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23
Apr

Emerging Company Capital Raising Under New JOBS Act

Extensive, and somewhat controversial, changes were made in the regulatory framework for financing of emerging growth companies when the President signed the ‘‘Jumpstart Our Business Startups Act’’ (“JOBS Act”) into law on April 5, 2012.  This report describes some of the main features of the JOBS Act, which includes easing requirements for going and being public, permitting “general solicitation” of investors in Rule 506 and 144A offerings under certain conditions, creating a new “crowdfunding” procedure to allow issuers to raise up to $1,000,000 if extensive disclosure and reporting obligations are satisfied, creating a new exemption that parallels existing Regulation A that would facilitate raising up to $50,000,000 in capital and increasing the maximum number of shareholders for private companies to 2,000.

9
Apr

Effects of Globalization on Cultural Differences

It is common to hear of “globalization” as an engine for bringing diverse cultures in remote parts of the world together and the suggestion has often been that globalization will ultimately minimize cross-cultural differences.  While advances in technology have certainly transformed global business activities it remains an unsettled question as to whether or not increasing globalization of business activities will lead to a reduction in meaningful cultural differences.  This report focuses on some comments that researchers have made on the effect of globalization on cultural differences.

2
Apr

Strategic Alliances: Governance & Dispute Resolution Mechanisms

Strategic alliances, being creatures of contract as opposed to formal legal entities with their prescribed rules and requirements with respect to governance and termination, provide significant potential for opportunism and risks that one or both of the parties may appropriate the fruits of the pooling of resources and use them in ways that avoid the requirement to share profits among the parties.  This report examines how alliance partners can contain opportunism through careful drafting of governance and dispute resolution procedures.

2
Apr

Mediation Clauses and Agreements

A mediation clause can, and often is, used in conjunction with formal procedures for negotiations and/or arbitration. For example, the parties may be obligated to engage in some period of negotiations without the assistance of a neutral before a mediator is brought in to assist. Mediation may also be a required first step before the parties can commence binding arbitration procedures or ask for relief from the courts.  This month's report describes various methods for memorializing a mediation arrangement and also includes an example of a mediation services agreement.