Introduction
About the Author
Chapter 1
Reaching Out to Small Businesses
Marketing Letter Featuring an Attorney and Reception
Marketing Letter Inviting Contract Review
Marketing Letter Featuring Reminder Re: Corporate Tax Returns
Marketing Letter Featuring a Change in the Law or Recent Decision
Marketing Letter Congratulating a Small Business
Seeking Referrals for Other Services for a Client
Seasonal Greetings
Notice Regarding New Office Location
Estimating Legal Expenses for a Start-up
Following Up on an Initial Phone Call
Engage or Decline After an Initial Meeting
Chapter 2
Engaging and Disengaging the Small-Business Client
Engagement Letter with Alternative Paragraphs
E-mail Footers for Correspondence with Clients
Authorization to Transfer Files to New Firm
Protecting the Attorney-Client Privilege
Forwarding an Invoice for Legal Services
Responding to Billing Inquiries
Professional Reference for Client for Foreign Banking Purposes
Letter to Client Who Is Tranferring to Other Counsel
Termination Letter to Client for Nonpayment
Letter to Former Client Regarding Disposition of File
Letter Forwarding File to New Counsel
Chapter 3
Forming or Dissolving an Entity
Choosing Between a Corporation and a LLC
Tax Planning in Connection with Corporate Structuring
Deciding Whether to Form a Subsidiary or a Division
Drafting a Founders’Agreement
Forwarding Articles to the Secretary of State for Filing
Forwarding Organizational Documents to a New Corporation (Short Form)
Forwarding Organizational Documents to a New Corporation (Long Form)
Following Up on Organizational Documents for New Corporation
Determining the Size of the Board of Directors
Forwarding Investment Documents to a New Corporation
Forwarding Stock Certificates
Forwarding Organizational Documents to New LLC (Long Form)
Forwarding Draft Form 1023 Application to Nonprofit Client
Forwarding Form 1023 Application to IRS
Forwarding Exemption Request to State on Behalf of Nonprofit Client
Forwarding an Election to Wind Up and Dissolve for Filing
Forwarding a Certificate of Dissolution for Filing
Letter to Attorney General for Dissolving Nonprofit
Chapter 4
Protecting Intellectual Property
Trademarks, Trade Names, and Trade Secrets
Fictitious Business Names
Forwarding Form NDA to Help Protect Trade Secrets
Copyright Protection for Software
Updating Copyright Notices
Obligations of Former Employee Regarding Termination Certificate
Former Employee’s Obligations Regarding Trade Secrets
Notice to New Employer of Former Employee with Trade Secrets
Cease and Desist Letter to Former Contractor
Sharing a Patentable Business Concept with Persons Outside the United States
Registering a Trademark or Service Mark
Forwarding a Notice of Publication on a Trademark Application
Forwarding a Certificate of Registration for a Trademark
Forwarding a Certificate of Registration for a Service Mark to Client
Chapter 5
Entity Compliance and Maintenance
Doing Business in More Than One State
Annual Reminder to Delaware Corporation
Forwarding Ballots and Inspector Agreement for Annual Shareholder Meeting
Letter to Corporation with Reminder Re: Corporate Governance Matters
Annual Reminder to LLC
Warning Regarding Scam Annual Filing Notices
Forwarding a Complaint Received from Agent for Service
Forwarding Statement of Information for Filing
Forwarding Resignation of Agent for Service for Filing
Forwarding W-2 Form to Employee or Former Employee
Forwarding Employment Tax Return and Payment to IRS
Forwarding Employment Tax Returns and Payment to State
Forwarding Form for Nonprofit Receipts
Letter with Instructions for Sale of Stock Held by Company
Audit Response Letter
Chapter 6
Business Plans and Contracts
Forwarding a Template for an Executive Summary
Responding to Inquiry After Executive Summary Review
Contracting for Website Development
Setting Up a Meeting to Discuss Form Contracts and Boilerplate
Legal Limitations on Interest on Loans
Terms for Design Escrow Agreement
Termination of Manufacturing Contract
Demand to Party That Prematurely Terminated Contract
Response to Unfounded Contractual Demands
Forwarding Premarital Agreement to Client
Forwarding Documents for a Real Estate–Secured Loan
Letter of Intent
Chapter 7
Directors, Employees, and Equity Compensation
Invitation to Join Board of Directors
Invitation to Join Nonprofit Board of Directors
Checklist for Employment Law Compliance
Background Checks on Prospective Employees
Offer Letter to Prospective Employee
Employment Taxes and Payroll Services
Differences Between Independent Contractors and Employees
Forwarding an Employee Handbook
Forwarding Illness and Injury Prevention Policy
Requesting Information for Employment Agreement
Avoiding Harassment Claims
Using Stock Options Versus Stock Grants; Option Pricing
Forwarding a Stock Option Plan to Client
Forwarding Notice of Options Issuance for Filing
Fowarding an Option Grant and Making an 83(b) Election
Pricing Stock Options in Privately Held Entity
Chapter 8
Raising Money in Private Placements
Securities Law Compliance
Offering to Investors Outside the United States
Avoiding Liability for Using Finders to Raise Funds
Accredited Investors
Disclosure Requirements for an Offering under Rule
Keeping a Private Placement “Private”
Forwarding a Draft Convertible Note and Board Consent to Client
Forwarding Convertible Note and Subscription Agreement
Forwarding a Draft Form D Notice of Sale to Client
Opinion in Connection with Stock Offering
www.bibliovault.org/web_product/9781614382546_zip/letters_small.zip