Raising Money is Like Kissing Frogs

Posted by Nolan Bushnell @NolanBushnell  at 6:26 PM

Even in this market, there are new companies getting funded, but the process of raising money can seem at first to be quite unpleasant. You have to kiss a lot of frogs before you find your prince--and you will sometimes despair at the companies that you see getting funded while you're still in the hunt. Over the course of my career, I have seen hundreds of entrepreneurs that are on the money trail. Many business plans that I thought were marginal wound up raising huge amounts of money. I have also seen great plans that never got off the ground for lack of funding.
In most cases, success at raising money had to do more with persistence than it did with any other quality. The entrepreneur that would simply not give up always got funded in the end. He or she would often modify a plan, and the ultimate business may have been very different from the original concept--but, nevertheless, they got the money and they got their start.
Even though raising money is like kissing frogs, it's not all bad. Like that search for your true love, the prep work can actually be rather enjoyable. Venture capitalists and angel investors can provide an entrepreneur with a great deal of insight and experience. Look at the process of pitching investors as an education and, even if a group doesn't invest try, to learn something valuable from each of them.



PRESENTED BY: Executive Leadership, LLC 
SPECIALIZING IN: Career Transformation/Change & Executive Coaching/Development 
WEBSITE: http://www.executiveleadershipLLC.com
If you no longer wish to receive email blog updates from Executive Leadership LLC, please send an email to cb@exec-leadershipllc.com with "BLOG UNSUBSCRIBE" in the Subject box. Thank You!

Breast Pumps and Other Lactation Supplies are Now Deductible Medical Expenses subject to Reimbursement under FSAs, HRAs and HSAs

Bryan Cave LLP Americas | Asia | Europe
To: Our Clients and Friends February 22, 2011 

IRS Reverses Course – Breast Pumps and Other Lactation Supplies are Now Deductible Medical Expenses subject to Reimbursement under FSAs, HRAs and HSAs 

In Announcement 2011-14, the Internal Revenue Service (“IRS”) concluded that breast pumps and supplies that assist lactation are medical care under Section 213(d) of the Internal Revenue Code because they are for the purpose of affecting a structure of the body of the lactating woman. Therefore, these expenses can now be reimbursed under a health flexible spending arrangement, health reimbursement arrangement or health savings account. The IRS had previously taken the position that these expenses were not eligible for reimbursement under these types of plans. In light of this change, the sponsor of one of these types of plans should consider whether a plan amendment, a summary of material modifications to participants, or both, are necessary. 

Employee Benefits & Executive Compensation

Client Service Group 

This Client Alert is published for the clients and friends of Bryan Cave LLP. Information contained herein is not to be considered as legal advice. This Client Alert may be construed as an advertisement or solicitation. © 2011 Bryan Cave LLP. All Rights Reserved. Bryan Cave LLP Americas | Asia | Europe 

Jay P. Warren (212) 541-2110 jpwarren@bryancave.com

Carolyn Wolff (314) 259-2206 carolyn.wolff@bryancave.com

Serena F. Yee (314) 259-2372 sfyee@bryancave.com 

If you have any questions regarding anything discussed in this Alert, the attorneys and other professionals of the Employee Benefits and Executive Compensation group of Bryan Cave LLP are available to answer your questions. 

IRS Circular 230 Disclosure: To ensure compliance with requirements imposed by the IRS, we inform you that any U.S. federal tax advice contained in this communication (including any attachments) is not intended or written to be used, and cannot be used, for the purpose of (i) avoiding penalties under the Internal Revenue Code or (ii) promoting, marketing, or recommending to another party any transaction or matter addressed herein. 

Bryan Cave LLP Americas | Asia | Europe www.bryancave.com 


PRESENTED BY: Executive Leadership, LLC 
SPECIALIZING IN: Career Transformation/Change & Executive Coaching/Development 
WEBSITE: http://www.executiveleadershipLLC.com
If you no longer wish to receive email blog updates from Executive Leadership LLC, please send an email to cb@exec-leadershipllc.com with "BLOG UNSUBSCRIBE" in the Subject box. Thank You!

Does Your Organization Have an Effective Compliance and Ethics Program in Place?

www.dinslaw.com 

Does Your Organization Have an Effective Compliance and Ethics Program in Place? 

