Overview On December 28, 2012, President Obama signed the Theft of Trade Secrets Clarification Act of 2012, which significantly expands trade secret protection by extending criminal penalties to the theft of a wider class of trade secrets under the existing Economic Espionage Act (EEA). Now included are company “back office”…
Overview Technology companies in the Bay Area have led the resurgence of the local commercial real estate sector. And these companies are also creating a new norm in campus design known as the Google Effect. Google may have been one of the first to create this type of “unique” work space, but more recent examples of this paradigm shift…
Overview Seeking new revenues, states are starting to consider taxation of cloud-based services. For example, Washington enacted a statute which specifically taxes Software as a Service (SaaS) providers. Other states have issued letter rulings addressing specific fact scenarios. Missouri ruled that SaaS hosted on an out-of-state server are…
OverviewOn January 10, 2013, President Obama signed into law amendments to the 1988 Video Privacy Protection Act (VPPA) that facilitate social media sharing of video viewing preferences when users consent to disclosure of information via the Internet. The amendments have a number of practical implications for online video providers and…
Overview The National Labor Relations Board (NLRB) is the agency that administers the National Labor Relations Act (NLRA), which is the law that protects employee rights to unionize and collectively bargain with their employers. The NLRB’s rulings had significant influence on employment law back in the mid 1950s, when a third of all…
Overview In January, California Attorney General Kamala Harris further built on her high-profile 2012 campaign to improve privacy protection for consumers who use mobile devices by issuing a report titled “Privacy on the Go” (“Privacy Report”) which lists recommended best practices for app developers, mobile advertising networks,…
Overview Investment into U.S. venture-backed companies dropped 20% to $6.6 billion in the fourth quarter of 2013 compared to a year earlier, according to Dow Jones VentureSource, and was down 15% to $29.7 billion for all of 2012. As the venture capital industry evolves, the funding landscape for startups has become more challenging.…
The Federal Trade Commission (“FTC”) issued its final report titled “Protecting Consumer Privacy in an Era of Rapid Change, Recommendations for Businesses and Policymakers” (“FTC Privacy Report”) in March 2012. The FTC Privacy Report represents the culmination of a two-year process in which the FTC held round table…
Some of you may have already visited our new website, launched in early April. If you have, you have experienced its easy navigability, and hopefully appreciate our site’s clean, modern look. Our new website is much more than that – it is a state-of-the-art content platform, which means we can share so much more of our knowledge and…
The Federal Trade Commission (“FTC”) issued its final report titled “Protecting Consumer Privacy in an Era of Rapid Change, Recommendations for Businesses and Policymakers” (“FTC Privacy Report”) in March 2012. The FTC Privacy Report represents the culmination of a two-year process in which the FTC held round table discussions…
As you know, the April 17, 2012 deadline for filing your individual 2011 income tax return is rapidly approaching. You likely have been consulting with your CPA or income tax attorney to ensure that your income tax return will be timely filed, or an extension of time to file the return has been requested. Your tax advisor may have alerted…
Imagine the following scenario: On February 15, 2012, Jack a U.S. citizen residing in Burlingame, receives a USD $110,000 cash gift from his mother, a nonresident alien residing overseas. Jack’s mother owns a condominium in San Francisco. She does not own any other U.S. situs assets (U.S. sourced assets). Many people assume that any…
The Internal Revenue Service (“IRS”) announced on January 9, 2012 that it was reopening its offshore voluntary disclosure program for taxpayers with previously undisclosed foreign financial accounts. This new program allows taxpayers to become compliant with their international tax reporting, following the success and closure of the…
California State Law Change Governor Brown recently signed into law a new bill that impacts California employers. Effective January 1, 2012, Senate Bill 459 (“SB 459”) will impose significant penalties for: Willfully misclassifying employees as independent contractors. “Willfully misclassifying” is defined as “voluntarily or…
Being involved in litigation isn’t as inevitable as death or taxes, but if you do business long enough, it’s close. Everyone knows that lawsuits are costly, but there are steps you can take in advance to reduce the expense of the most costly part of a lawsuit—discovery. Whether you are in state or federal court, discovery in…
The California Supreme Court recently clarified the question of whether a real estate purchase agreement which grants the buyer the right to terminate the agreement in its sole discretion during his due diligence period is the equivalent to a unilateral option agreement which the seller (or optionor) may terminate at will. In the 2010…
