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  • Nov 04, 2019Victor Elgort to Present on LLCs From Start to Finish for National Business Institute

    Victor S. Elgort, a Member of law firm Norris McLaughlin, P.A., will speak at the National Business Institute’s seminar, “LLCs From Start to Finish,” in Cherry Hill this month.

    About the Presentation

    “As an active member and contributor to the Institute, I am proud to once again present at a continuing education seminar hosted by NBI,” stated Elgort. He will lecture principally on “LLC or S-Corp Tax Considerations” and “How to Draft the LLC Operating Agreement,” focusing on formation issues, self-employment tax issues, qualified subchapter s subsidiaries, formation provisions, and more.

    The two-day seminar, approved for 14.40 NJ and 14 NY CLE credits, 12 PA CLE credits, and 14 CPE credits, will be held Monday, November 4 to Tuesday, November 5, at the Holiday Inn Philadelphia-Cherry Hill. For more information or to register, please visit the NBI website.

    About Victor Elgort

    Elgort often speaks at seminars on structuring complex LLC and partnership transactions. He is Chair Emeritus of the firm’s Tax Group, practicing out of all three Norris McLaughlin locations, as he is admitted in New Jersey, New York, and Pennsylvania. His practice concentrates on business law and tax planning, including the structuring of partnerships and joint ventures, tax-saving real estate and business exit strategies, executive compensation, and domestic and international estate planning matters.

    Elgort organized and created the first limited liability company in New Jersey.  He authored the standard form operating agreements and other documents for limited liability companies published by Julius Blumberg, Inc., including both the forms for use in New Jersey and the generic forms offered nationwide for limited liability companies.

    In addition, Elgort is a Fellow of the American College of Trust and Estate Counsel.  He frequently lectures at tax planning courses, including continuing education seminars. He has authored extensive material published by the NBI, Lorman Education Services, Professional Education Seminars, and other national seminar companies, including topics such as “LLCS: Beyond the Basics,” “LLC Business Law Bootcamp,” “LLCs: Advising Small Business Start-Ups and Larger Companies in New Jersey,” “Partnerships, LLCs and LLPs: Organization and Operation,” “Asset Protection Planning in New Jersey,” “Limited Liability Companies in New Jersey,” “Transferring Business Wealth,” “Administration of the Estate in New Jersey,” “Planning Opportunities with Living Trusts in New Jersey,” “New Jersey Probate: Beyond the Basics,” “A Practical Guide to Estate Administration in New Jersey,” and “Family Limited Partnerships and Limited Liability Companies in New Jersey.”

    Elgort received his undergraduate degree with high honors from Rutgers University, his J.D. with honors from Cornell University, and his LL.M. in Taxation from New York University. He is included in the Trusts and Estates section of The Best Lawyers in America© and has been named by his peers as a New Jersey Super Lawyer® in the Tax section.

    About Norris McLaughlin

    At Norris McLaughlin, over thirty business law attorneys spend all or most of their time in a variety of specialties within their field. The range of clients is broad, as are the legal services that the firm provides to them.

    Posted in: Business Law, News, Victor S. Elgort | Tags: ,

  • Oct 22, 2019Norris McLaughlin Named in Lehigh Valley Business 2019 Reader Rankings

    The law firm of Norris McLaughlin, P.A., is proud to have been ranked in the 2019 Lehigh Valley Business “Reader Rankings” for Best Business Law Firm, Mergers and Acquisitions, and Intellectual Property Firm.

    About the Rankings

    The 2019 Reader Rankings Awards, based on over 24,000 votes, were announced on October 2 at ArtsQuest at SteelStacks in Bethlehem.

    “We are proud to once again have the honor to be ranked by our clients and friends in the Lehigh Valley. These awards are a perfect example of how great our employees and clients are, whom we value very much,” said John N. Vanarthos, Chairman of the firm.

    About Norris McLaughlin

    At Norris McLaughlin, over thirty business law attorneys spend all or most of their time in a variety of specialties within their field. The range of clients is broad, as are the legal services that we provide to them.

    The firm’s mergers and acquisitions attorneys have structured, negotiated, and closed numerous U.S. and international transactions ranging from small-scale to complex multi-million-dollar deals. They have vast experience in all aspects of corporate transactions.

    The intellectual property attorneys at Norris McLaughlin are dedicated to providing sophisticated intellectual property counsel to domestic and international clients. Registered to practice before the U.S. Patent and Trademark Office, they have backgrounds in a broad range of engineering and sciences, including petrochemical, chemical, biochemical, biotechnology, electrical, mechanical, medical devices, and computer software and hardware. Many have worked in the field for 10 or more years, allowing them to provide all the expertise of an IP boutique within a large, full-service firm.

