By Stephen LaSala and Courtney Mathes On January 14, 2011, the Delaware Chancery Court issued an opinion in In re John Q. Hammons Hotels Shareholder Litigation that a merger transaction in which a controlling stockholder received consideration different than that
Venture Law Blog
Legal Issues Regarding Emerging Companies & Venture Capital
The Venture Law Blog, published by Sheppard, Mullin, Richter & Hampton LLP, focuses on legal issues relevant to venture capital, startup companies, and emerging technologies. It covers topics such as mergers and acquisitions involving AI-powered companies, regulatory compliance for venture lending, corporate transparency and beneficial ownership reporting under the Corporate Transparency Act, and tax reporting obligations related to employee stock options and purchase plans. The blog also addresses risk management, intellectual property protection, cybersecurity, and data privacy concerns in the context of venture transactions and financing. It serves as a resource for legal developments affecting venture-backed businesses and financial institutions engaged in venture lending.
Latest from Venture Law Blog - Page 10
NASDAQ Moves Toward Mandatory Electronic Filing
In July 2010, NASDAQ OMX began permitting companies applying for listing in US markets to submit Listing Applications via its online Listing Center, moving toward its stated goal of migrating all paper-based forms to its electronic platform. Currently the Listing Center…
SEC Proposes Amendments To Reflect Dodd-Frank’s Definition Of “Accredited Investor”
On January 25, 2011, the SEC proposed new amendments to conform the definition of “accredited investor” under Rule 215 of the Securities Act of 1933 and Rule 501 of Regulation D to requirements imposed by Congress under the Dodd-Frank Wall…
Patent Reform Is Again Before Congress – The Patent Reform Act of 2011
By Ashley Merlo Patent reform has been a topic of congressional debate since the introduction of the Patent Reform Act of 2005. Having failed to enact the 2005 legislation or any subsequently proposed reform, patent reform has again been introduced…
General Counsel and State Tax Notices
By Joanne M Garvey and Dawn G. MayerGeneral counsel often do not receive notices from tax agencies. These notices generally go to the financial officer’s departments or to whomever handles taxes.…
California Court Of Appeal Holds That Privity Of Contract Is Necessary To Maintain An Action For Rescission Under California Corporations Code Sections 25504 And 25504.1
By John Stigi and Taraneh Fard In Viterbi v. Wasserman, 2011 Cal. App. LEXIS 25 (Cal. App. Jan. 11, 2011), the Court of Appeal for the Fourth Appellate District of the State of California affirmed the judgment of the…
Delaware Supreme Court Holds That Chancery Court Is Not Bound By Merger Price Or Fairness Opinion In Appraisal Proceedings Under Delaware General Corporate Law Section 262(h)
By John Stigi and Martin White In Golden Telecom, Inc. v. Global GT LP, 2010 WL 5387589 (Del. Dec. 29, 2010), the Delaware Supreme Court affirmed a judgment of the Delaware Chancery Court in an appraisal proceeding under Section…
Extension of 100% Gain Exclusion for Qualified Small Business Stock
By Matthew RichardsonIncluded in the Tax Relief, Unemployment Insurance Reauthorization, and Job Creation Act of 2010 signed into law on December 17, 2010, a tax incentive relating to qualified small business stock (“QSBS”) was extended for another twelve months. Pursuant to…
Starting Up the Start-Up: Setting Up the Founders’ Round
By Riaz KaramaliThe first two installments of this blog series examined when to incorporate the start-up and how to run a start-up venture prior to incorporation. Once the founders decide to pull the trigger on incorporation (and most often…
Starting Up the Start-Up: Pre-Incorporation Do’s and Don’ts
By Riaz KaramaliThe last installment of this blog series discussed when the creators of a new social media venture should take the step of formally incorporating their venture. This post will look at some key questions that often arise…