Strictly Business
A legal blog on private funds, startups, and venture capital.
Strictly Business
A legal blog on private funds, startups, and venture capital.
SEC Misses Deadline to Issue Regulations Eliminating the General Solicitation Prohibition in Regulation D Private Placements
For startups looking to raise capital, Rule 506 of Regulation D is probably the most commonly used exemption from securities registration requirements. It allows a company to make offers and sales to an unlimited number of accredited investors[1] in order…
Retaining Key Employees in a Privately-Held Company through Equity Compensation – Part 4: “Profits Interests” in LLCs and Partnerships
This post is the fourth in a series exploring techniques to attract and retain key employees, directors, and other service providers of privately held companies through equity-based compensation arrangements and alternative arrangements that provide cash payments tied to the value…
Maryland Securities Commissioner Issues New Order Adopting a Private Fund Exemption Based on Model NASAA Rule
On June 15, 2012, the Maryland Securities Commissioner issued an order adopting the NASAA model rule exemption for investment advisers to private funds. Like the model rule, the new order issued by the Maryland Securities Commissioner, provides for an exemption…
Retaining Key Employees in a Privately-Held Company through Equity Compensation – Part 3: Tax Treatment of Various Plans
This post is the third in a series exploring ways to attract and retain key employees, directors, and other service providers of privately held companies (herein “service providers”) through equity-based compensation arrangements and alternative arrangements that provide cash payments tied…
When does a deal involve securities regulation? Part 5: Corporate Stock
This post is the fifth in a series exploring when securities laws impact business transactions. In my previous posts, I provided a general overview of the definition of a “security” under federal securities laws, and covered when various categories of…
Retaining Key Employees in a Privately-Held Company through Equity Compensation – Part 2: Basics of Stock Options, Restricted Stock, Phantom Stock, and Stock Appreciation Rights
This post is the second in a series exploring ways to attract and retain key employees, directors, and other service providers of privately held companies through equity-based compensation arrangements. Previously, in the first post of this series, I provided a…