Recent Blog Posts
Rule 144, 101: Explaining The Most Common Securities Exception
There are several types of securities sold on the U.S. market, including restricted and control. Control (not ‘controlled’) securities are those held by an affiliate of the company, while restricted securities are most often offered to investors via private sales. Neither restricted nor control securities can be resold in the U.S. unless they are… Read More »
Merger & Integration Clauses In Florida Business Contracts
Despite its name, a merger & integration clause (MIC) in a Florida business contract has nothing to do with mergers and acquisitions. MICs are clauses that attempt to establish that the written terms of a contract are the ‘complete and final agreement’ between the parties, to the exclusion of outside (also called “parol”) evidence…. Read More »
Enlisting Outside Corporate Counsel Can Help Save Your Company
When getting off the ground, some small businesses simply do not require much legal assistance. However, the need almost always becomes pressing as a company grows – simply too much is going on for the average business owner to handle on their own. Having a general counsel for your business is always a good… Read More »
Moving Your Business To Florida
It is not uncommon, depending on the industry, for successful businesses to migrate from state to state, if their market research leads them to do so. Florida is attractive for several different lines of work, including real estate and finance. However, one cannot simply pick up and relocate to Florida; certain legal requirements must… Read More »
Florida Businesses & Breaches Of Fiduciary Duty
A fiduciary is a person who holds a legal or ethical duty of trust toward a person or entity. It is a foundation of business law, with fiduciary duty used as an effective deterrent to unethical conduct for many actors. However, many do breach their fiduciary duty, whether through accident or malice, and the… Read More »
How To Spot Account Churning In Securities Law
Most people who are trusted to handle securities have what is known as a fiduciary duty to those on whose behalf they are operating. However, it is sadly not uncommon for some financial professionals to try and enrich their profiles at the expense of their clients. One common way this is done is via… Read More »
Selling Your Small Business In Florida
Building a business from the ground up can be one of the proudest moments of a person’s life. However, circumstances change over time, and for many, there will be a time when selling the business is the best choice for them. If you are looking to sell your Florida business, enlisting a knowledgeable attorney… Read More »
Do Cryptocurrencies Qualify As Securities?
Within the last five years or so, more and more U.S. residents have been investing money in what are known as cryptocurrencies, such as Bitcoin and Ethereum. Up until 2022, the industry was able to proceed with a minimum of regulations, but in 2023, the U.S. government is fighting back. In order to properly… Read More »
Can An Emoji Count As Financial Advice?
The world of securities and financial trading is constantly evolving, with its boundaries continually being tested and changed. In a recent New York class action lawsuit, a federal judge has ruled that in certain situations where they can only “objectively mean one thing,” emojis, of all things, can qualify as financial discourse. This, in… Read More »
Which Type Of Business Entity Is Best For My Company?
When a person wishes to create a business, it can be tempting to simply set up shop and go from there. However, doing this means that you and your partners have no safety net of any kind. Before officially starting your company, it is crucial to have a written agreement setting out the type… Read More »
