Jacobsen Law Firm, P.A.Jacobsen Law Firm, P.A.2024-03-05T12:31:23Zhttps://www.jacobsen-law.com/feed/atom/WordPress/wp-content/uploads/sites/1301186/2020/07/cropped-Site-Icon-1-32x32.jpgOn Behalf of Jacobsen Law Firm, P.A.https://www.jacobsen-law.com/?p=477272024-03-05T12:31:23Z2024-03-05T12:31:23ZAntitrust rules have recently changed
Occasionally, Federal Regulatory Agencies revisit laws and policies to better perform their duties to the public. The Justice Department recently announced an expansion and clarification of existing antitrust statutes developed in conjunction with the Federal Trade Commission (FTC). Specifically, there was a focus on mergers and acquisitions involving businesses in highly-concentrated markets.
The information technology (IT) sector, for example, sees a few major players with an outsized degree of influence on the industry. Any transactions involving businesses in highly-concentrated markets could potentially lead to violations of antitrust laws.
Regulators may look carefully at whether a proposed merger or acquisition could give one party too much influence over a specific industry or market niche. If a proposed merger or acquisition could prove damaging to fair trade and reasonable competition, then the government may intervene to prevent the merger or acquisition from taking place.
Regulatory intervention in a merger or acquisition could prove very damaging for the businesses involved. Companies often invest heavily in the research, due diligence and negotiation stages of mergers and acquisitions. If the transaction does not take place, those investments theoretically go to waste crucial.
It is incumbent upon those who operate businesses in certain industries, like information technology, to look carefully at the situation and determine whether a transaction might make the resulting business too powerful in the eyes of regulatory authorities. Reviewing and staying up-to-date on federal antitrust regulations can ultimately be crucial for the success of major upcoming business transactions. Seeking legal guidance is a good way to gain more personalized insight about this concern.]]>On Behalf of Jacobsen Law Firm, P.A.https://www.jacobsen-law.com/?p=477262024-02-02T17:07:52Z2024-02-02T17:07:52ZPrimary role of a confidentiality agreement
The primary role of an NDA is to protect a company's confidential information from being disclosed to third parties or the public. This could include business strategies, customer lists, inventions, software development and other types of intellectual property. By ensuring that sensitive information remains confidential, NDAs help companies maintain their competitive edge.
Vital elements for optimal protection
Certain vital elements must be present for an NDA to provide optimal protection. The agreement must clearly define what constitutes confidential information. This definition should be specific enough to make clear what is covered but broad enough to encompass all relevant data and materials.
The NDA should also specify the obligations of the receiving party. This includes the requirement to keep the information confidential, to use it only for specified purposes, and not to disclose it to others without permission. The agreement should outline the time period for which confidentiality must be maintained, which can vary depending on the nature of the information and the parties' needs.
Another crucial element is the inclusion of provisions for what happens in the event of a breach. This usually involves outlining the legal remedies, such as injunctions or damages, that the disclosing party can seek if the receiving party violates the terms of the agreement.
Exceptions to confidentiality
NDAs typically include exceptions to the confidentiality obligation. These exceptions might consist of information that is already publicly known, independently developed by the receiving party or disclosed through no fault of the receiving party.
Understanding every aspect of an NDA is critical, so seeking legal guidance is beneficial for all parties. Such agreements should only be signed if all points are fairly, clearly outlined and enforceable.]]>On Behalf of Jacobsen Law Firm, P.A.https://www.jacobsen-law.com/?p=477252024-01-02T11:40:35Z2024-01-02T11:40:35Zthe optimal solution.
Financial misalignment
A critical factor in the decision-making process is the alignment of financial goals. If you find that your partner’s financial objectives no longer synchronize with yours, it’s time to dig deeper. Profitability, risk tolerance and investment strategies should align to ensure the sustained success of your business.
In this scenario, a buyout serves as a strategic risk management tool. By consolidating ownership, you gain more control over financial decisions, allowing for streamlined processes and focused investment strategies. This can safeguard your business from potential financial turbulence and may position it for future growth.
Strategic direction
If your partner envisions a different trajectory for the company than you do, it might hinder progress. A buyout can enable you to realign the business with your strategic vision. Acquiring your partner’s stake could empower you to make prompt and decisive choices, eliminating the need for prolonged discussions or negotiations. This agility is particularly valuable in dynamic industries where adaptability is key to survival.
Operational control
Operational efficiency is a cornerstone of business success. Therefore, a buyout can be a strategic move when your partner’s involvement hinders streamlined operations. It can allow for a more cohesive and synchronized approach to daily activities, promoting efficiency and reducing hold-ups.
Remember, uncertainty within the leadership can have a trickle-down effect on employees. A well-executed buyout can ensure stability, boost employee morale and provide a clear direction for the future. This, in turn, can positively impact productivity and overall workplace satisfaction.
