One of my clients is a medium sized manufacturing plant here in San Jose. Although not a high-tech business, they have extensive capital assets and specialized skills. The business is being run by the second generation of family members, and the third generation is now being trained to take the…
Articles Posted in Corporations
A Checklist for Closing Down a Business
Small businesses dominate the U.S. economy. According to the U.S. Small Business Administration (SBA), 99% of all independent companies in the U.S. have less than 500 employees. As a small business attorney in San Jose, most of the time I am working with clients to form new businesses. However, as…
UCC-1 Financing Statements: Easy to Make A Whopper of a Mistake
In this digital age, the courts increasingly have zero tolerance for errors on a UCC-1 financing statement intended to perfect a lender’s security interest in collateral as part of a loan transaction. Most recently, a federal court in Rushton v. Standard Industries, Inc., et al. (In re C.W. Mining Company),…
New Corporate and LLC Startups May Find Relief with the Passage of a New Bill in California
In Silicon Valley, home to many large technology corporations and thousands of innovative startups, businesses need to move quickly to stay ahead of the competition. As a small business attorney in San Jose, I have formed countless of limited liability companies (LLCs), partnerships and corporations with the Delaware and California…
Upcoming Nationwide Changes in UCC Financing Statements
Head’s up!! UCC financing statements are changing as of July 1, 2013. Lenders and borrowers need to take extra care to ensure that they have correctly prepared UCC financing statements and, of course, consult with an attorney as necessary. UCC filings are of critical importance in any secured loan transaction,…
Closing a Business Transaction is A Lot Like Riding a Mountain Bike
As a business and M&A lawyer in San Jose, it is not uncommon for me to burn the midnight oil hammering out a deal for a Silicon Valley client. There is often a need to break from the perpetually connected life to recharge the lithium cells, so to speak. On…
I Gave It All To You, So Why Don’t You Like Me: Post-Closing Disputes in Mergers and Acquisitions
As a veteran M & A lawyer in San Jose, where deal making has never gone out of style, I have been though my share of mergers and acquisitions. For business counsel, the closing of a deal is one of the times I get to spike the ball in the…
Recent California Tax Law Changes
Some tax law changes recently went into effect that that will have an impact on both individuals and businesses in San Jose and throughout the State: Yet Another Gas Tax Increase On February 28th the Board of Equalization approved a 3.5 cent gas tax increase, effective July 1, 2013. This…
Closing the Deal: Boring is Best
Having represented both buyers and sellers in mergers and acquisition transactions in Silicon Valley for more years than I care to admit, I have been through a number of closings. Some M&A closings that I have been involved in were smooth affairs, accomplished through an exchange of a single phone…
Do I Really Need to Formally Dissolve My Corporation?
A few years ago, I met with a new client here in San Jose about forming a corporation for his real estate management business. He wanted to use his name as the name of the corporation, e.g. John Smith, Inc., and he had no problems with using his name as…