Michael Arlein

Sep 24, 2024 | jdsupra.com | Michael Arlein |Dahlia Doumar |Irene Kim

We encounter many founders who have based their enterprises in the U.S., but who are not U.S. citizens or permanent residents, or who may have other significant cross-border ties such as close family living outside the U.S. These situations arise very frequently, as many would-be founders seek out U.S. educational opportunities and access to U.S. venture capital and labor markets for new ventures.

Jun 7, 2024 | jdsupra.com | Michael Arlein |Dahlia Doumar |Irene Kim

Do you have an employment agreement? Should you have an employment agreement? We are often asked whether founders need written employment agreements with their companies. Every company's culture is different. Often founders are at-will employees who can be terminated (or can quit) for any or no reason. They may have an offer letter but no employment agreement. In other situations, founders or investors demand that the company put employment agreements in place with key personnel.

Mar 12, 2024 | jdsupra.com | Michael Arlein |Dahlia Doumar |Irene Kim

Many founders are familiar with tax-exempt charitable organizations. These nonprofit entities—which are commonly known by reference to Section 501(c)(3) of the Internal Revenue Code—are operated exclusively for a broad range of charitable purposes. 501(c)(3) organizations come in a wide range of flavors, including private foundations, donor-advised funds, and public charities.

Mar 1, 2024 | jdsupra.com | Michael Arlein |Jennifer Brown |Maryann Clemente

You may already be aware of a new federal law called the Corporate Transparency Act (the CTA), which became effective on January 1, 2024. The CTA was enacted as part of the National Defense Authorization Act and mandates that certain business entities (“Reporting Companies”) report identifying information to the Financial Crimes Enforcement Network (FinCEN).

Dec 1, 2023 | jdsupra.com | Michael Arlein |Dahlia Doumar |Irene Kim

Most founders are familiar with Section 1202 of the Internal Revenue Code, which provides a tax exemption for the sale of Qualified Small Business Stock (QSBS). Less well known is Section 1202's cousin, Section 1045, which provides certain tax benefits for a "rollover" of proceeds from the sale of QSBS into replacement QSBS. The basic rules are as follows: The original QSBS must be owned for at least 6 months prior to its sale.