In the dynamic realm of business, adaptability is paramount. Recognizing opportune moments to buy out your business partner can be a strategic move that propels your company toward greater success. From financial realignment to operational control, each instance demands careful consideration and a forward-thinking approach.]]>On Behalf of Jacobsen Law Firm, P.A.https://www.jacobsen-law.com/?p=477212023-12-02T23:25:28Z2023-12-02T23:25:28ZOwnership interests have changed
Perhaps someone started a business with a friend who has decided to retire or take a new job elsewhere. Maybe they started the business alone but now recognize that they would benefit from having a partner. Someone who wants to add new owners or remove existing ones may determine that changing the type of business they run is also necessary.
Business functions have changed
The idea behind a business can evolve as an entrepreneur discovers what generates revenue and what does not. Someone significantly changing what the business does may need to adjust the type of business they run. They may require more investors or more liability protection than their current business form provides.
The business has grown significantly
Many people start their businesses informally or try to keep them small when initially operating the company. It is only after they achieve success that they begin to worry about liability that could endanger their personal property or the need for additional executive support. Someone who previously operated a sole proprietorship may want to create a limited liability company (LLC) or corporation when they decide to expand into new markets.
The process of changing a business type can be a challenge. Business owners need to file paperwork with the state and possibly also the federal government. Contracts and insurance policies likely require revisions as well. Recognizing when to change a business's type is only the first step in what is often a difficult process that frequently benefits from legal guidance.]]>On Behalf of Jacobsen Law Firm, P.A.https://www.jacobsen-law.com/?p=477192023-10-30T16:42:22Z2023-10-30T16:42:22ZMergers and acquisitions are common business activities, yet they're often misunderstood. Understanding the differences and similarities between them is beneficial if your company is ever in a position where one becomes advantageous, necessary or otherwise advisable.
What are mergers?
In its simplest form, a merger happens when two companies combine to form a new entity. The goal is often mutual benefit. Both businesses aim to achieve something they couldn't accomplish individually. During a merger of a publicly traded company, shareholders of the merging companies often receive shares in the new entity.
What are acquisitions?
Acquisitions, on the other hand, involve one company purchasing another. The acquired company either becomes a part of the acquiring company or continues to operate as a separate entity. The key difference is control. In an acquisition, the acquiring company has full control over the acquired company. It makes all the decisions, from staffing to operations, without requiring approval from the acquired company.
The strategic reasoning behind these moves
Mergers and acquisitions are typically driven by a desire to grow quickly, enter new markets or acquire specific resources. It's often quicker and less risky to acquire or merge with an existing company than to build from scratch. That's why established companies frequently go this route to fend off competitors or capitalize on new opportunities.
Impact on employees
For employees, mergers and acquisitions can be a time of uncertainty and change. Jobs may be lost or roles may change as the companies integrate. On the flip side, these moves can also lead to new opportunities and growth within an organization. It's essential for employees to stay adaptable and keep an eye on the bigger picture as these processes unfold.
Mergers and acquisitions are complex processes involving many variables. There's due diligence, negotiation and a myriad of legal and financial details to sort out. Protecting the company you’re responsible for may require you to get assistance from someone familiar with these matters.]]>On Behalf of Jacobsen Law Firm, P.A.https://www.jacobsen-law.com/?p=476322023-09-25T19:59:16Z2023-09-25T19:59:16ZEvery scenario inspires different considerations
The average person asked about real property investments would likely immediately claim that buying real property is always better than renting it. That oversimplified approach might lead to people making financially devastating mistakes, particularly when choosing on behalf of a business and not an individual person.
If a company has limited startup capital, it could take every last cent of those funds to acquire real property, and the loan payments every month could be a real strain on the company's operating budget. Additionally, the possibility of something going wrong with the facility is a serious concern, as there will be no owner or landlord to help share in the repair costs. The company might need to change where it operates or scale its facilities up or down based on changes to its business model in its early years. Purchasing real property will drastically reduce the company's flexibility and ability to adapt on the fly to changing market circumstances.
Of course, there are benefits and drawbacks to renting as well. Not all commercial rental agreements require that a landlord contribute to maintenance and repairs. Tenants may find themselves responsible for a significant portion of those costs. Additionally, the landlord could potentially terminate the lease at any time or change the least terms, thereby leaving the company unable to afford the space in the future.
The ownership of an organization will need to carefully consider what resources it currently has and what changes it will likely undergo in the first months and years of operating to determine whether renting or buying would be the better option. Ultimately, seeking legal guidance can help someone choose the right solutions based on their current position and aspirations.]]>On Behalf of Jacobsen Law Firm, P.A.https://www.jacobsen-law.com/?p=476312023-08-27T17:13:12Z2023-08-27T17:13:12Zbreaches a contract. These are the primary ways that a judge to may resolve a breach of contract situation.
Ending the contract
Contracts often impose numerous different requirements on both parties. One party to the contract delivers goods, and the other makes a payment. A breach of contract can do serious damage to the relationship between the parties, and the business may want to end those obligations so that the other party cannot make any financial claim against the organization in the future.
Awarding damages
A material breach of contract is often more than just frustrating. It can be expensive and lead to sizable losses, particularly if it delays the fulfillment of an agreement with another party or forces a business to idle its production facilities temporarily. The more provable damages a business incurred because of a contract breach, the better the chances of a judge awarding financial compensation for those losses.
