To the Extent That...

Host Gary J. Ross discusses the Qualified Small Business Stock (QSBS) exclusion with Roger Royse, partner in the Palo Alto office of Haynes and Boone, LLP. Gary and Roger go over the history of QSBS, and Roger talks about how important QSBS is today to investors in emerging companies. The various QSBS requirements are described, including the necessity for being a C corporation, the holding period...

Host Gary J. Ross discusses the cryptocurrency space with Lewis R. Cohen, Partner and Co-Chair of Cahill Gordon’s CahillNXT practice group. Lewis starts off the episode by defining certain terms commonly used in the cryptocurrency space, including crypto asset, native assets, and distributed ledger technology (DLT). Gary and Lewis go on to have a wide-ranging discussion that touches on NFTs, SAFTs...

Host Gary J. Ross and Ben Kwon, Partner at Nixon Peabody, longtime co-chair of the ABA BLS Fund Formation subcommittee and guest on Episode 17, get together once again to talk about fund formation. Ben starts by talking about the Fifth Circuit’s vacating of SEC’s Private Fund Adviser Rules, and why fund managers should still consider the rules. Gary and Ben go on to discuss equalization fees paid...

In this episode of The Subchapter V Podcast, David Mawhinney is joined by Hon. Frank J. Bailey, U.S. Bankruptcy Judge for the District of Massachusetts (Ret.) and Andrew Lizotte, shareholder at Murphy & King P.C. to discuss small business reorganization under Subchapter V of chapter 11 of the U.S. Bankruptcy Code and, specifically, the debtor's requirement to commit projected disposable income to...

In Episode 7, host Jordan L. Fischer, Esq. interviews Jennifer Williams, partner at Freeh Sporkin & Sullivan, specializing in national security and cybersecurity risk. In this episode, Jennifer provides insight into the evolution of national security and cybersecurity during her tenure at the Department of Justice, and how the DOJ has evolved to meet changing cyber risks. Jennifer also talks throu...

Host Gary J. Ross discusses impact investing with Chintan Panchal, Partner at RPCK Rastegar Panchal. Chintan starts off the episode by defining “impact investing,” which he describes as investing in solutions to societal problems through an entrepreneurial lens. Gary and Chintan then discuss the history of impact investing, the intricacies of an impact deal, and prominent players such as Developme...

Hannah Hutman and Mac VerStandig discuss how the growing merchant cash advance industry impacts small business bankruptcy cases. Some debtors and trustees treat merchant cash advances as ordinary secured – or unsecured – debts; some debtors and trustees look at the transactions as fraudulent conveyances. This episode covers key points in determining whether a claim is really secured and strategies...

In this lively episode you will learn the evidentiary standards required for confirmation of a chapter 11, Sub V plan in both consensual and contested confirmation hearings from a retired bankruptcy judge and an experienced restructuring attorney. The panel will delve into the quantum of evidence required under section 1129 as well as specific methods of meeting your burdens. Recognizing that reso...

In Episode 6, host Jordan L. Fischer, Esq. interviews Ellie Ludlum, partner at Pinsent Masons, specializing in cyber and data risk, with significant experience of acting for insurers and insureds operating in a range of sectors including financial institutions, manufacturing, technology and media. In this episode, Ellie provides detailed insight into the newly adopted European Union AI Act, and it...

Host Gary J. Ross talks with Davidson Oturu, Fintech attorney and Managing Partner at Nubia Capital, a VC firm focused on tech startups in Africa. Davidson starts by discussing his experience drafting the Nigeria Startup Act. Gary and Davidson then talk about the use of Delaware C-corps by African startups, including conducting the “Delaware flip” and dealing with laws requiring local shareholders...

In Episode 5, host Jordan L. Fischer, Esq. interviews Diane M. Janosek, current CEO of Janos LLC and former member Defense Intelligence Senior Executive Service. Ms. Janosek also served as the National Security Agency’s Deputy Chief of Compliance. In this episode, Diane provides a detailed look at the challenges that both the private and the public sector have in complying with evolving cybersecur...

Host Gary J. Ross discusses cannabis law with Hilary Bricken, Partner at Husch Blackwell. Hilary’s experience in cannabis law dates back to 2010 in Seattle when she was advising clients looking to take advantage of the dismantling of state laws against commercial cannabis activity. Hilary talks about cannabis regulation and enforcement at the state level and implications for both entrepreneurs lau...

