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Business and Securities LawThe newsletter of the ISBA’s Section on Business and Securities Law

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Newsletter articles from 2007

Consider a Co-op in the sale of a Closely Held Business By Tracy J. Nugent March 2007 Owners of closely held businesses often consider establishing an Employee Stock Ownership Plan (ESOP) as a means to share with workers the expected growth in the value of the company and also to provide the additional incentive associated with equity ownership.
Minimizing information asymmetry risk in acquisitions with contingent pay-outs: An accountant’s perspective By Barry Jay Epstein and Elizabeth A. Kowalski April 2007 Information asymmetry exists when one party to a proposed transaction has information that the other does not, thereby conveying some advantage to that party.
Minority shareholders receive a Christmas gift from the governor By Derek P. Usman February 2007 Effective January 1, 2007, amendments to the Illinois Business Corporation Act now provide a more precise definition of the fair value of minority interests.
Negotiating and drafting pre-acquisition documents related to a business sale or purchase By Markus May March 2007 A client comes to you, the business attorney, and asks for advice related to a prospective business sale or purchase.
Puleo v. Topel—A testament to the protection afforded by LLCs By Edward J. Jarot, Jr. February 2007 When advising a client about the benefits of operating his business under the protective shell of a corporation or limited liability company, many advisors tend to focus on the tax and employee benefit differences between the two business forms, without much detailed attention paid to the differences from a liability and asset protection standpoint.
Valuing private company stock: Determining fair market value for purposes of §409A By Alan R. Singleton April 2007 Internal Revenue Code §409A requires all non-qualified stock options and stock appreciation rights to have exercise prices set at or above the fair market value of the underlying stock at the time the grant is made.