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Category Archives: Operating a Business

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The EU’s New General Data Protection Regulation: Implications for U.S. Businesses

Posted in Operating a Business, Tax, Technology Related Topics, Uncategorized

The EU’s new data privacy law, the General Data Protection Regulation, represents far-reaching changes that make it one of the strictest in the world. Randal Brotherhood discusses this new law and why U.S. businesses need to pay attention to it. This post was originally posted on the “State Bar of Wisconsin Business Law Section Blog”… Continue Reading

Conducting an Annual Legal Review of a Nonprofit Organization

Posted in Nonprofit Entities, Operating a Business

This post was originally posted on the “State Bar of Wisconsin Business Law Section Blog” and was written by Attorney James M. Ledvina. James Ledvina, Marquette 2009, is an attorney with Conway, Olejniczak & Jerry S.C., Green Bay, where he focuses his practice on business law and estate planning. Annual legal reviews for nonprofit corporations can help… Continue Reading

Suiting the Needs of the Client: Modifying the WB-17 Offer to Purchase

Posted in Buying, Owning and Selling a Business, Operating a Business

This post was originally posted on the “State Bar of Wisconsin Business Law Section Blog” and was written by Attorney J. William Boucher. Many business attorneys will recognize the WB-17 Offer to Purchase – Business Without Real Estate Interest form developed by the Wisconsin Department of Regulation and Licensing.  The WB-17 is popular because of… Continue Reading

Mergers & Acquisitions and the Tax Cuts and Jobs Act

Posted in Buying, Owning and Selling a Business, News and Recent Decisions, Operating a Business, Tax

This article was originally posted on the “State Bar of Wisconsin’s Business Law Section Blog,” and was written by Attorney James Phillips.   The passage of the Tax Cuts and Jobs Act brings significant changes to the structure, financing, and agreements in mergers and acquisitions transactions. James Phillips details the more noteworthy provisions that apply… Continue Reading

Wisconsin Benefit Corporations, a Profit/Non-Profit Hybrid

Posted in Business Formation, News and Recent Decisions, Operating a Business, Tax

We do a lot of non-profit work. Oftentimes, we are working with new startups that are driven by strong social motivation, but to form and survive need investment capital. This puts us at a crossroad: do we go non-profit and non-stock or conventional corporation? Now, Wisconsin, joining 33 other states, has another alternative: the Benefit… Continue Reading

Navigating U.S. Export Barriers: What All Small Businesses Should Know About Complying with U.S. Export Control Regulation

Posted in Operating a Business, Other Legal Issues

By:   Ngosong Fonkem[1] This article was originally posted on the “State Bar of Wisconsin’s Business Law Section Blog.” The first five rounds of the scheduled seven rounds of the modernization and renegotiation of the North American Free Trade Agreement (“NAFTA”) has drawn to a close. Although the current administration has made reducing the U.S. bilateral… Continue Reading

You Can Lead an Issuer to Rule 506(c), but You Can’t Make Them Advertise

Posted in Business Formation, Business Litigation, Operating a Business

This article was originally posted on the “State Bar of Wisconsin’s Business Law Section Blog,” and was written by Attorney Lindsay M. Fedler. Many people believe most capital is raised by companies (“Issuers”) making initial public offerings or trading on major exchanges such as the NYSE or NASDAQ. Notable 2017 examples include Snap! (parent company… Continue Reading

How to Dissolve Your Unneeded Wisconsin Corporation

Posted in Buying, Owning and Selling a Business, Operating a Business

Sometimes keeping a corporation going serves no useful purpose. If you have such a corporation, here are some useful steps to consider. Typical corporate terminations involve both a “liquidation,” the act of converting all corporate assets to cash, paying all outstanding bills, and distributing the remaining cash to the shareholders in exchange for their stock,… Continue Reading

Corporation vs. LLC: Which Should You Choose?

Posted in Business Formation, Buying, Owning and Selling a Business, Operating a Business, Tax

If you’ve decided to create a startup business, one of the many decisions you face is the choice of what type of limited liability entity to form. In Wisconsin, the most typical choices are either the Limited Liability Company (“LLC”) or corporation. I frequently have people ask me whether I can help them set up an LLC for their… Continue Reading

Business Docket Coming to a Courthouse Near You!

Posted in Business Litigation, Buying, Owning and Selling a Business, News and Recent Decisions, Operating a Business

The attorneys at Schober Schober & Mitchell, S.C. are excited about the recent news that a Commercial Court Docket (“CCD”) will be coming to circuit courts in the Fox Valley, as well as in Southeastern Wisconsin– right here in Waukesha County! On February 16, 2017, the Supreme Court of Wisconsin voted 5 to 2 to adopt… Continue Reading

Federal “Right to Yelp” Law Enacted

Posted in News and Recent Decisions, Operating a Business, Technology Related Topics

Effective March 14, 2017, consumers will have what is being called by some, a “Right to Yelp”. The Consumer Review Fairness Act of 2016 (“CRFA”) was enacted in December 2016, and prohibits businesses from inserting provisions into customer contracts that prohibit the customer from giving a derogatory online review about the business. These provisions have been termed anti-derogatory… Continue Reading

How the Tom Brady Arbitration Decision Affects Your Business

Posted in Business Litigation, News and Recent Decisions, Operating a Business

For those of you who follow professional football, you are no doubt aware that Tom Brady, the 4-time Super Bowl winning Quarterback for the New England Patriots, recently came back from a suspension for (allegedly) deflating footballs. But why would I bring this up on our firm’s business law blog? Beside the implications for your fantasy… Continue Reading

We’re Headed to Overtime!

