NY Corporate Law Archives - The New York Law Blog by Hayes & Simon, P.C.

June 25, 2021 Daniel Gardner

SEC continues to Provoke Debate on Cryptocurrency Regulation in the US: New York Proves to Lead Way in Providing Legal Stability for Blockchain Companies

A recent article in Forbes has thrown the spotlight on the Securities and Exchange Commission’s (SEC) lawsuit against Ripple. The SEC’s involvement has opened a debate on the possibility of “regulatory overreach” by this financial watchdog. According to Forbes, the lawsuit was the subject of a panel discussion on cryptocurrency

February 5, 2021 Sean Hayes

How to Choose the Right Structure for your New York Business

While starting a business is one of the most exciting chapters of your life, it’s important to focus on the right structure for your New York business. The legal structure that you choose for your business will have implications on your taxes, personal liability, and the opportunities to raise capital.

October 9, 2020 Sean Hayes

Investment in Distressed Assets in New York: Purchasing an Asset in Bankruptcy or via a UCC Foreclosure

Opportunities are increasingly emerging in New York for the purchase of distressed assets. Opportunities abound in commercial real estate, residential real estate, retail, manufacturing, franchising, distribution and food & beverage. Many of these distressed assets shall hit bankruptcy courts or shall be sold under the UCC. Opportunities are, immediately, available

October 1, 2020 Daniel Gardner

Raising Venture Capital for your Startup or Small Business

Even during a pandemic, the appeal of being your own boss or an entrepreneur never loses its luster. The United States, Asia and other markets have proven to be exciting and happy hunting grounds for companies to explore new funding opportunities, and the COVID-19 shutdown has presented plenty of opportunities

September 11, 2020 Sean Hayes

Reverse Merger Compliance & Disclosure Requirements: SEC Compliance Basics

In a prior article, we discussed the basics of Reverse Mergers (also referred to as reverse takeover “RTO,” reverse IPO, or a backdoor listing). And as mentioned in this post, in a reverse merger investors, typically, of a privately-held company acquire a majority of the shares of a publicly-held company,

August 20, 2020 Sean Hayes

Free Initial Consultation with a New York Lawyer

Hayes & Simon, an international law firm, is offering a free initial consultation with an attorney in New York. Your legal consultation may be schedule at: Schedule a Call. The call shall be with, in most cases, New York Lawyer Sean Hayes. Hayes & Simon, P.C. Hayes & Simon professionals are internationally

August 10, 2020 Sean Hayes

International Distribution Agreements: Selling your Products, Systems & Services Abroad via Distributors, Agents & Franchisees

Our attorneys at Hayes & Simon see too many international distribution agreements, agent agreements and franchise agreements that are mere spun U.S. or European distribution agreements. These agreements are utilized for matters concerning the distribution of a products, systems or services abroad and should be based, in most cases, based

August 7, 2020 Sean Hayes

Starting Business in New York via a Joint Venture or Partnership Agreement?

Starting a business in New York can be enjoyable and profitable adventure if you get the business on the right track from the start. Often, companies choose to come together via a joint venture or partnership. With the present coronavirus shutdowns in New York, quality of life issues and New

July 21, 2020 Sean Hayes

Successor Liability in New York: Suing an Acquiring Company for the Actions or Inactions of the Acquired Company

Our New York law office recently undertook a case in which we are alleging a company caused significant damage to the real property of our Client because of a tort by a defendant. However, the defendant company was acquired by another entity. In New York, the general rule is that

September 16, 2018 Sean Hayes

Buying or Selling A Business in New York? Do Your “Due Diligence”

Before buying or selling a New Yorkbusiness, make sure you understand how to perform a “due diligence” for the business. This is essential for all businesses whether you are the buyer or a seller. A good motivated seller of a business will, usually, receive a better deal if pre-due diligence

August 30, 2018 Sean Hayes

Understanding New York’s Business Judgment Rule

Officers and directors of start-up corporations are responsible for managing and directing the business’s affairs. As the business grows, so does the level of responsibility for officers and directors. Under the “business judgment rule,” officers and directors of a corporation are immune from liability to the corporation for losses resulting

June 14, 2018 Sean Hayes

NY State and Federal Tax Exemption for your New York Nonprofit

Now that you created your New York nonprofit, let’s discuss how your New York nonprofit can apply for state and federal tax exemption. After your New York nonprofit has held its first organizing meeting, you will need the continued assistance of an experienced attorney to file documents with the federal

November 15, 2017 Sean Hayes

SEC Regulation D – Private Offerings: NY Startup Law

Start-ups in New York looking for investment capital should consider the classification of investors that can and cannot partake in private offerings. Under the Securities and Exchange Commission’s Regulation D, an organization may issue a private offering of stock to raise funds without officially registering to “go public.” We discussed the

October 6, 2017 Sean Hayes

Suing New York Banks in Equity: New York Equitable Accounting Remedy

Recently, we discussed a case where we were able to hold JPMorgan Chase to their word with regards to a stipulation made in a New York court. We represented a defunct New York corporation suing for the return of a substantial amount of funds that the bank allowed a co-owner to

June 16, 2017 Sean Hayes

When Must Your NY Business Agreements Be In Writing?

While it is always advisable to put all your New York business agreements in writing, there are special rules that govern whether a particular contract must be in writing. The following is the basics of the New York’s Statute of Frauds Sales of goods Like most states, sales transactions are

December 15, 2016 Sean Hayes

Liability of New York Shareholders for Unpaid Debt of a New York Company

If you reside in New York or wish to run a business in New York , it may be convenient to incorporate a business in New York. But before you do so, you should know a major disadvantage of incorporating a business in New York. Business owners tend to desire

November 18, 2016 Sean Hayes

Factors to Consider When Forming a Corporation in New York

New York businesses are not bound to incorporate within the state to operate within New York State. In fact, start-up businesses in New York should consider incorporating outside of New York based on several factors for consideration. Some choose to keep things simple by incorporating or forming an LLC in

November 3, 2016 Sean Hayes

Successor Liability Pitfalls in New York

When buying or selling a New York business or any of a business’s assets under NY law, potential successor liability of the buyer is of primary concern. New York Successor Liability Law is complex and the following is, only, intended as a brief overview of the matter. Successor liability in

November 2, 2016 Sean Hayes

U.S. Patents for New York businesses

The common types of U.S. patents that are available to innovative New York entrepreneurs seeking to protect their intellectual property falls into three common categories based on the type of invention in question: design, utility and plant patents. Utility patents are chiefly concerned with how an invention functions. A utility patent

November 2, 2016 Sean Hayes

Foreign Nationals Can Work for Their Businesses in New York

If you are a foreign national living in New York, it is not impossible for you to start a business. Starting a business, in New York, does not, in most case, even require residing in New York or even having the legal ability to reside in New York. If you are