Updates and Insights from the team at Matthew Glick Legal Services.
A technically valid board vote does not guarantee a fair transaction. Learn how the Delaware Court of Chancery addressed an attempt to squeeze out a minority cofounder through board control, valuation tactics, and a reverse stock split—and why entire fairness, fiduciary duties, and fair process matter when eliminating minority ownership.
Read MoreAI can help draft an M&A term sheet, but it cannot replace experienced legal judgment. Learn why identifying critical deal terms, preserving flexibility, balancing detail, and raising key issues early requires a human M&A lawyer who understands the transaction, your leverage, and the risks that could affect the deal later.
Read MoreConverting a corporation to an LLC can change critical protections for minority owners. Learn how a Delaware Court of Chancery case involving fiduciary duties, alleged self-dealing, and non-ratable benefits shows why owners and advisors should closely review governance, exculpation, and fiduciary-duty provisions before a corporate restructuring.
Read MoreA landmark Delaware M&A ruling shows the power of post-closing operational covenants. Learn how the Court of Chancery used mandatory injunctions, executive reinstatement, platform restoration, and earnout tolling to enforce bargained-for governance rights—and why buyers, founders, and deal counsel should pay close attention to operational control provisions in acquisition agreements.
Read MoreAn evergreen pro rata right in a SAFE side letter can follow a startup through future financing rounds. Learn how early investor participation rights can complicate a Series C, increase legal costs, and affect negotiations—and why founders should carefully structure side letter provisions before granting rights that could last indefinitely.
Read MoreEarly investors using SAFEs or convertible notes may unknowingly delay their QSBS tax benefits. Learn when the QSBS holding period begins, how the 3-, 4-, and 5-year exclusion rules work, and why founders and angel investors should consider conversion timing when planning early-stage investments and potential exits.
Read MoreStarting as an LLC can delay valuable Qualified Small Business Stock (QSBS) tax benefits. Learn why converting to a C corporation later may restart the five-year QSBS holding period—and how choosing the right business entity early can help founders protect potentially significant federal tax savings when planning a future startup exit.
Read MoreExplore the legal and business risks facing AI companies as regulation struggles to keep pace with innovation. This article examines how government intervention, platform dependency, and evolving AI policies can disrupt growth, fundraising, and operations, highlighting why businesses should diversify AI providers and prepare for rapid legal changes.
Read MoreSelling your company for buyer stock can create hidden risks beyond the headline purchase price. Learn how restricted shares, tax exposure, limited liquidity, and reduced disclosure can affect founders in stock-for-stock acquisitions. This guide explains key legal and financial considerations so business owners can evaluate equity-based exit offers with greater clarity and confidence.
Read More
