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Selling a Franchise Company to an ESOP
Business owners exploring exit planning options may have been introduced to the idea of selling some or all of their stock to an Employee Stock Ownership Plan (“ESOP”). ESOP proponents tout the tax advantages to sellers and the company, as well as the benefits to employees, that can be achieved with an ESOP. Certain industries tend to attract more ESOPs than others, and owners of franchise businesses, both franchisors and franchisees, may wonder whether an ESOP is a realistic fit for their company. This article focuses on franchisee ESOPs, particularly multi-unit operators.
First, a general introduction to ESOPs is in order. An ESOP is an employee retirement plan, similar to a 401(k) plan. Generally speaking, the ESOP purchases stock from the company owner(s) at fair market value with funds contributed to employee retirement accounts, similar to 401(k) matching or profit-sharing contributions. The business owner(s) can sell stock over time, or in large chunks funded by bank debt loaned by the company to the ESOP.
Beach Boys Songs Written Decades Ago Triggered Current Quarrel With Lawyers
There's current litigation in the ongoing Beach Boys litigation saga. A lawsuit filed in 2019 against Nevada residents Mike Love and his wife Jacquelyne in the U.S. District Court for the District of Nevada that alleges inaccurate payment by the Loves under the retainer agreement and seeks $84.5 million in damages.
The Article 8 Opt In
The Article 8 opt-in election adds an additional layer of complexity to the already labyrinthine rules governing perfection of security interests under the UCC. A lender that is unaware of the nuances created by the opt in (may find its security interest vulnerable to being primed by another party that has taken steps to perfect in a superior manner under the circumstances.
Major Differences In UK, U.S. Copyright Laws
This article highlights how copyright law in the United Kingdom differs from U.S. copyright law, and points out differences that may be crucial to entertainment and media businesses familiar with U.S law that are interested in operating in the United Kingdom or under UK law. The article also briefly addresses contrasts in UK and U.S. trademark law.
Strategy vs. Tactics: Two Sides of a Difficult Coin
With each successive large-scale cyber attack, it is slowly becoming clear that ransomware attacks are targeting the critical infrastructure of the most powerful country on the planet. Understanding the strategy, and tactics of our opponents, as well as the strategy and the tactics we implement as a response are vital to victory.
Transfer Tax Implications on Real Property Leases
The real property transfer tax does not apply to all leases, and understanding the tax rules of the applicable jurisdiction can allow parties to plan ahead to avoid unnecessary tax liability.