April 23, 2010
The other day I went to a CLE on the implementation of the 409A rules and it reminded me of the importance that companies must place on staying on top of these requirements. Briefly, 409A refers to Section 409A of the Internal Revenue Code that became effective a couple of years ago as part of The American Jobs Creation Act of 2004. Along with increased corporate governance requirements such as Sarbanes-Oxley, these new regulations were implemented in the wake of the fraud that was discovered at Enron, Tyco, and several other public companies, and are designed to prevent and address things like granting in-the-money options and improper deferred compensation schemes.
April 9, 2010
One of the things that we try to engrain in our clients is the idea that spending a little bit of time and money now on things can save you a ton of headache and money later on. This is true on everything from offers of employment, to securities issuances, to privacy policies. We understand that when running a business the last thing anyone wants is to distract the leadership with mundane and seemingly administrative tasks such as making regulatory filings or developing a set of employee policies. However, the reality is that things ARE part of running your business. The officers and directors of the company have a duty to ensure that the company is in compliance with applicable laws and otherwise has established and maintains good corporate and commercial practices. Not to mention that this is what you pay lawyers to do for you. The issues about which we consistently bug our clients do not go away if ignored – in fact, sometimes the fact that you ignore them makes it even more difficult to rectify in the future. So to quote Jerry Maguire “Help me help you.”
April 2, 2010
The other day I met for coffee with Nitin Khanna. I was referred to Nitin by a few people around Portland who had gotten to know him over the past few months. Nitin and his brother, Karan, were the founders of Saber Corp. – a very under-the-radar Portland company that had phenomenal growth over the span of a couple of years before being sold to EDS for almost half a billion dollars – yes, that was with a “b”.
March 29, 2010
A couple of months ago we were introduced to a company called Cularis (now ShopIgniter). We had worked with some of the members of the team in their prior stints at other companies but had not heard of Cularis or their products. Flying under the radar in Portland is actually a tough thing to do so we were a bit surprised when the first 15 minutes of our initial meeting turned into a monologue by the founders about all of the positive traction they were getting. Clients were signing up, a major cloud infrastructure provider was interested in partnering on an exclusive basis, a major development firm wanted to form a strategic alliance and several local, Bay Area and Seattle VCs were pursuing the company. This was early Fall 2009 – remember how bad things still were then?
March 28, 2010
I started practicing law in Silicon Valley during the late 1990’s with a firm called Cooley Godward, now Cooley Godward Kronish. I remember sitting in a meeting during the Internet boom with some lawyers who were visiting from the UK. One of them asked what made the Bay Area so special and such a hub of the technology economy. Steve Neal, who was then the head of Cooley, gave an incredibly eloquent response which I will not do justice if I attempt to recreate verbatim.