Securities, Corporate Finance & Business Litigation


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1801 Century Park East
Los Angeles, California 90067

Phone(310) 553-4441
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Law Firm Overview

Founded in 1970, TroyGould is a prominent Century City law firm with a diversified client base and a practice covering a broad range of business transactions, litigation, and legal counseling, with emphasis in the areas of corporate finance, mergers and acquisitions, real estate, entertainment, empl

Areas of Law

Articles Published by TroyGould

 Another Employment Arbitration Provision Found Unconscionable

In the latest in a rash of cases striking down arbitration provisions in employment agreements, the California Court of Appeal has done it again. In Samaniego v. Empire Today, LLC, the court found that the following facts showed the arbitration provision to be unconscionable and unenforceable:

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 JOBS Act: Initial Public Offering “On-Ramp”

The JOBS Act, signed into law on April 5, 2012, is intended to stimulate job creation and economic growth by improving access to the capital markets for smaller companies. In an effort to facilitate capital-raising for private companies, the JOBS Act created a new class of issuer known as an “emerging growth company,” or an EGC.

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 JOBS Act: Small Public Offerings – New Regulation A+

On April 5, 2012, President Obama signed into law the “Jumpstart Our Business Startups Act” (JOBS Act). The JOBS Act is intended to facilitate the creation of new jobs by easing securities law burdens on capital-raising activities by smaller companies.

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 The Generous, but Temporary, Gift Tax Exclusion

One of the remarkable changes to the 2010 tax law increases the amount a taxpayer may gift on a tax-free basis from $1 million to $5,120,000 ($10,240,000 per couple) for 2012, more than five times greater than any gift tax exclusion previously offered.

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 JOBS Act: SEC Must Amend Reg D to Permit Advertising for Private Offerings to Accredited Investors

The Jumpstart Our Business Startups Act (JOBS Act) has made several important changes to federal securities laws. One of these changes has been to require the SEC to eliminate the restriction under Regulation D prohibiting general solicitation and advertising in connection with certain private offerings.

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 California Supreme Court Hands Employers a Victory and Provides Clarity on Meal and Rest Break Litigation

Today [April 12, 2012], the California Supreme Court, in Brinker v. Hohnbaum, handed employers an enormous victory, and brought clarity to the rules for meal and rest breaks. The Court also made important rulings on class certification of these lawsuits. This alert addresses only the clarification of the meal and rest break law.

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 JOBS Act Makes Major Revisions to Securities Laws; Eases Capital-Raising for Smaller Companies

The JOBS Act is intended to stimulate job creation and economic growth by improving access to the capital markets for emerging growth companies. The JOBS Act contains a number of provisions designed to ease capital-raising for private companies, including:

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 How to Draft Clinical Trial Agreements

Clinical Trial Agreements (“CTAs”) can be surprisingly complex documents with numerous legal issues, particularly in the setting of a multi-center trial for a new drug product candidate. This outline highlights the principal issues typically arising in a CTA and some of the considerations for companies sponsoring pharmaceutical trials (“Sponsors”) in addressing these issues.

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 California’s Labor Laws Apply to Work Performed by Non-California Residents in California

Must a company employing non-residents of California to work mostly outside of California abide by California overtime pay laws and other California Labor Code requirements for work these non-resident employees perform in California?

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 California Suspends Net Operating Loss Carryovers and Limits Business Credits

Governor Schwarzenegger has signed into law tax legislation with immediate and retroactive negative tax effects along with some future positive tax changes.

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 Reexamining Director Conduct – A Sign of the Times

A recent Delaware Chancery Court decision is another sign that courts are reexamining traditional notions of director conduct.

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 Performance Review

In rapid succession, with two recent decisions, the California Supreme Court has reshaped the legal landscape for arbitrations under California law. Reversing long-standing precedent, arbitrators may now be required to follow the law, and to enforce the terms of the parties' contract.

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