Section 16 Short-Swing Profit Rules and Disgorgement
Section 16(b) forces corporate insiders to disgorge profits from any purchase and sale within 6 months. Who is covered and which exemptions apply.
Nov 1, 2025
Page 12 of 17. Practical M&A and securities guidance from deal counsel.
Section 16(b) forces corporate insiders to disgorge profits from any purchase and sale within 6 months. Who is covered and which exemptions apply.
Nov 1, 2025
What is OTCQB? OTC Markets' venture tier for early-stage companies: audited financials, $0.01 bid test, $15,000 annual fee. Requirements and costs, 2026.
Feb 20, 2025
Discover all 5 paths to going public: Traditional IPO, Reverse Merger, Direct Listing, SPAC, and Regulation A+. Compare costs, timelines, and requirements for each method.
Feb 15, 2025
OTCQB requires a $0.01 minimum bid price, 50 round-lot shareholders, annual attestation, and SEC-reporting history. Full standards and fees inside.
Feb 15, 2025
10-K, 10-Q, and 8-K deadlines by filer status, SOX requirements, and what happens if you miss a filing. SEC compliance guide from securities counsel.
Feb 15, 2025
What is a reverse merger? A private company merges into a public shell to go public in 3-6 months vs IPO's 12-18, no underwriting fees. 2026 guide.
Feb 14, 2025
Confused about Form 211? FINRA Form 211 enables OTC trading for public companies. IRS Form 211 reports tax fraud. Securities attorney explains the critical differences.
Feb 6, 2025
Common M&A mistakes costing Detroit business owners millions. From customer concentration to owner dependency-learn what kills deals and destroys valuations in Metro Detroit transactions.
Jan 31, 2025
An LOI (Letter of Intent) is a preliminary, mostly non-binding agreement outlining price and terms before the binding purchase agreement is signed.
Jan 31, 2025
How to value a Michigan business: income, market, and asset approaches. Industry multiples for Detroit manufacturing, professional services, healthcare, and tech companies.
Jan 31, 2025
Complete pre-sale preparation guide for Michigan business owners. Financial cleanup, legal compliance, valuation optimization, and transaction readiness checklist from an M&A attorney.
Jan 31, 2025
SEC Rule 144 governs resale of restricted and control securities. Covers holding periods, volume limits, Form 144 filing, and M&A implications.
Jan 6, 2025
3PL customer contracts, SLAs, WMS data transfer, EDI continuity, UCC Article 7, and change of control in warehouse acquisitions.
A comprehensive legal guide to ABA (Applied Behavior Analysis) autism services M&A in 2026: PE-backed platform consolidation, BCBA credentialing, state LBA licensure, Medicaid EPSDT coverage, commercial payer parity laws, HIPAA compliance, wage and hour exposure, and post-closing integration for ABA practice acquisitions.
A detailed legal analysis of ACA employer mandate compliance, ERISA plan obligations, MEWA regulation, COBRA successor liability, 401(k) plan disposition, and rep and warranty coverage in staffing company acquisitions.
Accreditation in higher education M&A: HLC/SACSCOC/MSCHE/NECHE/WSCUC substantive change policy, pre-closing consultation, teach-out plans, and programmatic accreditor coordination.
Food and ag M&A: P&S Act trust, USDA FSIS transfer, FSMA preventive controls, farmland foreign-ownership laws, CAFO permits, and grower contract continuity.
A detailed legal analysis of Title 31 Bank Secrecy Act AML compliance diligence in gaming and casino M&A transactions, covering CTR and SAR filing obligations, CIP and CDD requirements, FinCEN enforcement priorities, technology transition risk, and rep and warranty coverage for pre-closing AML violations.
OSHA 1910.119 process safety, EPA RMP, PHA, mechanical integrity, and incident history in warehouse cold storage acquisitions.
A detailed legal analysis of associate doctor employment agreements in veterinary and dental DSO/MSO acquisitions: W-2 vs 1099 classification, production compensation, non-compete enforceability by state, malpractice tail coverage, loan forgiveness preservation, credentialing, equity participation, and termination structures.
Dealership acquisitions: manufacturer consent, state motor vehicle franchise protest rights, blue sky valuation, floor plan transition, Safeguards Rule diligence. Partner-led counsel.
BHC Act Section 3, Change in Bank Control Act, FRB/OCC/FDIC approvals, CRA diligence, Riegle-Neal deposit caps, and capital carry-forward. Partner-led banking M&A counsel.
A detailed legal analysis of BCBA, BCaBA, and RBT credentialing diligence in ABA practice acquisitions, covering BACB credential hierarchy, ethics compliance, non-compete enforceability by state, payer credentialing under new Tax ID, supervision structure requirements, RBT worker classification, and reps and warranties framework for behavioral health M&A transactions.
What a business acquisition attorney does, what they cost ($15K-$100K+), when to hire one (before the LOI), and 5 questions to ask before signing an engagement letter.
We engage selectively with clients who value thorough counsel. Senior attorney Alex Lubyansky works directly on every matter.
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