Private Equity Incentive Structures: What Management Needs to Know
If a private equity buyer is exploring an acquisition of the company you manage, and you anticipate remaining involved in the business after the sale, there are a number of options that may be appealing to you. It is likely that you will be negotiating your post-sale compensation package. As discussed in a prior article,…
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Seventh Circuit Decision Clarifies Standards for FLSA Overtime Cases
The Seventh Circuit Court of Appeals[1] recently clarified the evidentiary bar for employees bringing Fair Labor Standards Act (FLSA) overtime claims, requiring employees to provide specific, detailed evidence of their work hours and duties at the summary judgment stage, even when employers fail to keep accurate time records under the FLSA. As the Court of…
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What New Administration’s Moves at EEOC, NLRB Mean for Employers
Times they are a-changin’ … with a flurry of moves and terminations, the new administration has signaled a reverse within the federal labor and employment landscape. These changes will have significant impacts on current strategies for employers over the next four years. Major Upheaval at the EEOC And NLRB Some key shifts occurred this month…
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Legal Guidance Can Be Key in Navigating Rhode Island Land Use Matters
Land use matters in Rhode Island are often challenging to interpret and navigate. In fact, the Ocean State is known for having among the most restrictive policies for zoning and land use control in the U.S. It’s not hard to understand why, as Rhode Island has the smallest land area of any state and is…
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The Forecast Calls For Sun: What New Administration’s First 30 Days Means for Solar Industry
United States policy surrounding renewable energy has fluctuated significantly as administrations change; President Jimmy Carter put solar panels on the White House in 1978, and President Ronald Reagan removed the panels in 1986. Those who have worked in the renewable energy industry anticipate these fluctuations and adapt their plans to accommodate them. However, the shift…
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Balancing the Scales: Purchase Price Adjustments in M&A Transactions
In the complex world of business transactions, particularly mergers and acquisitions (M&A), purchase price adjustments are a critical concept that help ensure fairness and accuracy in the final transaction price. Purchase price adjustments are mechanisms to alter (increase or decrease) the price paid for a business after the sale is closed. These adjustments are designed…
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Private Placements in Florida Just Got Easier: Here’s How
Florida recently implemented amendments to its Securities and Investor Protection Act (“Chapter 517”), bringing significant changes to the regulatory framework governing private placements, investment advisors, and exemptions for institutional investors. Effective October 2024, these updates aim to align Florida’s securities laws with federal standards while enhancing protections for investors in the Sunshine State. Here’s a…
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Capturing the Sun: State Prompt Payment Acts’ Effects on Solar Construction
As the energy sector continues to expand, developers and contractors looking to expand their footprint are crossing state lines to construct energy projects. This is a good strategy for applying the same, successful strategies to a broader prospective customer base. However, while there are issues faced uniquely by energy project developers, the construction contracts for…
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Lease Guarantees: What Landlords Should Know When Negotiating
While landlords prefer tenants with the strongest financial positions to sign leases, they may sometimes accept a “shell” entity — created solely to operate the business at the leased premises — provided that an upper-tier entity with substantial assets or the tenant’s principals sign a lease guarantee. A lease guarantee, if enforceable and signed by…
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LLC’s Failure to Execute Operating Agreement Opens Legal Trapdoor
While entity distinctness is a bedrock principle of corporate law, it may often appear redundant and unnecessary for a limited liability company (“LLC”) to sign its own operating agreement. That was likely the thinking of the two co-members at the center of the dispute leading to the recent appellate decision from New York, Wythe Berry…
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