining owners with multiple million dollars. The withdrawing and surviving owners have started running into disagreements on how the business should be operated. While the terms on the operating agreement governing the procedures for equity transfer are relatively clear, owners have somewhat disregarded the procedures and sought the buyout with their own "terms". When parties looked back at the actions taken, then reviewed the procedures in the operating agreement, the interpretation of these terms have departed. Parties also have drastically diverged opinions on the value of the business. As a result, we challenged terms of the agreement with the best interest of our client in mind, blending of a practical approach. We closed the buyout to a satisfied result for our client as a surviving shareholder. Word of wisdom for other businesses is that put in place in the beginning a thought through shareholder/operating agreement, and that when the situation calls for actions, always resort to the terms of the agreement before your emotions take you to the other direction. 

SETTLE A SHAREHOLDER DISPUTE 


After nearly one month of intense negotiation, our office has successfully brought to a resolution major partnership disputes for a new restaurant. We represent a number of passive shareholders who have run into disagreements and raised concerns with another shareholder/manager about reasonable spending related to getting the restaurant off the ground. The lesson learned here is that when a business is established, shareholders should set the guidance and boundaries about how the capital is dispensed, who is authorized to make what decisions, what are critical decisions that should be made by persons beyond the manager or multiple shareholders with what percentage of votes. 

RESOLVE A REAL ESTATE DISPUTE THROUGH MEDIATION


After multi-months of litigating, we assisted the owner of a multi-family house resolve the dispute with sellers with court guided mediation. The fact of the case is unique. Our client purchased a multi-family real property in Somerville, entering into an agreement with seller that current tenants (sellers' relatives) may stay in the property within two months after the closing. Tenants refused to move at the end of the agreed time without paying rent. We filed suit. Seller asserted counterclaims, reasoning our delay in evicting tenants caused our own damage. Despite tenants citing hardship, we evicted the tenants avoiding the expensive eviction process. At the same time, we sought aggressively all the damage on the lost rent we are entitled to. Seller's gamesmanship has slowed down the progress. Using the effective mediation tactics and strategies, we were able to win more amount of damage than what our client expected. 

ARTICLES AND SEMINAR VIDEO

Read Articles in Corporate and Immigration Law


Employee Incentives Equity 1


Employee Incentives Equity 2


EB5 Capital Sources


Click to read more Lion's Law articles

US Export Control Seminar Video and PPT Deck


On November 20, 2024, Lion's Law hosted a legal seminar on Export Control Law Must Know for Bio Industry. Attorney Matthew Bock of Bock Trade Law (https://bocktradelaw.com/matthewbock/), a Boston area lawyer specializing in international trade and export control, discussed the process of determining the export classification of a product or technology, the importance of obtaining a license to share technology and information with a Chinese counterparty, and the increasing focus on the life sciences and biotech industry in the US. One highlight, which is not known to most companies here, is that when a company's product or service falls in certain categories of export control, the company's employee who is not a US citizen or green card holder needs to go through necessary steps to comply with the Export Control Law. You can access the seminar video HERE and read the PowerPoint slide HERE

Click to watch more Lion's Law seminar videos
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