Articles Tagged with Corporate Attorney

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AdobeStock_332552950-300x200When a company suffers financial harm due to mismanagement by a corporate officer or a board member, it is the shareholders that usually suffer the consequences. The law allows shareholders to sue for their losses when a company cannot or will not sue the officers that caused it. These are known as “derivative” suits because the shareholder’s cause of action actually derives from the company’s losses. The corporate attorneys at Structure Law Group can help you understand and enforce these rights in order to protect your financial interests as a shareholder. If you believe that funds have been mismanaged, we can help you investigate the claim and plan the legal strategy that best protects your rights. Our experienced litigators can also protect your rights in court.

Suing For Money Mismanagement on Behalf of All Investors of a Fund

When a corporate officer or member of the board engages in mismanagement, the financial consequences often affect all shareholders. Shareholders in this situation will often consolidate their claims into a single case. This saves on both legal expenses and the time it takes to get the case onto a court docket. A single plaintiff will be named to represent the entire “class” of plaintiffs, which in this case is the other shareholders who suffered the same loss. Because the shareholders are actually pursuing the company’s claim, proceeds from the lawsuit can actually go to the company. This is why many shareholder derivative suits seek remedies other than compensation. The shareholders might sue for better accounting practices, or the removal of a board member who engaged in fraudulent transitions, or some other specific relief that will prevent similar losses in the future.

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Trade-Secrets-300x169The federal Defend Trade Secrets Act (“DTSA”), which is mirrored by the Uniform Trade Secrets Act (“UTSA”) adopted by most states, provides employers with legal recourse after the misappropriation of their trade secrets. Whether employer trade secrets, defined as information that derives economic value by not being generally known, are illegally accessed by hackers or stolen by employees, there is no legal recourse for the theft under the DTSA if the trade secrets weren’t adequately protected. It is a necessary element of a claim for damages under the DTSA and related state legislation that an employer took reasonable precautions to protect its trade secrets. What constitutes “reasonable precautions,” however, is dependent on the facts and circumstances of each case.

Protecting Confidential Information & Trade Secrets from Employees

Not all confidential information qualifies as a trade secret. Accordingly, business practitioners recommend protecting confidential employer information from employee misuse through stringent employment contracts and confidentiality agreements. Its recommended employers insert the following clauses into their employment agreements:

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Fotolia_189107114_Subscription_Monthly_M-300x200Perhaps more so than any other kind of business structure, a partnership is heavily reliant upon the personal relationships among the partners. If those relationships are good, the partnership has a much better chance to function smoothly. If not, the personal nature of partnerships generally means that rocky personal relationships will lead to a rocky business relationship. All too often, partners join up based on prior personal relationships that were good, only to find they did not consider business philosophies before forming the partnership. Business differences can lead to personal differences, making it that much more unlikely that the partnership’s problems can be worked out.

Start Early to Avoid Partnership Disputes

Partnerships often are formed by people working in the same industry or friends who develop an idea together. They are common in the practice of law, as well as in a number of different small businesses. Partnerships are frequently a few individuals joining together to start a business. There are steps they should take to minimize the possibility of disputes. These steps include:

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Technology is an integral part of our business in this fast-paced world. This is true no matter the size of your organization, especially in the Bay Area. Managing contracts efficiently and effectively can be a burdensome task, but a critical one. Contracts form the basis for almost every deal we do. They are inherently important. Nowadays, there is software for virtually almost any application, including contract management. Considering a system to manage your Bay Area contracts can help to streamline your business.

What is a Contract Management System?

Contract management can mean different things to different businesses. In the general sense, contract management is the process a company uses to create, negotiate, execute, and track contracts. A contract management system is an automated system that helps streamline various components of contract management. There are many Bay Area and national companies that offer various software to manage contracts. At the heart of these systems is the ability to use it as a repository for legacy and new contracts, increase the operational process of contract drafting, and automate as much of the process as possible.

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Fotolia_171059478_Subscription_Monthly_M-300x200A right of first refusal is an important legal right in business law. It gives a certain party the opportunity to engage in a transaction before another party can do so. The right of first refusal can be used in many different contexts and can be extremely important for many companies. If a right of first refusal is granted and not subsequently honored, it can lead to a legal dispute.

If you are including a right of first refusal provision in a contract, you should always have a skilled business lawyer review the contract to ensure the provision properly protects your rights. We can also ensure the contract allows you the appropriate remedies should another party breach the contract provision.

Situations Involving a Right of First Refusal

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Starting a business partnership can be very exciting. You are ready to hit the ground running with your new venture. However, you will want to pause and make sure you have your legal interests well documented and in order before you jump into starting the business. The corporate attorneys at Structure Law Group understand the intricacies of forming a partnership and putting safeguards in place should a problem later arise.

California Partnership Legal Classifications

General Partnership

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Fotolia_194134312_Subscription_Monthly_M-300x200It may seem simple to try and put together a shareholder agreement on your own. However, a carefully drafted shareholder agreement is imperative to how your business functions in the present, but more importantly how you might need to handle things in the future. You will want your shareholder agreement to be carefully drafted to match your business’ specific needs. Even though every shareholder agreement will be different, there are some common components that most shareholder agreements include.

Governance Procedures

The shareholder agreement can outline how often meetings should be held. It can also describe the process for general or special meetings, quorum needed for specific types of matters, and how notices for the meetings should be sent. The addition of theses details not only spells out the procedural process, but also notifies members of their duties and rights as a shareholder.

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