February 23, 2011 William E. Hunt 

We would all agree that interaction with the federal government and its regulatory agencies has become increasingly complex. Nowhere is this more evident than in the area of organizational liability for the misdeeds of corporate officers, agents, and employees. Business organizations are more frequently being held criminally responsible for the misconduct of those who act under their authority. What ultimately happens to those organizations held accountable for criminal conduct is largely determined by rules and regulations promulgated by the United States Sentencing Commission. Starting with the Sarbanes-Oxley Act of 2002, the Commission has broadened and refined is guidelines regarding organizational sentencing. SOX directed the Commission to review and amend as appropriate, the guidelines and policy statements to ensure that the guidelines that apply to organizations are sufficient to deter and punish organizational misconduct.1 The Commission has expanded its Organizational Guidelines as a result. Chapter 8 of the Sentencing Guidelines sets out in great detail, the considerations a sentencing court should undertake when determining how to sentence an organizational defendant. Key to ameliorating punishment is the existence of a viable and effective compliance and ethics program. Organizations should have in place a compliance program tailored to meet the rigorous expectations of the Commission before they come under scrutiny by the authorities. Recognizing the complexities of negotiating all of the requirements set forth in the Guidelines, the commission has now adopted a policy statement encouraging business organizations to “include the use of an outside professional advisor to ensure adequate assessment and implementation of the (compliance program).”2 An effective compliance and ethics program should be designed to prevent and detect criminal conduct, promote an organizational culture that encourages compliance with the law, and should include the following elements: 

• Oversight of the program by the organization’s governing authority 

• Day-to-day operational responsibility for compliance assigned to specific high level personnel with direct access to the organization’s governing authority. 

• Communication of the standards set forth in the program throughout the organization 

• Regular training in compliance and ethics 

• A publicized system allowing confidentiality for employees reporting criminal conduct without fear of retaliation 

• Periodic evaluation of the program’s effectiveness 

Business organizations should be aware of the need for an effective compliance and ethics program and should have their programs reviewed by an advisor familiar with the intricacies of the federal sentencing guidelines. The Sentencing Commission puts it best. “The prior diligence of an organization in seeking to prevent and detect criminal conduct has a direct bearing on the appropriate penalties and probation terms for the organization if it is convicted and sentenced for a criminal offense.”3 ___________________________________ (1) Sarbanes-Oxley Act, Section 805(a)(2)(5). (2) Amendment 744, Effective Nov. 1, 2010. (3) U.S.S.G. Section 8B2.1, Background Note. 


PRESENTED BY: Executive Leadership, LLC 
SPECIALIZING IN: Career Transformation/Change & Executive Coaching/Development 
WEBSITE: http://www.executiveleadershipLLC.com
If you no longer wish to receive email blog updates from Executive Leadership LLC, please send an email to cb@exec-leadershipllc.com with "BLOG UNSUBSCRIBE" in the Subject box. Thank You!

Do NJ Employees Need to Prove Discharge Under New Jersey’s Whistleblower Law to Obtain Back and Front Pay?

Do NJ Employees Need to Prove Discharge Under New

Jersey’s Whistleblower Law to Obtain Back and Front Pay?

By: Beth Lincow Cole

http://www.humanresourceattorney.com

The New Jersey Supreme Court will soon release its opinion in an important case concerning whether an employee can recover front and back pay or other economic damages without evidence of a constructive or actual job termination under the Conscientious Employee Protection Act (CEPA).

That law is New Jersey’s whistleblower law, which defines retaliatory behavior as “the discharge, suspension or demotion of an employee, or other adverse employment action taken against an employee in the terms and conditions of employment.” N.J.S.A. § 34:19-2(e).

In Donelson v. DuPont Chambers Works, 412 N.J. Super. 17 (App. Div. 2010), the New Jersey Appellate Division ruled that under CEPA, an employee is not entitled to front or back pay or other economic damages in the absence of a constructive or actual termination. Thus, the court found damages may not be collected if an employee leaves voluntarily. The case was argued before the New Jersey Supreme Court on October 30, 2010.

**************************************************************************

About Beth Lincow Cole

Employment Law Attorney Beth Lincow Cole has skillfully helped business owners and

managers head off the unwanted and unnecessary lawsuits that can arise in the workplace.

Drawing on her successful legal experiences both in and outside the courtroom, Beth Lincow

Cole understands how to protect employers. By developing solid pre- and post-employment

procedures for her clients, she assures that they are legally protected.

