Last November, I was working closely with one of our clients and their real estate lender to purchase a large property in the San Francisco Bay Area. I formed two California limited liability companies for the transaction. One LLC was the investment entity that was going to own the property,…
Business Lawyers Blog
2013 Changes to California Laws that Affect San Jose Taxpayers
Although 2013 is well under way, taxpayers in San Jose may not be aware of changes to California laws that may affect them. Some of these changes include: Proposition 30 With all the talk about federal income taxes going up this year, do not forget about the Proposition 30 retroactive…
Closing Conditions Common in Acquisition Agreements, Part 2
The pace of merger and acquisition activity in Silicon Valley continues unabated, and the satisfaction of conditions to make sure both parties conclude a deal with all loose ends tied up becomes critical to a final closing. In my last blog, I discussed certain standard closing conditions contained in merger…
Real Estate Loans, Mezzanine Financing and Intercreditor Agreements: Sometimes Words Mean Something
An investor bought an apartment building in San Jose and the broker wanted to send flowers for the occasion. A large bouquet was delivered to the buyer’s office with a note that read, “Rest in Peace.” The buyer was irritated and called the florist to complain. After he had told…
More Case Law for Employee Non-Compete Agreements
Having practiced corporate law in Silicon Valley for 15 years, I must say that there is nothing more frustrating for my clients, who are mostly closely held businesses in the San Jose area, than spending months or years training an employee only to have her leave and go on to…
New Court Decision Prompts Websites to Revise their Terms
As a Silicon Valley corporate attorney, I work with a lot of Internet law and cyberspace law issues and am often asked by businesses to make sure their websites keep them free from trouble. Whether you are a large, multi-national corporation, a mid-size company, or a small business owner, chances…
Higher Taxes in 2013: The California Wood and Lumber Tax
As 2012 is coming to an end, corporations and individuals alike are already thinking about taxes that they will need to pay at year-end. Every meeting I have with business owners lately somehow comes around to talking about taxes and how much I expect taxes to increase next year. The…
Tax Update: IRS Ruling Affects Automatic Gratuities
Whether it is a group lunch to welcome a new employee to our law firm, a birthday dinner for family, or Moms’ Night Out with friends, I often find myself enjoying Silicon Valley restaurants from San Jose to Palo Alto with a group of six or more. It is not…
Closing Conditions or Why Isn’t the Future What I Thought It Was, Part 1
Whether an acquisition is in San Jose, Cupertino, San Francisco, or anywhere else in California or the United States, any corporate lawyer will tell you that a buyer will not close a deal unless certain conditions are satisfied. Fortunately, closing conditions contained in mergers and acquisitions documentation have become standardized.…
Property Taxes: Sellers Providing Financing Should Beware of Reassessment on Repossession
As a business and real estate lawyer in San Jose, I have been paying special attention to the recovering real estate market. I have noticed an increase in residential and commercial properties transactions in San Jose, Sunnyvale, and Santa Clara. As much as the real estate market has improved, lenders…