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Ryan Perry Discusses Profits Interests and their Potential Business Benefits and Caveats in New Article 02/27/2017

Posted by Morse Barnes-Brown Pendleton in Attorney News, Corporate, Taxation.
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rjp-headshot-photo-2016-m0949892xb1386One of the first and most important tax-driven decisions a founder must make is the type of entity in which to house his or her venture. Though much ink has been spilled over the pros and cons of choosing a corporation versus a limited liability company, or LLC, one thing is certain: most folks understand corporations better than LLCs. And who could blame them? LLCs can be complicated entities – so flexible that they often seem downright weird. As a result, even when a founder decides that an LLC is the right fit, it is often structured to look as much like a corporation as possible. We denote membership interest as stock-like units, we view boards of managers simply as directors by another name, and yes, we sometimes even issue options to employees. Equity compensation strategies in the world of the LLC, however, can be much thornier propositions than they are for the humble corporation.

For more information about profits interests and other equity compensation strategies, read the full article or contact Ryan Perry.

Register Now! Laying the Firm Foundation for Growth: Entity & Equity – Life Sciences Series – Panel 2 05/31/2016

Posted by Morse Barnes-Brown Pendleton in Attorney News, Client News, Events, Intellectual Property, Life Sciences, MBBP news.
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Join us at our Waltham office on June 22nd for the second panel in our Life Sciences Series, Laying the Firm Foundation for Growth: Entity & Equity.  JMH Headshot Photo 2015 (M0846571xB1386)

Our expert panel will discuss whether a corporation or a limited liability company is more suitable for building an emerging company, and how to maximize the equity compensation of your team with restricted stock, stock options, or profits interests.

MBBP Partner John Hession will moderate the panel, which will include Marc Cote, Chief Operating Officer of Accellient, and Jeff Solomon, Partner at Katz Nannis + Solomon.

The event will take place from 7-9:30am.  A light breakfast will be provided. Seating is limited – please register here.

MBBP’s Chip Wry Featured in Latest Edition of Business Entities 12/15/2014

Posted by Morse Barnes-Brown Pendleton in Client News, MBBP news, New Resources.
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Corporate and Tax Attorney Charles Wry, Jr.

Thomson Reuters has published an article written by MBBP’s Chip Wry in its November/December issue of Business Entities.  Chip’s article, entitled Tax Consequences of Issuing Convertible Notes for a Start-Up LLC, considers certain negative tax aspects of a start-up LLC’s use of convertible notes to raise seed financing.

 

The full article can be read here.

For any questions on the topic, please contact Chip Wry.

Should You Incorporate Your Business? 07/23/2014

Posted by Morse Barnes-Brown Pendleton in Venture Capital & Private Equity.
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By: Hillary PetersonCorporate Attorney Hillary Peterson

70% of all businesses in the country are organized as a sole proprietorship, but operating a business as an unincorporated entity is not without its disadvantages. Because of this, it is important for any business owner to consider forming a separate legal entity, such as a corporation, limited liability company or partnership, regardless of the size or nature of the business. There are a number of significant benefits to forming a corporation or LLC, including:

  • Protection of Personal Assets
  • Ability to Raise Capital
  • Perpetual Existence
  • Flexible Tax Treatment
  • Additional Credibility

Learn more here.

Delaware Increases Corporate Formation Taxes 04/14/2014

Posted by Morse Barnes-Brown Pendleton in Corporate.
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Corporate Attorney Joseph MarrowBy: Joseph Marrow

On Thursday, April 10, 2014, the Delaware legislature passed a new law, effective retroactively to January 1, 2014, which raises the annual corporate tax on limited liability companies, limited partnerships and general partnerships from $250 to $300 per year.  In addition, the legislation increases the minimum annual corporate franchise tax on businesses incorporated in Delaware from $75 to $175.  The Delaware legislature passed the legislation in an effort to fix a state budget gap.  Delaware has always been considered one of the most attractive states in the country for forming a new business enterprise.  It remains to be seen whether the new law will have an adverse impact on the state’s ability to continue to attract new businesses.

For more information on corporate formations, please feel free to contact Joe.

Tax Considerations in Choosing the Form of Business Entity 04/11/2014

Posted by Morse Barnes-Brown Pendleton in Attorney News, New Resources, Taxation.
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Corporate and Tax Attorney Charles Wry, Jr. By: Chip Wry

Founders of a new business typically realize early on that they need to conduct the business through a legal entity to limit their personal liabilities for the debts and obligations the business generates. Often, the three entity types from which the founders must choose are the “C” corporation, the “S” corporation and the limited liability company (or “LLC”). While all three entity types insulate the founders from personal liability, the differences among the three types for tax purposes are substantial. A C corporation, on the one hand, reports and pays tax on its income separately from its owners. The income or loss of an S corporation or LLC, on the other hand, generally is reported by the owners on their personal returns. The choice, therefore, is often tax-driven and requires an analysis of how the founders expect to grow and profit from the business.

View the full article to learn more.

Daniele Ouellette Levy to Hold Office Hours at Techsandbox 04/08/2014

Posted by Morse Barnes-Brown Pendleton in Attorney News, Events.
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Corporate Attorney Daniele Ouellette LevyOn Monday, May 19th MBBP Attorney Daniele Ouellette Levy will be holding office hours at MBBP client TechSandBox, an innovation center and accelerator. The event will be offered probono for TechSandBox members and to non-members as space allows. Daniele will help registrants understand the various options when incorporating LLC, C, S and stock options/ownership set up. 

Visit TechSandBox to sign up!

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