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REMINDER – Fund Managers Should Report by February 14, 2012
It’s getting down to the wire for fund managers who will be filing their first Form ADV this year with the Securities and Exchange Commission (SEC). The SEC has advised first time filers that it can...
View ArticlePerfecting a Financing Statement for LLP Debtors
Secured creditors need to file a UCC financing statement to perfect their security interest in assets, giving them super-priority but only if they have given the world notice by making the filing. To...
View ArticleCorporate Venture Capital – An Introduction
Previous posts on this blog have discussed the structure and business terms of traditional US and non-US venture capital funds, including common US fund structures, common offshore fund structures,...
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Investment Advisers May Need to Report General Partner Ownership
Important news came out of the SEC this week applicable to investment advisers who are now registering or filing reports as exempt reporting advisers (ERAs) courtesy of the new Dodd-Frank...
View ArticleIssuing K-1s Electronically? New IRS Rules Apply.
The IRS recently issued new guidance for funds that deliver Schedule K-1s electronically to their investors. Under the new rules, fund managers must request the consent, in a particular form, of each...
View ArticleSEC Enforcement Initiatives: 2012 Carrots and Sticks
The SEC seems to be stepping up its enforcement efforts and has, in recent weeks, announced several initiatives designed to create incentives to comply with the federal securities laws. A summary of...
View ArticleYou Cannot ‘Crowdfund’ A Fund (in Case You Were Wondering)
Crowdfunding may provide an interesting way for some companies to raise capital. It’s definitely getting a lot of the hype since passage of the Jumpstart Our Business Startups (JOBS) Act earlier this...
View ArticleKey Leasing Considerations for Startups
In the early growth stages, new companies often look for short-term leases for relatively small suites to enable the company to expand or scale back on the space and rent obligations depending on the...
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Hey VC Industry – What Time is It?
COI tend to be an optimist and have been accused by friends (and others) of being too rosy in my outlook. If that’s true, I suspect it is because of athletics. I have played sports all my life and...
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SEC Not Quite Ready to Lift General Solicitation Ban
Many of us are anxiously awaiting the SEC’s implementation of the rules that will allow funds and companies to engage in general solicitations as part of their fundraising efforts. The SEC was...
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Tax Changes Are Looming
Tax planning can be challenging at any time of year, but this year may be more challenging than normal. As with any presidential election year, there is a lot of legislative uncertainty leading into...
View ArticleWhen Public Companies Combine – Managing Leadership Succession
Managing leadership succession in the misnomered “merger of equals” or the more common combination of two large public companies of different sizes can often be tricky. To the extent that both the...
View ArticleIRS Proposes Major Revisions to Circular 230
The IRS issued a notice recently that proposes some major revisions to Circular 230. The notice would change the way disclaimer footers are displayed in attorney communications, possibly eliminating...
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DLA Piper Tech Survey – Key Findings
The DLA Piper Technology Leaders Forecast surveys have shown a solidifying opinion among technology leaders that there is a “New Normal” in the model for building and investing in startup technology...
View ArticleDefault Fiduciary Duties in Delaware LLCs Remains an Open Question Following...
Earlier this year, I wrote about an opinion from the Delaware Court of Chancery that, if affirmed, could have broad practical implications for LLC managers and the fiduciary duties owed to their...
View ArticleProposed Regulations Explain 3.8 Percent Medicare Tax On Net Investment Income
The IRS has released proposed regulations under Section 1411 of the Internal Revenue Code, which imposes a 3.8 percent tax on certain unearned income or investments of certain individuals, trusts and...
View ArticleFundamental IP Protection for Startups
Startup companies often have to protect their intellectual property (IP) on a budget. Here are some fundamental legal protections all startups should have: Employee Agreements. All employees should...
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Congress Pulls Back from the Fiscal Cliff − for the Time Being
Article prepared by and republished courtesy of Evan Migdail of DLA Piper; originally published here http://www.dlapiper.com/congress-pulls-back-from-the-fiscal-cliff/. Following an unprecedented New...
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Tax Changes – Implications for Venture Capital
CONTRIBUTED BYAsher Bearmanasher.bearman@dlapiper.com The National Venture Capital Association (NVCA) had a good post about the implications of the new tax bill significant to the venture capital...
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Trusts As Accredited Investors
CONTRIBUTED BY Rachel M. Perkinsrachel.perkins@dlapiper.com We often receive questions about the application of the “accredited investor” definition (copied at the end of this post) in Rule 501(a) of...
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