The latest round of budget-cutting in Sacramento has had a profound effect on the local court system. In San Francisco, for example, the Presiding Judge is warning that newly-filed cases may not come to trial for five years. In other courts, it now takes months to obtain a hearing on routine motions rather than the usual 30 days. …
No business wants their former employees to take their talent, the talent of their co-workers and the company’s trade secrets to a competitor. To prevent this, businesses have required employees to sign confidential information, non-competition and non-solicitation agreements. Questions often arise regarding the enforceability of such…
This article outlines issues to be considered in structuring a buy-out agreement. It also addresses 2006 changes to the Internal Revenue Code affecting how company owned life insurance is taxed. What is a buy-out agreement? A buy-out agreement is a contract among the owners of a business. The business can be in the form of a…
As any business owner knows, his or her company’s customer list can be an extremely valuable business asset. In some cases, disclosure of the customer list and/or related customer information could threaten the very existence of the company. Thus the common question asked of business attorneys—to what extent is this type of…
After months on the market, you finally have a binding offer for your home. While the offered price of $1.5 Million seems low, even in this market, your ace real estate broker from Pay, Less & Commish convinces you to take the offer because the buyers appear solvent. They are purchasing with no financing contingency and with a…
As many of you know, among the year-end holiday “gifts” bestowed by our elected representatives in Washington was an entirely new set of estate, gift and generation-skipping tax rules. The much anticipated 2010 Tax Relief Act became law on December 17, 2010. Although many provisions were expected, some were a surprise.The exemptions…
The Internal Revenue Service (“IRS”) announced yesterday the terms of a new amnesty program for U.S. taxpayers with unreported offshore financial accounts. The 2011 Offshore Voluntary Disclosure Initiative (“OVDI”) will be available through August 31, 2011, and will apply to taxpayers who made disclosures dating back to October 16,…
Over the past two years you undoubtedly have read media reports about the U.S. government’s crackdown on U.S. taxpayers who have exploited secrecy laws of offshore jurisdictions to conceal assets and income subject to U.S. taxes. Given the state of the economy and the estimated $100 billion in tax revenue lost by the U.S. each year…
By now, we have all heard that there is currently no estate tax for a person who dies in 2010. What many people do not know is that a new tax regime has slipped into effect that will affect the income tax treatment of assets inherited from a 2010 decedent for years to come. This impacts any trustee and executor administering the estate of…
One of the best planning techniques for taxpayers to transfer wealth to the next generation may soon undergo significant changes. Short-term Grantor Retained Annuity Trusts, or GRATs, have been the target of legislation in the House of Representatives. If enacted, the new rules would, in addition to other technical changes, require all…
As we send this special issue of Perspectives to print, taxpayers continue to enjoy the most extraordinary transfer tax climate in a century – namely, the continued suspension of both the federal estate tax and the Generation-Skipping Transfer tax. Together, this temporary suspension of two incredibly complex federal tax regimes means…
Congratulations! Your Electronic Widget Business which started up in 2005 has been growing and prospering, despite the economic downturn and a steep decline in the Bay Area real estate market. You continue to aggressively expand your sales and staff. Your Widget Business has outgrown your present 4,000 square foot leased research and…
Is there a type of employment discrimination that is not identified as a protected class in most equal opportunity statements, and is not specifically prohibited by federal statutes? The unnerving answer is yes, and it is called family responsibility discrimination. While the number of employment discrimination claims being…
As many of you likely know, beginning January 1, 2010, we entered a world that no American currently living has experienced – the suspension of the federal Estate Tax. The last time there was no federal Estate Tax tariff on death, Woodrow Wilson occupied the White House, the light switch had just been invented, Pancho Villa was…
For as long as any California estate planning practitioner alive today can remember, a critical estate planning tool has been the “no contest” clause. A “no contest” clause is designed to protect a will or trust from future attack by those dissatisfied with the bequest provided them by the testamentary instrument. A “no contest”…
The past year has been quite an interesting year for taxpayers. There have been significant changes in the transfer tax laws, and significant focus by the IRS in the enforcement of reporting rules. We think these tax issues may have a significant impact on many of you. ESTATE AND GENERATION-SKIPPING TRANSFER TAX REPEAL As of January 1,…
IRS officials have publicly stated that this year represents a “perfect storm” for closely-held businesses to convert to tax partnerships. Tax partnerships are the preferred vehicles for holding real estate and other appreciating assets, in part, because of their tax efficiency and limited liability. Individuals, families,…