    In response to the changing needs of our clients and the business community, Norris McLaughlin merged with Tallman, Hudders & Sorrentino, the largest independent commercial firm in the Lehigh Valley, Pennsylvania. Since then, the firm has continued to grow, remembering its culture and our values. Norris McLaughlin and its attorneys have historically been committed to the Lehigh Valley community,where may attorneys, clients, and staff live and do business  – to make them better places to live, work, and play. The firm’s attorneys hold prominent leadership positions in various organizations throughout the Lehigh Valley and many have been honored for the work they do in the community.

    Norris McLaughlin is a full service, mid-sized regional law firm of 130+ attorneys with offices located in Bridgewater, Montclair, and Short Hills, NJ; New York, NY; and Allentown, Pennsburg, and Easton, PA. For more information, including a full practice area listing and attorney biographies, please visit www.norrismclaughlin.com.

    Posted in: Business Law, Intellectual Property, Mergers & Acquisitions, News | Tags: , ,

  • Oct 15, 2019LLCs From Start to Finish

    Norris McLaughlin, P.A., is pleased to have Victor S. Elgort, Chair of the firm’s Tax Group, speak at the National Business Institute (NBI) two-day seminar, “LLCs From Start to Finish.” Victor will present ” LLC or S-Corp Tax Considerations” and “How to Draft the LLC Operating Agreement” on day one.

    Course Description

    The attendees will be walked through the LLC cycle with practical how-to’s, practice pointers, cautionary advice, and sample forms. Stay up to date with the latest LLC legislation, trends and developments; consider all factors in entity selection and formation, and work through difficult operating agreement provisions. Attendees will also learn more focused skills and applications, such as forming LLCs to purchase real estate, utilizing series LLCs and more.

    Day 1: Legal Update, Entity Selection, Formation, Operating Agreements, and More

    1. New Jersey Legislative Update, Recent Trends, and Developments in LLCs (9:00-10:00 a.m.)
    2. The Revised Uniform Limited Liability Company Act (RULLCA): What You Need to Know (10:15 – 11:00 a.m.)
    3. LLC Nuts and Bolts: Single Member and Series (11:00 a.m. – noon)
    4. LLC or S-Corp Tax Considerations (1:00 – 2:15 p.m.)
    5. How to Draft the LLC Operating Agreement (2:30 – 3:30 p.m.)
    6. LLC Formation and Operation – Process, Procedures, and Pitfalls (3:30 – 4:30 p.m.)

    Day 2: Dividing Member Interests, LLC Conversions, Reorganizations and Disputes

    1. Dividing, Issuing and Transferring LLC Member Interests(9:00 – 9:45 a.m.)
    2. LLC Conversions and Reorganizations (9:45 – 10:30 a.m.)
    3. Using LLCs to Purchase Real Estate 10:45 – 11:45 a.m.)
    4. Using LLCs in Asset Protection and Estate Planning ( 11:45 a.m. – 12:30 p.m.)
    5. Preventing and Handling Disputes in the LLC (1:30 – 2:30 p.m.)
    6. Top LLC Mistakes to Avoid in Everyday Business Practices (2:45 – 3:30 p.m.)
    7. Legal Ethics for the LLC Attorney (3:30 – 4:30 p.m.)

    NJ CLE – 14.4
    NY CLE – 14.0
    PA CLE – 12.0
    CPE for Accountants/NASBA – 14.0

    When: Monday, November 4

    Registration: 8:30 – 9:00 a.m.
    Seminar: 9:00 a.m. – 4:30 p.m.

    Where: Holiday Inn Philadelphia – Cherry Hill

    2175 Marlton Pike W
    Cherry Hill, NJ 08002

    For more information and to register, please click here.

    Posted in: Business Law, Estate Planning & Administration, Events, Health Care & Life Sciences, Taxation, Venture Tech & Emerging Growth Companies, Victor S. Elgort | Tags: ,

  • Aug 19, 2019John Lushis a Presenter at CDFA Summer School

    John F. Lushis, Jr., a Member of law firm Norris McLaughlin, P.A., presented “Setting the Stage: The Basics of TIF” and “TIF Financing Variation” on August 15 and “Understanding TIF Bond Financing” on August 16 at the Council of Development Finance Agencies (CDFA) Summer School at the Westin Book Cadillac Detroit in Detroit, Michigan.

