December 2011
Gerald V. Niesar of Niesar & Vestal and Benjamin Berk and Ellen Fleishhacker of Howard Rice authored the 2011 supplement to the California Limited Liability Company Forms and Practice Manual. The Manual is the most useful and current resource available on California and Nevada LLC law and practice. It also includes a Chapter on Forms for California LLPs. Some of the changes this year include the following:
* Expanded Limited Liability Partnership Agreement.
* An extensive discussion of the IRS proposed regulations on Series LLCs.
* Updated discussion of the self-employment tax as applied to LLCs.
* A new section discussing covenants not to compete in LLC buyout agreements.
* An expanded discussion of charging orders in the context of single member LLCs.
* A discussion and form language for resolution of deadlocks regarding major decisions.
* A suggested provision dealing with distributions based on internal rates of returning
Ongoing
The firm has been involved in attempting to get clarity on the securities and broker-dealer issues raised by the recent California case People v. Cole.
See the links below for documents and other information relating to this subject matter:
- “Get your Mother to Invest in Your California Company – Go to Jail! (Do Not Collect $200)”, Primerus Newsletter, January 2010
- Letter to Commissioner of Corporations regarding People v. Cole, March 27, 2008
- Department of Corporations Release No. 119-C, October 22, 2008
- Email traffic to Ivan Griswold (Attorney for the Department of Corporations)
- Initial Statement of Reasons for Rule Changes Under the Corporate Securities Law of 1968
December 9, 2011
Gerald Niesar participated in a one-day Advanced LLC issues Seminar sponsored by National Business Institute. Mr. Niesar spoke on issues concerning Securities Laws, Fiduciary Duties, and Minority Rights of LLC Members.
June 13-15, 2011
Corporate Partner June Lin presented a three-day training course at the InterContinental Grand Stanford in Hong Kong entitled "US Law for International Lawyers" focusing on corporate and securities laws, organized in conjunction with Euromoney Legal Training.
May 26, 2011
Corporate Partner June Lin participated in a securities law webinar for international lawyers and clients entitled "Dealing with U.S./U.K. Securities Law", organized in conjunction with the International Transactional Services and Securities Practice Groups of The International Society of Primerus Law Firms, the first in a series of webinars highlighting the main topics integral for issuing securities in various countries.
October 15, 2010
Niesar & Vestal LLP hosted a reception in Napa Valley, California for the Primerus International Society of Law Firms. In attendance were attendees of Primerus' annual meeting.
August 1, 2010
The firm is pleased to announce that
June Lin has been elected partner effective August 1, 2010.
July 19-21, 2010
Corporate Attorney June Lin presented a three-day training course at the InterContinental Grand Stanford in Hong Kong entitled "US Law for International Lawyers" focusing on corporate and securities laws, organized in conjunction with Euromoney Legal Training.
June 1, 2010
The firm is pleased to announce that Stephen Rush has joined the firm as of counsel. Mr. Rush has over 25 years of experience in the entertainment industry with a focus on Intellectual Property, Domestic & Foreign Music Publishing, Purchase & Sale of Catalogues, Commercial and Infringement Litigation, and International Trade. He has extensive litigation experience in the areas of copyright infringement, determination of IP ownership rights, defamation and first amendment issues of news broadcasts. He currently advises clients on the creation, development, and monetization of intellectual propery, such as music, video including 3D, and internet based content, and uses his extensive experience and contacts in strategizing with creative people to facilitate the development of their new media projects.