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The Joy of Registration Rights
As Jason and I close out our Letter of Intent series, we thought we’d cover one last item that has screwed many a seller – the case where a public company acquires a private company for unregistered stock. Some buyers will try to ignore this – a good seller should work hard up front to get agreement on what type of stock and what kind of registration rights they will be receiving. Expectation setting is key in this situation.

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"What the world really needs is more love and less paperwork."
True words, Pearl Bailey, but when it comes to trademarks, paperwork is the fuel that keeps the trademark machine running. I'll devote a few posts to the different types of filings the USPTO requires. That being said, let's start at the beginning.

Uniform Commercial Code - UCC
The Uniform Commercial Code, or UCC, is an excellent tool for business owners to protect themselves with small business laws as both creditors and as debtors. Using UCC filings to your advantage can stretch your credit with both lenders and vendors. Likewise, as a creditor, if you keep active UCC filings on your biggest customers, you can protect your business against a client's nonpayment. For example, if you have a nonpaying customer and bring a lawsuit against them, you may wait months for a judgment; and you might not be adequately compensated even if the lawsuit rules in your favor. As a small business owner, you could have a UCC filing from the beginning and prove the debt.
SRED Financing – SR&ED Finance Loans in Canada
Information on how SRED financing works in Canada. How Canadian business owners can get cash flow and working capital now for their SRED filings – don’t wait for Ottawa’s cheque – financing your claim now!
Film Tax Credit Financing – Cash Flow your Canadian Film Tax Credits!
Information on How owners and producers of Canadian film, TV, and digital productions can cash flow and monetize their film tax credit financing to receive instant cash flow benefits of the filings!

The U.S. Immigration Department has Proposed Significant Updates to EB-5 Visa Processing
The U.S. Citizenship and Immigration Services made public a proposal to modify the existing protocol on how EB-5 Regional Center applications are processed and reviewed. USCIS is proposing three fundamental changes to the way it processes EB-5 Regional Center filings.

Annual Government Filings & Minutes - Corporate Maintenance and Compliance
Many new business owners are unaware of the important obligations that must be upheld AFTER they have formed a new business entity. All too often there are accounts of entrepreneurs starting a business, incorporating that business, then failing to comply with various government imposed formalities and filings. There are many ongoing government requirements that small business owners need to comply with, namely: annual government reports/returns and fees, notice of a name change, notices of change of registered office, directors and in certain jurisdictions, their shareholders. These forms are different than tax related forms such as tax returns, GST/PST filings and payroll deductions.
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