    “Setting the Stage: The Basics of TIF” focused on a general understanding of what TIF is and why communities use it to achieve economic development objectives. “TIF Financing Variation” covered alternatives to the issuance of bonds in a TIF project, including the use of low-interest loans and a public-private partnership component to reduce project construction costs. “Understanding TIF Bond Financing” covered the components of a bond issuance including the creation of Neighborhood Improvement Districts to levy special tax assessments to secure bonds. The presentations were part of a week-long series of courses sponsored by the CDFA Training Institute August 12-16. For more information, please click here.

    Lushis focuses his practice on real estate, commercial transaction law, and environmental law. He provides counsel on an extensive diversity of transactions including leases, acquisitions and divestitures, tax-exempt and conventional financings, brownfields redevelopment, and an array of commercial agreements. Lushis has worked on multi-million-dollar loans and major tax-exempt financings for businesses and non-profits including Cetronia Ambulance Corps, Lafayette College, Lehigh University, Moravian College, and St. Luke’s Hospital.  He also has been involved in tax increment financing projects including Hamilton Crossings Retail Complex and West Hills Business Center. Lushis is solicitor for Lehigh County Industrial Development Authority and has been solicitor to Northampton County New Jobs Corp, Northampton County General Purpose Authority, and Lehigh Valley Economic Investment Corp.

    In late 2015, Lushis became involved in “P3” projects (public-private partnerships) and is a lead architect of a first-of-its-kind P3 project in Pennsylvania. This project, which includes a novel financing structure, will allow Northampton County to replace or rehabilitate numerous bridges at substantial cost and time savings compared to traditional methods. The project has become a model for other P3 projects and has received statewide and national attention. As an outgrowth of the project, Lushis assisted in drafting legislation signed by Governor Wolfe in October 2017 to allow counties having a certain population, such as Northampton County, to construct a new jail using a P3 transaction structure.

    Lushis is also registered to practice in the United States Patent and Trademark Office and his knowledge of intellectual property is a valuable resource for clients who have projects and transactions in the area. He received his B.S.M.E., cum laude, from University of Notre Dame in 1977, and his J.D. from Pennsylvania State University Dickinson School of Law in 1980.

    Posted in: Business Law, Economic Development Law, Environmental, John F. Lushis, Jr., Mergers & Acquisitions, News | Tags: , , ,

  • Aug 01, 2019HELPING OLDER AMERICANS KEEP THEIR SAVINGS: THE ELDER INVESTMENT FRAUD AND FINANCIAL EXPLOITATION PREVENTION PROGRAM

    Abstract

    An estimated $2.9 billion is being taken away from older Americans every year, up from $2.6 billion in 2008 according to the MetLife Mature Market Institute. A major portion of these wrongful takings result from “selling” older folks, including the millions of aging Baby Boomers, fraudulent and/or inappropriate investments. Kiplinger’s has dubbed this “The Crime of the 21st Century.”

    This article will look at older Americans and explore why they are interesting targets for those seeking money, including the demographics and wealth distribution of those over 65. It will also look at the impact of market conditions on investment alternatives, especially since 2008. The particular vulnerabilities (and some surprising strengths) of older Americans will be addressed as will the problems of communicating effectively with them.

    The article will then look at responses from both government and private organizations to attempt to interdict the financial abuse of the elderly. Governmental responses have restricted how investment sellers and advisers market themselves.5 In addition sanctions for violating the law where an older person is involved have been increased, the Government has also organized efforts to address elder investment fraud, including extensive investor education programs’. And most recently 26 States, the District of Columbia and the Commonwealth of Puerto Rico have implemented an interdisciplinary initiative to try to find a better, more direct way to assess the financial acuity of older Americans and, potentially, to offer more effective outside intervention.

    The Scope of the Issue

    By the 2010 Census, the population of Americans ages 65 and over was some 40.1 million, or about 13% of the total U.S. population of almost 309 million. That number is up from 31.2 million in 1990 and 35 million in 2000. The population of Americans 65 years old and older grew by 15.1% during the decade of 2000 to 2010 in significant contrast to the 9.7% growth in overall U.S. population. There is every reason to believe that the acceleration in the number of older Americans will continue for some time into the future as the so-called “Baby Boom” Generation reaches senior citizen status. Indeed, beginning in January 2011, more than 10,000 members of the Baby Boom Generation hit age 65 every day, a circumstance that will continue for at least 19 years. In sum, there is every reason to expect the growth of both the number of older Americans and the percentage of the entire population that they represent. That means the number of targets for elder investment fraud will grow as well, suggesting that “the crime of the 21st century” might become ‘the crime [wave] of the century,’ absent effective steps to combat the fraud doers.