In this episode we have two guests from the most senior ranks of the Royal Air force, Air Marshals Philip Osborn and Edward Stringer. Both men joined the UK’s Royal Air Force in 1982. Air Marshal Stringer served 36 years until 2018; and Air Marshal Obsorn served 37 years until 2019. Intelligence has always been about dredging through vast pools of dull bureaucratic documents, seeking illuminating...

Host Gary J. Ross discusses Business Development Companies (BDCs) with John Mahon, Partner at Proskauer Rose LLP. John began his career working at the SEC, and since then has devoted his practice to BDCs and registered funds. John explains how BDCs are a hybrid between a standard investment fund and a traditional finance company. Among the topics covered are congressional requirements for BDCs sin...

Subchapter V has broad applicability and has been used by a wide variety of businesses and individuals since being enacted. There are, however, key limitations to who can seek to reorganize in Subchapter V and the benefits Subchapter V is capable of providing. In this episode, podcast host Mac VerStandig is joined by David Mawhinney to discuss some of those limitations.

In this episode of Path to the Bench, Chancellor Anne Martin, of Tennessee, speaks about her path to the Bench, finding fulfillment in the law, and the role of a judge. Chancellor Martin also discusses the importance of mentorship and paying it forward in one’s career.

Host Gary J. Ross talks with Curtis Mo, partner at DLA Piper and a leading Silicon Valley corporate and securities lawyer. Gary and Curtis discuss venture-backed startups and the issues that arise in IPOs vis-à-vis acquisitions. Curtis provides insights as to how companies interact with investment banks in the time leading up to an IPO, and why underwriters tend to price companies more favorably w...

In Episode 4, host Jordan L. Fischer, Esq. interviews Dr. Valerie Lyons, Chief Operations Officer of BH Consulting and co-author of The Privacy Leader Compass, A Comprehensive Business-Oriented Roadmap for Building and Leading Practical Privacy Programs (https://www.taylorfrancis.com/books/mono/10.1201/9781003383017/privacy-leader-compass-todd-fitzgerald-valerie-lyons). During their discussion, Va...

Host Gary J. Ross speaks with Darby Wong, Co-founder and CEO of Clerky, about legal document automation. A computer science major who worked in Silicon Valley before becoming an associate in BigLaw, Darby co-founded Clerky in 2011. Darby talks about Clerky’s original premise of facilitating convertible note financings, and how Clerky has expanded through the years to also handle formation, compens...

Colorectal cancer is one of the leading causes of death in adults worldwide. The most important diagnostic and therapeutic technique for colorectal cancer is the colonoscopy. Gastrointestinal doctors are working with computer scientists to develop AI-based technologies to help enhance outcomes. We are fortunate to have Professor Doctor Julia Mayerle of the University of Munich as our guest. Dr May...

Host Gary J. Ross talks with David Willbrand, Chief Legal Officer of Pacaso and author of Seed Deals. David discusses the ins and outs of startups and how they differ from small businesses, noting that startups “focus on innovation and disruption, doing something new,” typically leveraging technology and intellectual property with a focus on growth over profit. Gary and David discuss topics releva...

In Episode 3, host Jordan L. Fischer, Esq. interviews Amit Elazari, co-founder and CEO of OpenPolicy, https://openpolicygroup.com/, a policy intelligence and engagement technology platform. In their discussion, Amit provides insight into the challenges with an increasingly complex policy and regulatory environment, and the capability of businesses to engage with key stakeholders on policy developm...

Host Gary J. Ross and Sara Hanks of CrowdCheck discuss Regulation A, a longtime securities regulation exemption for public offerings that was greatly enhanced by the JOBS Act. Sara first talks about founding CrowdCheck after a career at the SEC and as a partner in Biglaw, and then Gary and Sara discuss the history, mechanics and uses of Reg A+. Among the topics touched on are Tier 1 and Tier 2 off...

Today we discuss US Air Force funded weather research at MIT with Major (now Lieutenant Colonel) Andrew Bowne, the chief legal counsel of the Air Force-MIT AI Accelerator. Major Bowne is a Judge Advocate in the US Air Force. In addition to his extensive legal credentials, Major Bowne holds a PhD in Artificial Intelligence from the University of Adelaide in Australia.

In Episode 2, host Jordan L. Fischer, Esq. interviews Monique Ferraro, Cyber Counsel at Hartford Steam Boiler (HSB), a Munich Re company. Monique and Jordan dive into the evolving world of cyber insurance and key changes in this industry. Monique provides insight into how the cyber insurance space has evolved over the last two decades, and where change is driving the entire industry. She also deta...