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Under the IRS’s proposed new regulations, they would permanently and profoundly change estate planning for families that own a controlling interest in a privately held corporation, partnership, or limited liability company. The IRS has requested comments on the proposed regulations by November 2, 2016, and will hold a hearing on December 1, 2016. Even if the regulations are finalized in something close to their current form, portions of the regulations likely will be subject tochallenge on the grounds that they exceed the scope of the statute.

Commercial agreements come in a variety of types, but most have certain common provisions that should be carefully reviewed in the context of the underlying transaction covered by the agreement. When entering or reviewing one of these agreements, it is important to address the five key provisions that sometimes go unnoticed or are not given proper attention in the review process: (1) Confidentiality Provisions; (2) Indemnity Provisions; (3) Consequential and Special Damages; (4) Product Warranties; and (5) Audit Rights.

A significant step in the acquisition process is determining the structure of the deal. The two most common deal structures are: (1) the purchase of the ownership interests of the target (such as a stock deal), and (2) the purchase of substantially all of the target’s assets (or an asset deal). In an asset deal, the implication is that the target’s liabilities that are not expressly assumed by the acquirer remain liabilities of the target, and the acquirer will not have exposure to them. As a general rule, this is correct.

Families with significant wealth often assume that requiring a prenuptial agreement should be expected, but frequently have questions on the impact the discussion can have on current and future family relationships. Through effective communications and careful development, a prenuptial agreement can enhance and clarify a couple’s financial relationship and intentions prior to marriage to provide measures of safety and security.

Identity theft is a risk that continues to grow and change daily. Due to the many forms identity theft can take, including medical, credit, and financial, the threat remains prevalent and affects millions of people every year. Keeping up-to-date with the latest prevention methods is the surest way to protect the assets and identity. There are a number of steps that can be taken to reduce the risk of identity theft, including reducing access to personal information and maintaining a list of credit card issuers and phone numbers.

All businesses face cyber threats. Almost every company has some kind of network, database or online presence that puts it at risk for a cyber breach. Smaller businesses can be more vulnerable than larger ones as they often use third-party hosting and information processing that can be an entry point for cyber attacks. By following various proactive efforts, companies can protect their employees, their clients, the products, and their intellectual capital.

Each year fraudsters are stealing millions of dollars through sophisticated fraudulent use of Email Compromise Scams targeted at individuals and employees who regularly perform wire transfers. The scam involves a fraudster creating a false email or alternatively, hacking into a real email account of an executive, business partner, employee or financial advisor in order to generate a fraudulent request for a transfer of funds. The email is normally well designed and appears legitimate. Stay protected and secure by following preventive measures and developing good security habits.

Before executing a commercial property lease or sales contract, the parties may prepare a letter of intent or an agreement in principle. The letter of intent or a similar document (the “LOIs”) generally signals that the parties have agreed on the outline of a deal, but not on all of its provisions or details.

In May 2014, FASB issued Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers (Topic 606), changing the way revenue is recognized. As of January 25, 2017, the FASB has issued ASUs to revise and clarify the guidance on the original Topic 606. In accordance with the core principle of Topic 606, there are five key steps to consider. Virtually all entities will be affected to some extent by the new guidance.

Since the issuance of the original ASU 2014-09, Revenue from Contracts with Customers, there has been several changes to that guidance, and additional limited changes are in process. The degree to which a particular entity’s revenue will be affected depends on its own facts and circumstances.