Beth Lincow Cole has worked for large regional and national law firms, focusing solely on

employment issues, on behalf of management within a wide range of industries. Whether you are

a start up company with basic questions about personnel files or a larger company with questions

about an employee’s Family Medical Leave, Beth Lincow Cole can help. Drawing on her

experiences, she counsel’s companies in the following practice areas:

• Defense in administrative agency matters such as before the DOL, EEOC, PHRC or

NJDCR

• Department of Labor Audits

• Discrimination

• Downsizing/Reduction in Force

• Drug Testing

• Employment Contracts and Severance Agreements

• Employment Law Compliance

• FMLA and other family leave laws

• Independent Contractors/Contingent Workforce

Please contact the firm to find out how the Law Office of Beth Lincow Cole can protect your

company.


PRESENTED BY: Executive Leadership, LLC 
SPECIALIZING IN: Career Transformation/Change & Executive Coaching/Development 
WEBSITE: http://www.executiveleadershipLLC.com
If you no longer wish to receive email blog updates from Executive Leadership LLC, please send an email to cb@exec-leadershipllc.com with "BLOG UNSUBSCRIBE" in the Subject box. Thank You!

SEC ADOPTS “SAY ON PAY” AND GOLDEN PARACHUTE APPROVAL RULES

REPRINTED FROM: JDSUPRA

LOEB & LOEB LLC..
SEC ADOPTS “SAY ON PAY” AND GOLDEN PARACHUTE APPROVAL RULES
Smaller Reporting Companies Entitled to 2 Year Exemption
February 2011
 
As required by the Dodd-Frank Wall Street Reform and Consumer Protection Act, enacted in July 2010, the Securities and Exchange Commission adopted rules governing shareholder approval of executive compensation (“say-on-pay”) and “golden parachute” arrangements. These rules give shareholders of domestic companies with shares registered for trading with the SEC advisory votes on executive compensation, the frequency of say-on-pay votes, and golden parachute compensation arrangements and require additional disclosure regarding the foregoing. 

The say-on-pay and “say-when-on-pay” rules apply to all shareholder meetings at which directors will be elected, except that a “smaller reporting company” (generally a company with less than $75 million of market value of shares held by non-affiliates) is not required to comply until January 21, 2013. 

Rules requiring enhanced disclosure and advisory votes on golden parachute arrangements apply to all merger and takeover filings after April 25, 2011, and affect all related SEC filed forms, including proxy statements, Rule 13e-3 Transaction Statements, and Schedule TO filings. 

The say-on-pay and say-when-on-pay votes do not require a preliminary proxy filing or apply to foreign private issuers. “Say on Pay” and “Say When on Pay” An issuer required to comply with the say-on-pay rules must hold an advisory vote of its shareholders not less frequently than once every three years and, every six years, must hold an advisory vote regarding the frequency of its say-on-pay votes. 

The rules do not include any specific language or form for the resolutions to be adopted, although the say-on-pay resolution must reference the compensation disclosed in accordance with SEC rules (including the Compensation Disclosure and Analysis ). Correspondingly, the CD&A must discuss whether and to what extent the issuer has taken into account the results of the most recent say-on-pay vote in determining compensation policies and decisions. Additional disclosure in the proxy materials of the reasons for and effect and frequency of the various votes under the new rules also is required. 

Regarding say-when-on-pay votes, the rules require the form of proxy to give shareholders a choice among one, two, or three years or to abstain. The SEC has expanded the Form 8-K requirement to report shareholder voting results to include the say-on-pay and say-when-on-pay votes and also requires the issuer within 150 days after a meeting at which a say-when-on-pay vote was held to amend the Form 8-K reporting the outcome of that vote to disclose the issuer’s decision in light of that vote regarding how frequently it will conduct say-on-pay votes. 

Golden Parachute Arrangements Under the new rules, companies must provide additional disclosure regarding executive compensation arrangements in connection with change-in-control transactions – for both the acquiror and the target – in narrative and tabular formats. Intended to ensure that such information is available to shareholders no matter how the transaction is structured, the rules are expansive in defining the transactions to which they apply, including mergers, acquisitions, consolidations, and proposed sales or other dispositions of all or substantially all of an issuer’s assets. In addition to expanded disclosure, companies must now also provide a separate shareholder advisory vote on these golden parachute arrangements.

Loeb & Loeb's Financial Reform Task Force monitors key issues surrounding approval of the Dodd-Frank Wall Street Reform and Consumer Protection Act that are relevant to a broad spectrum of firm clients in the financial services industry. The multidisciplinary Task Force is comprised of attorneys across core practice areas - including general corporate, private equity, securities, mergers and acquisitions, consumer protection and banking and finance - who are focused on analyzing the historic legislation and interpreting the significant business implications for financial institutions and commercial companies nationwide. For more information about the content of this alert, please feel free to contact any member of our Financial Reform Task Force.
 

