Jackson Ross PLLC

Are You Prepared? Tough New York Cybersecurity Rules Now in Effect

On March 1, 2017, the New York State Department of Financial Services’ (“DFS”) “Cybersecurity Requirements for Financial Services Companies,” 23 NYCRR 500 (the “Regulations”), went into effect. The final version of the Regulations, originally proposed on September 28, 2016, are relatively unchanged from the revised version announced on December 28, 2016 and are available here. […]

SEC Guidance on Advisers Act Compliance for Robo-Advisers

In recent years, advisory firms that offer automated advice platforms, colloquially termed “robo-advisers,” have been rapidly gaining steam.  These platforms utilize algorithms to generate portfolio recommendations, and typically do not come with the minimum account requirements or hefty fees of traditional investment advisers.*  These factors make robo-advisers an affordable and attractive account-management option for moderate-income […]

The Fiduciary Rule’s Uncertain Future

Last April, President Obama announced a rule aimed at requiring financial professionals who work with retirement plans, whether such professionals are investment advisors or broker-dealers (or in another category), to always act in the best interest of their client. This rule, commonly called the fiduciary rule, was to be phased into effect from April of […]

What You Should Know About Commercial Leases

When you are ready to start your business and need a business office, retail space or other brick and mortar building to serve as your storefront, you will likely enter into a commercial lease.  In principle, leasing a commercial space is a lot like leasing a residence.  But there are some major differences.  For instance, […]

Gary Ross Quoted in Article in Corporate Counsel Discussing Issues Relating to Yahoo’s Name Change

Gary Ross was quoted in Corporate Counsel discussing issues relating to Yahoo! announcing its name change to “Altaba Inc.”  Gary pointed out that a name change was required in the company’s agreement with Verizon reached last year.  Gary also discussed various reasons why a company might consider changing its name.  Read the entire article at Yahoo’s Name Change Highlights Costly […]

Early Stage Company Financing Options For Businesses

There is a lot of energy and excitement associated with starting a new business and bringing a new or even revolutionary product or service to market. You might be extremely proud of your business idea and may want to share it with as many consumers as possible. Starting a new business is an adventure, but […]

Client Spotlight: Republic

Last month saw the launch of the Republic crowdfunding platform. Republic is passionate about giving everyone access to startup investing, regardless of their background, location, or income. Jackson Ross has had a long relationship with Republic co-founder Ken Nguyen, who was previously the general counsel of our client AngelList, the world’s leading startup investment platform. […]

Overview of Brokers, Dealers, Broker-Dealers, and Related Regulations

Many businesses grow to a certain size and then decide that they would like to drum up capital by selling stock. In order to issue securities such as common stock, businesses must comply with the Securities and Exchange Commission’s (SEC) regulations concerning the sale of securities. Companies that are looking to have their securities listed […]

What is the Difference Between Debt Financing and Equity Financing?

Startups looking to grow and expand their business enterprises often look to outside investors for growth funding. Where fueling the growth of a business on profits alone is not feasible, startups have a few primary options when it comes to seeking outside funding: debt financing, equity financing, or debt-equity financing. Each funding option carries its […]

What To Do When You Want To Sell Your New York Business

There are many reasons why a small business owner might want to sell his or her business. The business could have gotten too big to handle for one person, might not be doing as well as the owner would like, or the business owner might simply want to cash out on the business venture that […]

Five Basic Requirements For the Formation of A Contract

Contracts are a critical part of doing business. Employment agreements, non-disclosure agreements, vendor contracts, supplier agreements, and even sales transactions are all forms of contract. So long as each party to the contract fulfills their end of the bargain, everyone walks away from the contract satisfied. But then when terms of the contract are not […]

Know Your Customer and Anti-Money Laundering Compliance

Financial institutions and banks, no matter how small, have the potential to be used and abused by customers for the purpose of facilitating money laundering activities. Money laundering, which is the act of hiding the existence of money or the source of the money so that the source appears legitimate, is often used to facilitate […]

Dissolution of A New York Corporation

There are many times in business that it is appropriate to close down or go out of business. The business may have failed or no one remains who is interested in keeping the business alive. When the business is a corporation, it is important the corporation be formally dissolved. When handled properly, dissolution of the […]

Protecting Your Business: The Importance of Non-Disclosure Agreements

When you own a business, one of the most useful legal documents you will use on a regular basis is a non-disclosure agreement. Non-disclosure agreements (NDAs), which are also sometimes referred to as confidentiality agreements, are legally binding contracts that business use to protect information that gives their business a competitive edge. Businesses work hard […]

501(c)(6) Organizations and Lobbying

I work for a trade association exempt from federal taxes under Internal Revenue Code § 501(c)(6), and we would like to lobby Congress for some loopholes from certain regulations. If we do not get the loopholes we are seeking, we are going to fund campaigns against all of the congresspersons who voted against them. Will […]

Insider Traders​ and Tippers

My brother-in-law works for an investment bank and he tells me a court recently decided it’s now okay for me to give him “tips” regarding potential deals involving my company. I’m not sure I believe him. Does he know what he’s talking about? Not really, but it’s true there was a very important case decided […]

Can Lawyers get Referral Fees?

Are referral fees allowed under the attorney ethics rules? Note I recently taught a CLE on ethics, available here, in which I (briefly) addressed this question. The anti-climatic answer is that it varies by jurisdiction. The relevant ABA Model Rule of Professional Conduct is Rule 1.5(e), which reads as follows: (e) A division of a […]

Non-Accredited Investors and Convertible Promissory Notes

Does everyone who purchases a convertible promissory note have to be an accredited investor?  I am looking to fund my start-up with a friends and family round of financing.  I plan on issuing convertible promissory notes to these initial investors.  The convertible promissory notes I have seen all have a provision representing that the investor […]

Antitrust Concerns in Trade Associations

My company has been invited to join a trade association that will try to get some of the regulations burdening our industry reduced. A lawyer friend of mine told me I need to be aware of antitrust concerns. Why’d she say that? Whenever representatives of companies in a particular industry—who normally compete against one another—join […]