Going Public Attorney in Washington

By Managing Partner Last updated

Acquisition Stars advises buyers and sellers on going public attorney matters across Washington.

Serving 1 market across Washington.

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Donald Hateley, Of Counsel for securities law at Acquisition Stars

Donald Hateley

Of Counsel, Securities Law | Acquisition Stars

Donald Hateley serves as Of Counsel to Acquisition Stars for securities law matters. His background includes advising public and private companies on securities transactions, corporate finance, and corporate governance, including public and private equity and debt financings. Admitted to the California bar in 1993, he is a graduate of the University of Southern California Marshall School of Business and Southwestern Law School.

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Going Public Attorney Practice in Washington

Acquisition Stars advises buyers and sellers on going public attorney matters across Washington. Donald Hateley serves as Of Counsel to Acquisition Stars and handles the securities law work. Alex Lubyansky leads the M&A work, with an associate supporting the engagement.

Washington Transaction Considerations

  • Washington's B&O tax is a gross receipts tax with no deductions for cost of goods sold or business expenses, which can significantly affect the after-tax economics of high-revenue, low-margin business acquisitions
  • Washington's capital gains tax (7% on gains over $262,000) directly affects seller proceeds in M&A transactions, though certain types of gains (including some real estate) are exempt
  • Washington requires the consent of the other spouse to sell or encumber the assets or goodwill of a business both spouses help manage, under RCW 26.16.030(6), and both spouses must join to convey community real property

Discuss Your Washington Transaction

Share the basics. Alex reviews every inquiry and responds within one business day.

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Going Public Attorney Service Areas in Washington

Acquisition Stars represents clients in each of the following markets. Click any city to learn about ipo & going public law services in that area.

Greater Seattle Area

IPO & Going Public Law in Bellevue

Washington Legal Framework for IPO & Going Public Law

Non-Compete Agreements

Restricted by an annually adjusted salary threshold ($126,858 for employees in 2026) under RCW 49.62.020. 18-month presumptive maximum. Terminated employees must be paid base salary during the restriction period.

Restricted under RCW 49.62 (effective January 1, 2020). Non-competes are prohibited for employees earning less than $126,858 annually (2026 threshold, adjusted annually) and for independent contractors earning less than $317,147 annually. Non-competes exceeding 18 months are presumptively unreasonable. Employers must disclose the non-compete terms at or before the time of hire. Employees who are terminated (as opposed to voluntarily leaving) must be paid their base salary during the restriction period. The sale-of-business exception is preserved.

Tax Considerations

Washington has no corporate income tax and no personal income tax. The state imposes a Business & Occupation (B&O) Tax, a gross receipts tax at rates varying by business classification (0.138% to 3.3%). As a community property state, Washington requires the consent of the other spouse to sell or encumber the assets or goodwill of a business both spouses help manage, and both spouses must join to convey community real property, under RCW 26.16.030(6). Washington enacted a 7% capital gains tax on gains exceeding $262,000 (2024 threshold), which was upheld by the state supreme court.

Filing Requirements

Entity mergers and conversions must be filed with the Washington Secretary of State. Annual reports are required. The Department of Revenue handles B&O tax registration and capital gains tax compliance.

Bulk Sales / Asset Purchases

Washington has repealed UCC Article 6 (Bulk Sales). Washington Revenue and Taxation statutes permit the Department of Revenue to pursue successor liability against asset purchasers for the seller's unpaid taxes. A tax clearance certificate should be obtained before closing.

Other M&A and Securities Services in Washington

Acquisition Stars handles M&A transactions for Washington clients and works with securities counsel on securities matters. Alex Lubyansky leads every M&A engagement.

M&A Attorney in Washington

Ready to Discuss Your Washington Deal?

Donald Hateley serves as Of Counsel to Acquisition Stars and handles the securities law work. Alex Lubyansky leads the M&A work, with an associate supporting the engagement.

M&A counsel since 2013. Nationwide practice. LOI through closing.

Request Engagement Assessment

We review every transaction inquiry within one business day.

Please do not include confidential information in this form. Submitting this form does not by itself create an attorney-client relationship. Privacy Policy