Ordering specific performance
Judges have the theoretical authority to enforce contracts by ordering specific performance. Instead of simply facing financial consequences for the breach, the other party could end up facing much more serious penalties if they persist in refusing to provide services or deliver goods. Those that ignore in order of specific performance could end up prosecuted for contempt of court.
Oftentimes, those pursuing a breach of contract lawsuit will find that the other party may be more willing to settle once there is an obvious risk of the courts intervening. Understanding the different solutions available can potentially help those that run businesses see the value in filing a breach of contract lawsuit, or at least, in having their attorney let the other party know that a lawsuit is an option if a fair resolution cannot be achieved in any other way.]]>On Behalf of Jacobsen Law Firm, P.A.https://www.jacobsen-law.com/?p=476302023-07-26T15:21:31Z2023-07-26T15:21:31ZCar accidents
This is one of the most common and apparent indicators of a DWI. People who drive under the influence of alcohol or drugs are much more likely to be involved in car accidents than people who are not.
When there is a car accident, law enforcement ensures to immediately identify whether driving under the influence was the cause, either partly or entirely, of the accident.
Speeding
Drivers under the influence tend to lose the ability to realize they are driving as fast as they are. Alcohol and substances impair drivers' ability to drive safely and follow traffic rules.
Tips from concerned citizens
Most drivers do not know that many other drivers or witnesses call 911 when they see a person driving in a way that indicates that something is wrong.
Whether it is speeding, swerving, running red lights or violating any other traffic rules is likely to cause great concern in citizens, who call 911 to prevent an accident or catastrophic consequences due to the driver's impairment.
Issues with the vehicle
Vehicle violations like a broken license plate or non-working light are additional reasons why police pull drivers over for suspected DWIs. Having an expired registration is another one and a very important one.
Although this appears unfair, it is allowed under Minnesota law and law enforcement can pull a driver over for these reasons, which can lead to the discovery of the individual driving under the influence of alcohol or drugs.
There are many reasons why law enforcement can pull drivers over. Some of these reasons are clear indicators of a DWI, and others are not necessarily clear indicators of a DWI but could lead to the discovery of a DWI.
Understanding the risks of driving under any of these circumstances is critical because the consequences can be severe for the driver, especially if it is not their first offense.]]>On Behalf of Jacobsen Law Firm, P.A.https://www.jacobsen-law.com/?p=476292023-07-10T17:53:12Z2023-07-10T17:53:12ZRedundant costs
When two businesses combine into one, there may be a lot of unnecessary overhead expenses. From unnecessary rent to duplicate professional positions within the new organization, there may be numerous redundant costs that the business will need to address. Looking carefully at the resources and staff rosters for both businesses can help executives identify what costs they can eliminate after the merger to keep expenses for operating the company as low as possible.
Talent loss
Workers know that mergers can lead to layoffs and company failure, so at least some employees will begin looking for jobs elsewhere. Businesses seeking to combine with other companies often need to carefully look at human resources records to identify the best-performing professionals in different departments at both companies. Signing new employment contracts and offering retention bonuses are both ways of helping keep key workers at the new company after the merger.
Unanticipated liability
One of the most important aspects of a merger is due diligence on the part of both companies. The resulting combined organization will be liable for any product defect claims or discrimination lawsuits brought by customers or employees of either of the formerly separate companies. Without proper research, an organization may merge with another business only to end up partially responsible for that company's prior failings.
Careful planning is a key component of any successful business transaction. Seeking legal guidance and addressing known challenges that tend to complicate many mergers early in the process can increase the chances of a successful merger.]]>On Behalf of Jacobsen Law Firm, P.A.https://www.jacobsen-law.com/?p=476062023-06-08T10:49:06Z2023-06-08T10:49:06Zsome tips that can help you as you work through this process.
Don’t put it off
One important thing to keep in mind is that you’ll want to start this process early. If you’re going to retire later in 2023, you need to start immediately. But it’s best to start years before you’re actually going to leave the business. This allows you to take the time to consider your options and work on training your successor.
Consider everyone’s skills
When leaving your business to someone else, you really want to think about what skills they have and what they’re going to bring to the table. This is especially true if you have multiple heirs and you want them all to be involved. Try to give them different roles that utilize their skills and that will help them work together to be successful.
Talk to your heirs
Additionally, make sure that your heirs are part of the succession planning process. Find out if they want to take over the business. Ask them about what roles they may envision for themselves. Let them ask questions in advance. The more communication that happens, the smoother things are likely to go.
Stay flexible
As you plan, remember that flexibility is key. You can create a plan and then update it or change it in the future. Nothing is written in stone. Your plan can shift and evolve over time, perhaps depending on how your heirs’ lives change. This is just another reason why starting early is important, because you can always update the plan to meet your evolving needs.
Succession planning is complex and it’s going to be different for every business owner. Seeking legal guidance proactively can help you to navigate this process successfully.]]>