Business, Mergers and Acquisitions

On December 3, 2024, the United States District Court for the Eastern District of Texas imposed a nationwide preliminary injunction on both the Corporate Transparency Act (“CTA”) and its respective implementation regulations (the “Reporting Rule”) imposed by the Financial Crimes Enforcement Network (“FinCen”). See Texas Top Cop Shop, Inc., Et Al., v. Merrick Garland, Et… Read More

On December 3, 2024, both the Corporate Transparency Act (“CTA”) and its respective implementation regulations (the “Reporting Rule”) imposed by the Financial Crimes Enforcement Network (“FinCen”), were preliminarily enjoined nationwide by the Eastern District Court of Texas in Texas Top Cop Shop, Inc., Et Al., v. Merrick Garland, Et Al., Cause No. 4:24-CV-478. What This… Read More

Understanding Letters of Intent When Buying or Selling a Business In the world of business and legal transactions, a Letter of Intent (“LOI”) serves as a crucial document that outlines the preliminary understanding between parties before finalizing a formal agreement. When navigating a potential deal, understanding the nuances of LOIs is essential. This blog post… Read More

When a security interest in personal property such as equipment, inventory, goods, or rights to payment, etc. (“collateral”) is to be used to secure payment or performance of an obligation such as a loan, various documents can be involved. A security agreement is used to grant the security interest. The document granting the security interest… Read More

Section A: Forming an LLC Filing and maintaining an LLC in Washington involves several important steps to ensure compliance and successful operation. This post, Part 3, Section A, is a brief primer on forming and maintaining an LLC. The next and final post in this LLCs 101 series will discuss steps you can take to… Read More

Understanding Governors in Washington State Entities Filing an annual report with the Washington Secretary of State (“SOS”) is a crucial requirement for business entities like LLCs and corporations. This report provides essential information about the entity, its owners, and its registered agent. One specific detail it requires is a listing of the “governors.” RCW 23.95.255(1)(e).… Read More

Your Clients’ Closely Held Corporation Needs a Shareholder Agreement A shareholder agreement is a cornerstone document for any corporation, outlining the rights and obligations of shareholders. Understanding the intricacies of these agreements is crucial for advising clients effectively. This blog post delves into the three primary points of a shareholder agreement: ownership and share transfer,… Read More

Owning a boat can be a dream come true, but managing its ownership effectively is key to ensuring you enjoy it to the fullest. Forming a Limited Liability Company (LLC) to hold your boat is more than just a legal formality—it can offer you significant advantages. In this post, we’ll explore three compelling reasons why… Read More

Section B: Taxation of LLCs LLCs are remarkably flexible when it comes to taxation. By default, they are automatically taxed as either a sole proprietorship or a partnership, depending on the number of members involved. Here’s how it works: Sole Proprietorship Taxation: If your LLC has only one member (a single-owner LLC), it is treated… Read More