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Piercing the Corporate Veil in North Carolina: A Complete Guide to When Business Owners Lose Liability Protection
The corporate veil doctrine serves as a judicial remedy rather than a standalone cause of action, allowing courts to look beyond the corporate form when necessary to prevent fraud or achieve equity.
Evan Howard
Jun 2716 min read


Unreasonable Restraint on Trade: Legal Principles, Case Law, and Statutory Framework
The concept of unreasonable restraint of trade is a cornerstone of American antitrust law, shaping the way businesses interact, compete, and innovate - but also elusive and hard to understand. At its heart, this legal doctrine is designed to ensure that competition remains fair and robust, protecting both consumers and the broader economy from the harms of monopolistic or collusive behavior.
Evan Howard
Jun 258 min read


Supreme Court Clarifies Corporate Affiliate Liability Under the Lanham Act: Key Takeaways from Dewberry Group v. Dewberry Engineers
In February 2025, the United States Supreme Court issued a landmark ruling in Dewberry Group, Inc. v. Dewberry Engineers Inc., clarifying the boundaries of liability for corporate affiliates in trademark infringement cases under the Lanham Act. The decision, which reversed a $43 million disgorgement award against Dewberry Group that included the profits of its affiliated companies, has sent ripples through the corporate, intellectual property, and M&A legal communities.
Evan Howard
Jun 238 min read


Legal Issues and Tax Implications When Acquiring an S-Corporation
Acquiring an S-Corporation is a significant event for both buyers and sellers, and it’s not as simple as just signing on the dotted line. The process is filled with legal and tax considerations that can have long lasting effects on both parties; a process that is unique to S-Corporations. If you’re contemplating such a transaction, it’s crucial to understand not just the basics, but also the issues that can arise.
Evan Howard
Jun 209 min read


Charging Orders and S-Corps: Why LLCs Offer Superior Asset Protection Against Creditor Takeovers Compared to Corporations
When structuring a business, asset protection is a critical consideration. Many entrepreneurs mistakenly assume that electing S-Corp status for their corporation provides the same liability safeguards as forming an LLC. However, a key distinction lies in charging orders - a legal remedy that determines whether creditors can seize ownership or control of your business.
Evan Howard
Jun 184 min read


Successor Employer Liability in North Carolina: Navigating Employee Misclassification and Risks after an Acquisition
Purchasing a business in North Carolina can be a lucrative and exciting opportunity, but it also comes with a web of legal, financial, and operational risks. One of the most significant, and overlooked, risks is that of successor employer liability. This risk is particularly relevant when the seller has engaged in employee misclassification, treating workers as independent contractors (1099) when the law requires them to be classified as employees (W-2).
Evan Howard
Jun 916 min read


Tax Implications and Consequences of Multi-Step Transactions in Mergers and Acquisitions
Multi-step transactions in mergers and acquisitions are not just strategic maneuvers for operational integration-they are also critical tools for optimizing tax outcomes. These structures, which unfold across phased legal and financial steps, create unique opportunities and challenges for buyers, sellers, and their advisors.
Evan Howard
Jun 66 min read


Understanding IRC 704(c): An Analysis of Tax Implications for Partnership Contributions
IRC Section 704(c) is a critical provision of the Internal Revenue Code that addresses how partnerships must allocate income, gain, loss, and deduction with respect to property contributed by partners. The fundamental purpose of Section 704(c) is to prevent the shifting of tax consequences among partners with respect to precontribution gain or loss.
Evan Howard
Jun 46 min read


Section 336(e) Election: A Guide for Buyers and Sellers
When structuring the sale or acquisition of a business, understanding the tax implications is crucial because they can significantly affect the overall value of the transaction for both buyers and sellers. Among the various tax provisions available, two stand out for their ability to transform stock sales into asset sales for tax purposes: Section 336(e) and Section 338(h)(10) of the Internal Revenue Code.
Evan Howard
Jun 28 min read


Tag Along Rights: Protecting Minority Shareholders in Company Sales
Tag along rights are crucial contractual protections designed to safeguard minority shareholders in private companies. These rights ensure that if majority shareholders decide to sell their stake, minority holders can “tag along” and sell their shares on the same terms and conditions.
Evan Howard
May 305 min read


Drag Along Rights: What They Mean for Partners and Companies
Drag along rights are, at their core, a mechanism to prevent minority shareholders or members from obstructing a sale of the company that the majority wants to pursue.
Evan Howard
May 289 min read


Chapter IV: Food of the FD&C Act – A Comprehensive Guide
Whether you’re a food business seeking to navigate regulatory requirements or a consumer wanting to understand how your food is regulated, Chapter IV is the key to understanding how food safety, labeling, and quality are maintained in the U.S. market.
Evan Howard
May 268 min read


Mouthwashes: How Ingredients and Marketing Claims Can Trigger Clinical Trials and NDA Requirements
Behind the minty freshness and bold marketing claims lies a complex regulatory landscape, where both the ingredients used and the promises made can determine whether a product glides smoothly to market or faces the rigorous scrutiny of clinical trials and New Drug Applications (NDAs).
Evan Howard
May 245 min read


Understanding Allowable Antiplaque and Antigingivitis Marketing Claims in OTC Oral Care Products
The 21 CFR 356 monograph for antiplaque and antigingivitis drug products represents a comprehensive, evidence-based approach to regulating OTC oral health products in the United States. By clearly defining which active ingredients are safe and effective, specifying allowable claims, and outlining the circumstances under which a New Drug Application is required, the monograph provides a transparent framework for manufacturers, clinicians, and consumers alike.
Evan Howard
May 207 min read


The National Advertising Division: Its Role in OTC Drug Advertising, FDA Collaboration, and the Regulatory Process
The National Advertising Division plays a pivotal role in the world of OTC drug advertising, working alongside the FDA and FTC to ensure that advertising claims are truthful, substantiated, and not misleading.
Evan Howard
May 197 min read


Federal Regulations of New Toothbrush Development
Whether you’re launching a classic manual brush, a high-tech powered model, or an innovative new design, compliance is your key to building trust with consumers, dental professionals, and regulators alike. Stay informed, stay compliant, and you’ll be well-positioned to make a positive impact in the world of oral care.
Evan Howard
May 188 min read


Buyout Provisions in Bylaws and Operating Agreements: Legal Foundations, Practical Considerations, and Key Case Law
A typical buyout provision specifies the triggering events that require or permit a buyout, such as voluntary withdrawal, death, disability, or expulsion for cause. It also outlines who has the right or obligation to purchase the departing owner’s interest, often the company itself or the remaining owners, and the method for valuing that interest, which may be based on book value, fair market value, or an independent appraisal.
Evan Howard
May 163 min read


IRC Section 721: Guide to Nonrecognition of Gain or Loss on Contribution to a Partnership
IRC Section 721 is a provision in the U.S. Internal Revenue Code that governs the tax treatment of property contributed to a partnership in exchange for an interest in that partnership.
Evan Howard
May 157 min read


NAD Fast Track SWIFT: Speedy Advertising Dispute Resolution
The National Advertising Division (NAD) has fulfilled this need and introduced the Fast-Track SWIFT process - a streamlined path to tackle advertising allegations.
Evan Howard
May 146 min read


The Anticaries OTC Monograph: Foundation of Cavity Prevention in the U.S.
Dental caries-commonly known as tooth decay or cavities-remains one of the most prevalent chronic diseases globally. In the United States, the fight against cavities has been revolutionized by the widespread use of fluoride-containing products, especially toothpastes and mouth rinses.
Evan Howard
May 138 min read
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