This article on mergers and acquisitions (M&A) reviews the principal U.S. tax considerations influencing M&A transaction structuring. Following the discussion are “Deal Points” on important considerations in the purchase or sale of a business: what to do, and what at all costs not to do.
This article focuses on one of the three principal types of transactions used in merges and acquisitions (M&A), a Stock Purchase, and discusses specific issues and attributes of Stock Purchase deals, and in section III, reviews the common elements of Stock Purchase Agreements, the main transaction document used to put a Stock Purchase deal together. Following the discussion are “Deal Points” on important considerations in the purchase or sale of a business: what to do, and what at all costs not to do.
Eighth edition of the Getting the Deal Through Anti-Corruption Regulation Guide, a volume that provides international analysis for corporate counsel, cross-border legal practitioners and business people.
Eighth edition of the Getting the Deal Through Anti-Corruption Regulation Guide, a volume that provides international analysis for corporate counsel, cross-border legal practitioners and business people.
This QuickCounsel discusses how companies faced with subpoenas for documents in discovery disputes under US law may position themselves to invoke the Foreign Sovereign Compulsion Doctrine, in light of the EU General Data Protection Regulation (GDPR).
This checklist is a tool and guide to necessary and optional elements to negotiate and document the principal agreement or deal document in an international or cross-border joint venture (“JV”) between a U.S. party or parties and one or more non-U.S. parties.
In the wake of changes to Chinese law, mergers and acquisitions have soared, increasing 300 percent from 2003 to 2004. M&A transactions in China are fraught with risks and complexities to be carefully evaluated and anticipated. This article explores the issues and strategies you need to help your company evaluate and structure M&A deals in China.
This article focuses on how to treat intellectual property (“IP”) and rights to IP in U.S. M&A transactions, particularly in the technology and life sciences sectors, in which IP often accounts for a substantial amount of Target’s value in the deal.
A company negotiating an agreement to sell products to the government of a foreign country should consider a few steps for mitigating risk. Implementing these steps will be particularly important if the foreign country has had some prior political unrest and has insisted that any transaction must be handled in their judicial system.
This is a sample drug and alcohol policy for FMCSA-covered employees
This is a sample temporary employment services agreement where Company 2 is in the business of providing temporary personnel, skilled, unskilled, and professional, as required.
Learn about the metaverse and related legal issues.
Two of the globally significant patent-related events during the past year occurred in Europe and the United States, respectively.
Eighth edition of the Getting the Deal Through Anti-Corruption Regulation Guide, a volume that provides international analysis for corporate counsel, cross-border legal practitioners and business people.
Imagine you are in house at a digital/eCommerce company and your business team approaches you with plans to start selling internationally. They regale you with grand promises from global payment providers: "They'll take care of everything—local website, language translation, exchange rate, payment facilitation, etc. It's plug and play!" Not so fast. Before you get moving, there are a myriad of other essential pieces to consider: Will you be shipping physical products - if so, how and from where? Have we thought about customs duties, local product regulations, corporate tax implications, terms and conditions, and IP rights? Are there marketing and advertising restrictions in local countries? What data protection and security issues will we face? Join this session to delve into the many issues consumer-facing companies should address when seeking to expand globally.
In this multi-jurisdictional guide, explore key issues in tax formats regarding the types of taxes imposed, allowed deductions, tax rates and withholdings, residency rules, tax compliance and tax treaties across a range of jurisdictions.
This QuickCounsel (Quick Overview) outlines what companies could have done and should be doing to protect their data against cybersecurity threats.
In this Quick Overview, in-house counsel can learn about important Intellectual Property terms that are often used when working with outside counsel in the United States.
"the "Getting the Deal Through" reference guide for M&A professionals"
The Venezuelan Labor Law for Workers (LOTTT) - in force since 2012 - has established some restrictions on outsourcing. Among the most important provision of the LOTTT is an employer’s obligation to absorb outsourced workers into the company’s payroll as employees before May 7, 2015.
Personal brand equity is a vital component of successful business — even for busy in-house attorneys. Luckily, social media tools such as LinkedIn and Twitter are invaluable assets when it comes to efficiently enhancing your brand. Make sure your brand isn’t in the bargain bin.
Michael Wu, general counsel of Rosetta Stone Inc., discusses anti-bribery law, IP and enforcement issues, and the office as a global meeting place.
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