Recent Publications - Corporate


U.S. Supreme Court: Debts Due to Business Partner’s Fraud Non-Dischargeable
April 26, 2023 | Corporate | Bankruptcy

Earlier this year, the Supreme Court issued a decision that all business owners should be aware of. The Supreme Court resolved a Circuit split over whether a debtor can discharge a debt incurred by a fraud committed by the debtor’s business partner or agent. In a unanimous decision, the Court held that such a debt

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The Three Big Words at the Center of the Twitter Saga
October 19, 2022 | Corporate

Few M&A transactions have captured the public’s attention to quite the same degree as the ongoing saga surrounding Elon Musk’s bid to take Twitter private. What began as a simmering hostile takeover, evolved into a negotiated transaction that was then terminated by Musk and landed in the Delaware Court of Chancery for what looked like

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Treasury Issues Final Rule on Disclosure of Beneficial Ownership
September 29, 2022 | Tax | Compliance, Investigations & White Collar

In an effort to help prevent and combat money laundering, terrorist financing, corruption, tax fraud, and other illicit activity, the United States Department of the Treasury just issued a final rule [RIN: 1506-AB49]. The rule requires certain businesses to file reports with FinCEN (Financial Crimes Enforcement Network) that identify two categories of individuals: the beneficial

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For Business Owners, a Shareholders’ Agreement Is Vital
June 13, 2022 | Corporate

I love playing board games with my children and the games in our home have been known to get pretty competitive. From time to time, a friend will join, and we always make sure all of the players have a clear understanding of the rules, both those included in the box or any “house rules”

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Transitioning to a DSO: An emerging trend in orthodontic practices
May 31, 2022 | Health Services | Corporate

Over the last several years, the dental services industry has become increasingly consolidated, creating significant financial opportunities for investors as well as financial and exit opportunities for dentists. This consolidation has been driven in large part by Dental Services Organizations (DSOs) formed by dentists and/or private financial investors (e.g., private equity) through the acquisition of

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Biden Administration Announces New Policy to Attract and Retain Immigrants in STEM
January 24, 2022 | Immigration | Labor & Employment

The Biden administration announced a series of administrative changes designed to strengthen the nation’s ability to attract global talent. The changes are also designed to strengthen our economy and technological competitiveness and benefit working people and communities across the country. This bulletin will highlight some of the key changes affecting employers and foreign nationals.

New

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An Open Letter to the Incoming NY Governor, Kathy Hochul
August 20, 2021 | Tax

Welcome to the Governor’s office, Ms. Hochul. Unfortunately, congratulations are hardly in order; indeed, a wish for good luck seems much more appropriate.

I suppose you realize that the last round of tax legislation, enacted in April by the Democratic-controlled Assembly and Senate – veto-proof super majorities in both Chambers – resulted in a tax

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If You Sell Marijuana in Any Form, Uncle Sam Wants His Cut
March 11, 2021 | Cannabis | Tax

More and more states across the country are legalizing the sale of marijuana products for medical and/or recreational purposes, but marijuana remains effectively prohibited under federal law as a Schedule I controlled substance within the meaning of the federal Controlled Substances Act of 1970.

There is, however, one important and practical exception to that prohibition:

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What You Need to Know about Biden’s Travel Ban Revocation
February 25, 2021 | Immigration | Labor & Employment

Yesterday, the Biden administration revoked parts of the Trump-era executive orders that had prevented certain foreign nationals from entering the United States due to the coronavirus outbreak.

Here’s what you need to know:

What’s Changed

  • U.S. consulates can issue an immigrant visa (i.e. a “green card”) to foreign nationals seeking to enter the United
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What Employers Need to Know about the Upcoming H-1B Lottery
February 9, 2021 | Labor & Employment | Immigration

It is time for employers to prepare for the first H-1B lottery under the Biden administration. The following outlines what employers need to know, what changes to expect, and what will remain the same.

  • United States Citizenship and Immigration Services (USCIS) will conduct the lottery in its traditional form, with beneficiaries holding a master’s
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