This client alert is a publication of Loeb & Loeb LLP and is intended to provide information on recent legal developments. This client alert does not create or continue an attorney client relationship nor should it be construed as legal advice or an opinion on specific situations.
Circular 230 Disclosure: To assure compliance with Treasury Department rules governing tax practice, we inform you that any advice (including in any attachment) (1) was not written and is not intended to be used, and cannot be used, for the purpose of avoiding any federal tax penalty that may be imposed on the taxpayer, and (2) may not be used in connection with  promoting, marketing or recommending to another person any transaction or matter addressed herein.

This publication may constitute "Attorney Advertising" under the New York Rules of Professional Conduct and under the law of other jurisdictions.
© 2011 Loeb & Loeb LLP. All rights reserved.

PRESENTED BY: Executive Leadership, LLC 

SPECIALIZING IN: Career Transformation/Change & Executive Coaching/Development 

WEBSITE: http://www.executiveleadershipLLC.com

If you no longer wish to receive email blog updates from Executive Leadership LLC, please send an email to cb@exec-leadershipllc.com with "BLOG UNSUBSCRIBE" in the Subject box. Thank You!

Slalom Consulting to expand after 'phenomenal year'

REPRINT FROM VAULT.COM
Slalom Consulting to expand after 'phenomenal year'
Posted on Tuesday, February 22, 2011 5:57:10 PM GMT   |   Post a comment
AUTHOR: Sam Reynolds

This morning, the folks at Slalom Consulting made public the company's financial results for fiscal year 2010. After a highly successful year, the firm has reported "record revenue" of $209 million and an employee headcount just north of 1,000 for the first time. John Tobin, co-founder and national general manager of the Seattle-based IT and strategy outfit, was keen to hail the year as a positive omen for more record-breaking achievements to come. "We had a phenomenal year," Tobin said in a press release. "I couldn't be happier with our team's performance. During difficult economic times, we really stepped up and delivered on our mission to help our clients win on their most strategic initiatives."

Slalom's $209 million revenue haul marks a 46 percent increase from revenue in 2009, a remarkable increase for a firm of its size. Slalom has grown rapidly since its conception in 2001, hitting the 1,000 employee mark midway through 2010, and firm execs see last year's superb performance as a jumping-off point for further growth. In fact, this morning's press release asserts that Slalom "is expecting to hire more than 400 new employees in 2011."

Not only will consulting candidates see a nationwide roll-out effort from Slalom recruiters this year, the firm has targeted New York City as the site of a soon-to-be headquarters on the East Coast for this traditionally Western consultancy. The release confirms: "Slalom plans to continue its geographic expansion strategy by opening a New York office in 2011."

This round of good news from the Slalom camp is but the latest development in the firm's rise from anti-Big Four start-up (co-founder Tobin is an ex-Ernst & Young consultant) to darling consultancy; in just ten years the firm has garnered an impressive collection of industry awards, with its unique local (nearly 100 percent travel free) consulting model drawing attention from Consulting Magazine and, of course, Vault. CEO Brad Jackson reserved special praise for company culture, which he believes is a major factor in Slalom's meteoric rise. "I am thrilled to see the aggressive investments we are making in building solutions that will help our Fortune 500 clients implement their strategies," he said of the financial results. "We are truly creating a one-of-a-kind business model where our clients, employees, families, friends, strategic partners and communities all win."
About the Author
Sam Reynolds is Vault's consulting editor, covering the latest news and trends affecting the consulting industry, as well as providing insight and thoughtful discussion. Formerly a newspaper writer and reporter, Sam graduated from the College of Charleston with a BA in English.
Related Articles

• Slalom Consulting says it will hire 400 in 2011 (bizjournals.com)
• Facebook, Best US Employer (marketingconversation.com)
• Survey names Facebook best place to work (reuters.com)
• Facebook, Best Large US Company to Work for (pamil-visions.net)

Presented by: Executive Leadership, LLC.
Website:  www.exec-leadershipllc.com
Specialist in: Executive Transformation/Career Change & Executive Coaching

If you no longer wish to receive email blog updates from Executive Leadership LLC, please send an email to cb@exec-leadershipllc.com with "BLOG UNSUBSCRIBE" in the Subject box.