Aimee B. Davis Law P.C.

Compliance with the Corporate Transparency Act is a Legal Hot Potato

Compliance with the Corporate Transparency Act is a Legal Hot Potato Since becoming effective January 1, 2024, I’ve received many email alerts from accountants and attorneys announcing The Corporate Transparency Act (CTA).   What is the CTA? The CTA is an anti-money laundering act requiring millions of small businesses (each a “Company”) to file Beneficial… Continue reading Compliance with the Corporate Transparency Act is a Legal Hot Potato

What is a “Good Guy” Guarantee?

What is a “Good Guy” Guarantee? In my last article, I mentioned the closing was contingent on, among other things, getting Sellers released from their “good guy” guarantees.   What is a “good guy” guarantee?   While NYC commercial real estate attorneys are familiar with these personal guarantees, I’ve encountered clients running small, closely-held businesses… Continue reading What is a “Good Guy” Guarantee?

What’s the Difference Between a Simultaneous Sign and Close and a Bifurcated Closing?

What’s the Difference Between a Simultaneous Sign and Close and a Bifurcated Closing? In M&A transactions, parties sometimes use the term “Closing” to mean a myriad of things. However, there are practical differences between (i) simultaneously signing and closing the transaction contemplated by a purchase agreement (Type A) and (ii) signing the purchase agreement and… Continue reading What’s the Difference Between a Simultaneous Sign and Close and a Bifurcated Closing?

What Do You Know About M&A?

What Do You Know About M&A? {3 minutes to read} I love mergers and acquisitions (M&A)!   I’m currently representing the Sellers of a relatively small private company to a first-time buyer. I was concerned about unnecessary transaction costs because the initial draft of the letter of intent required a Hart-Scott-Rodino (HSR) filing and for… Continue reading What Do You Know About M&A?

To Jointly Venture or Not?

To Jointly Venture or Not? {4 minutes to read}  {4 minutes to read} When I was a junior associate working in BIG law firms, I wondered when I’d have enough corporate transactional experience to confidently advise clients how to structure their complex commercial deals. Fast forward nearly 30 years, and I continue to learn that… Continue reading To Jointly Venture or Not?

Mastering the Metaverse

Mastering the Metaverse {4 minutes to read}  In June 2022, I participated in a webinar entitled Mastering the Metaverse, presented by Mitch Jackson, a litigator who seemed to be strongly advocating for attorneys to create their own avatars and promptly commence entering the Metaverse to provide legal services to clients.  WHAT A SHOCKING REVELATION! Certainly,… Continue reading Mastering the Metaverse

The State of Media & Entertainment

The State of Media & Entertainment {4 minutes to read}  Last fall I attended a Media & Entertainment Executive Panel and Networking Event at Grant Thornton. It was my first in-person networking event last year. I chose it because of my (i) long-standing professional relationship with the moderator (who invited me)*, (ii) appreciation for content… Continue reading The State of Media & Entertainment

Do You Give Your Business Judgment With Your Legal Advice?

Do You Give Your Business Judgment With Your Legal Advice? {4 minutes to read}  {3 minutes to read} Several months ago, a Florida real estate attorney said to me, “I don’t substitute my business judgment for legal advice. I’m sure you can understand that.” I’ve thought about that a lot recently, trying to understand why… Continue reading Do You Give Your Business Judgment With Your Legal Advice?

Make the Contract Make Sense [and Say What You Mean]

Make the Contract Make Sense [and Say What You Mean] {4 minutes to read}  {3 minutes to read} Legal contracts are often difficult enough to understand and interpret, but recently I’ve encountered opposing counsel suggesting vague language, which “kicks the can down the road” — so that key terms and decisions are made later, outside… Continue reading Make the Contract Make Sense [and Say What You Mean]

Are NFTs the Emperor’s New Clothes?

{3 minutes to read} I was enthusiastic to hear from Craig Jacobson, managing director at B. Riley Advisory Services, in response to my latest blog. He compared the current market for NFTs to playing a “game of chicken.” I couldn’t wait to learn more about what he meant.