Posted in News and Recent Decisions, Operating a Business

Time is running out to plan for some big changes in overtime pay law. Last summer we wrote about a proposed “modernization” in the Department of Labor’s overtime pay rules. The rule has now gone through the required commentary period, and will now be effective December 1, 2016. Currently, overtime law allows employers to be… Continue Reading

The Secret is Out: Congress Enacts Federal Trade Secret Law to Protect American Businesses

Posted in Business Litigation, Buying, Owning and Selling a Business, Labor & Employment, News and Recent Decisions, Noncompete Agreements, Operating a Business

A long awaited Federal Law on trade secret misappropriation was signed into effect last month. The new law, titled the Federal Defend Trade Secrets Act, or “DTSA”, creates a Federal cause of action for businesses who own trade secrets against individuals who have misappropriated the business’ confidential information. The law creates a uniform definition of… Continue Reading

Fifth Circuit Rules that a C-Corporation’s S-Corp Affiliate’s Rents Cannot be Classified as Passive Income (Section 469)

Posted in Business Formation, News and Recent Decisions, Operating a Business, Real Estate, Tax

A Federal Appeals Court ruled earlier this month that an S-Corporation’s rental income from a lease agreement with a C-Corporation with entirely common ownership with the S-Corp, could not be classified as passive activity income, and therefore could not offset the individual’s passive activity losses. Internal Revenue Code section 469 was passed in the 1980s… Continue Reading

Change in Federal Overtime Law on the Horizon

Posted in Labor & Employment, News and Recent Decisions, Operating a Business

Employers, you may soon be required to dish out more overtime pay to your employees. On June 30, 2015, the Department of Labor released their plan to “modernize” the Fair Labor Standards Act’s overtime pay rules for salaried employees. Currently, employers are only required to pay time-and-one-half to “white-collar” salaried employees that make $23,660 or… Continue Reading

Wisconsin Senate Proposes Change to Non-Compete Law

Posted in Business Litigation, Noncompete Agreements, Operating a Business

The Wisconsin Senate recently passed a bill that would yet again fundamentally change the current state of Labor & Employment law in Wisconsin. The bill still requires Assembly approval and the Governor’s signature. Senate Bill 69 repeals current Wisconsin Statute section 103.465, which governs the enforceability of non-compete agreements in employment contracts. The bill would… Continue Reading

Feds Resort to 1789 Law to Stop Apple

Posted in Operating a Business, Other Legal Issues, Technology Related Topics

I read an article noted on the ABA Journal Weekly Newsletter entitled, “Feds say 1789 law requires Apple to help government get encrypted smartphone data.” I’ve always been a proponent of individual liberty (and privacy), and I wanted to see what the government was arguing to support its case that they are entitled to snoop… Continue Reading

Dropbox Passwords Hacked

Posted in Business Formation, Business Litigation, Buying, Owning and Selling a Business, News and Recent Decisions, Operating a Business, Other Legal Issues, Technology Related Topics

We learned this morning about another data breach, this time relating to the widely used Cloud Service called Dropbox. Steve Kovach, of BusinessInsider.com reported yesterday that over 7 million Dropbox passwords have been compromised. After the Target, Home Depot and other recent breaches, this isn’t a big surprise. However, since many lawyers use dropbox to share… Continue Reading

Can I Crowdfund in Wisconsin Yet?

Posted in Business Formation, Operating a Business, Technology Related Topics

Wisconsin’s equity crowdfunding law, which was unanimously passed by the legislature and signed by Gov. Walker last November, officially took effect on June 1, 2014.  Wisconsin is one of 11 states that has “taken matters into its own hands” by passing its own crowdfunding laws while the federal rules are still pending. President Obama signed… Continue Reading

Easier Tax-Exempt Status: New IRS Form 1023-EZ

Posted in Business Formation, Operating a Business, Other Legal Issues, Tax

Good news for those of you starting new exempt organizations: the IRS just released a new form, called the 1023-EZ, which will make applying for tax-exempt status for some smaller organizations much easier.  The new form is only three pages long, compared to the lengthy 26 page standard 1023 form.  The simplified form will substantially… Continue Reading

The Innocent Owner Defense: Wait! That’s My Car!

Posted in Buying, Owning and Selling a Business, Operating a Business, Other Legal Issues

One of my partners, Eric Raskopf, who practices criminal and traffic defense work, recently posted to his blog, On Legal Ground, an article about someone losing their car as a result of being stopped while involved in criminal activity. Before you say, “Wait, that’s never going to happen to me,” read about what your kids, or maybe… Continue Reading