5 Smart Things About the S-Corporation

I want to show some love to the S-corp, the ugly older child of the LLC. What is an S-Corporation? An S-Corporation is a C-corporation that has been converted to pass through tax treatment. You get that pass through tax treatment by filing an S-election on IRS Form…

7 Ingredients in a Confidentiality Agreement

A Confidentiality Agreement (a/k/a “NDA”) is a promise to keep someone’s information secret. Like all contracts, there is no one way to create them. But, there are 7 things that you have to define: (1) Discloser; (2) Recipient; (3) Confidential Information; (4) Duration; (5) OK Use; (6) Recipient Obligations;…

Amazing Government Websites With Startling, Fascinating and Odd Info – Pt 1

The federal government collects information about business and products so that everyone can see the impact of business and products on people. We thought we’d fill you in. Here, in Part 1, is our favorite government database by far. Name:  The NATIONAL ELECTRONIC INJURY SURVEILLANCE SYSTEM URL:  https://www.cpsc.gov/cgibin/NEISSQuery/Home.aspx What…

The Revolution will be Colorized, Part II : Thinking about Law

Last week, I talked about the revolution to figure out new ways to collect, store, categorize, retrieve and present information.  Today, I continue the discussion with how I applied this to business law. As a business lawyer working with companies in different industries, I was always looking for the one…

5 Reasons Venture Capitalists Demand a C-Corp

Forms. The holy grail of cheap legal fees is standardized forms. VCs have their own contract forms for investments in C-Corporations and they want to keep it that way. It is more efficient for them to use their own forms: their lawyers can get through them and the VCs…

The Revolution will be Colorized

There is a revolution going on in information. The revolution involves millions of people figuring out new ways to collect, store, categorize, retrieve and present information. These efforts involve coders, mathematicians, database wizards, graphic designers and any other professional with design sensibilities. Evidence of progress appears daily in USA…

How One Lawyer’s Simplification is Another’s Mistake

One of my favorite lawyers – a dashing Italian fellow who could teach all three Heathers a thing about accessorizing – said I got something wrong in my book, Birth to Buyout: Law for the life Cycle of Your Business.  Kindly and almost embarrassed, he pointed out how I…

A Great Example of an Agreement Acceptance Page

I just joined Windows Live to try its blogging software. During sign up, I was so impressed by the contract acceptance page, I thought I’d share it. But, first – a law note. Law Note: Online contracts are enforceable as long as they have the three contract elements: offer,…

The 4 Types of Entities (sorry, it’s pretty dull)

Everyone always wants to know: which entity should I pick? Let’s try and answer that once and for all. Here, we’ll talk about the types of entities. Down the road, we’ll talk about how to think about them. First, you should know that all business entities are creatures of…

Starving the Beast is Bad for Business

Think “starving the beast” is the answer?  Think again. Business needs working government. We are seeing an unprecedented failure of government to act like adults and get stuff done. Last week, the Minnesota Secretary of State sent out this emailed memo, announcing that the Minnesota legislature’s failure to pass…