    In addition to sheer numbers, older Americans present particularly attractive targets for financial fraud. There are two distinct reasons for this, which unfortunately feed into each other. Older Americans were believed to hold and/or control over $13 trillion in household investible assets as of 2007. Even allowing for the precipitous decline in investments brought about by the 2007-2009 Recession, older Americans own and/or control well more than $10 trillion today. Those assets are tempting targets for those who would take funds from others. The second reason for seeing older Americans as presenting especially interesting opportunities for fraud is precisely the effect of the 2007-2009 Recession and subsequent efforts by the Board of Governors of the Federal Reserve System (the “Fed”) to “manage” the economy back to vibrancy.

    The 2007-2009 Recession caused the net loss, even after the recovery through 2011, of some $5 trillion of invested assets. Most of these funds were part of the resources older Americans intended to rely upon in their retirement. Suddenly total retirement assets dropped by some 22%. Aging Americans had less money in retirement accounts, savings, and other assets (including their homes, where home equity fell by over 30% from 2006 to 2008). Moreover, the time to save and accumulate resources before retirement was foreshortened, as the economy only slowly recovered. Finally, older Americans seeking reasonable yield on financial assets were hamstrung by the efforts of the Fed. Since 2009 the Fed has held long-term interest rates below 2%. All these factors suggest that an older person might be particularly susceptible to persons offering “above-market” returns, either in investments with terms of yield (interest and/or dividends) or for appreciation (principal growth). And such appears to be the case, based upon available anecdotal evidence.

    Older Americans, in addition to dealing with the challenges presented by possible retirement and with the economic pressures brought on by the 2007-2009 Recession, face individual issues inherent in aging, which for many materially increase their vulnerability to abuse. As the number of older Americans has increased, so has the number of academic and medical studies about what the aging process entails and what effects it may have on mental acuity, judgment, risk assessment, and even ability to live independently. One major study found that the ability to make sound financial decisions, including assessing risks, potential returns, alternative investments and the like, peaks at approximately age 53 1/3.19 Thereafter financial acuity typically (though not always) deteriorates as time progresses. Other studies indicate that there are significant changes over time in the part of the brain (the Orbitofrontal Cortex) where executive functioning capacity is located. These changes (and others connected to overall physical health, including type II diabetes, stroke, Parkinson’s disease and the like) can lead to a condition that may (but also may not) eventually “progress” to Alzheimer’s Disease. The result is a biochemical-related limitation on mental ability known as mild cognitive impairment. As an example, persons with marked changes in their Orbitofrontal Cortex are far less risk averse than persons of the same age without comparable changes. Other studies have identified financial management (along with independent living and driving an automobile) as one of the most demanding and complex areas of decision-making capacity in older adults. It is believed that more than one-third of Americans over age 71 have mild cognitive impairment, making them particularly vulnerable to efforts to sell them unsuitable and even outright fraudulent investment products. Indeed, the combination of rapidly-growing numbers of older Americans controlling vast amounts of investible wealth, facing the volatile stock market and near-zero interest rates, while the necessary mental capacity to make fine judgments is deteriorating as part of the aging process, creates what has appropriately been called “a potent, perfect storm” for financial fraud focused on the elderly.

    Strategies of Response

    As the number of older Americans increased, the NASAA (the organization of securities regulators in the 50 U.S. states, the District of Columbia, the Commonwealth of Puerto Rico, and the Canadian Provinces) put together an educational program entitled “Seniors Against Investment Fraud” in 2005 and began to make a series of presentations to seniors throughout the United States. This effort and a related series of enforcement actions in a number of the states led the US Securities and Exchange Commission, with the support of NASAA and of the Financial Industry Regulatory Authority, Inc. (“FINRA”) (the self-regulatory organization that oversees broker-dealers and their registered representatives) to convene the first of what have become annual Senior Summits focused on protecting seniors from investment fraud and sales of unsuitable securities. The resulting Senior Initiative has three components: (i) increased regulatory examinations to detect abusive sales tactics targeting seniors; (ii) increased enforcement in cases involving seniors; and (iii) enhanced investor education and outreach, particularly for seniors.

    In the years following 2006, many American states have amended their securities (so-called “Blue Sky”) laws to restrict substantially the use of senior-specific designations is by market professionals (such as “certified retirement specialist”).29 This intended to constrain, in part, the sales practices of securities professionals. A similar restriction has been adopted in some states with respect to licensed insurance producers who sell various annuity insurance products.

    As part of the second prong of the Initiatives, the securities laws have been amended in some jurisdictions to increase the penalty applicable if violating acts or omissions involve an older American as the victim, raising the amount of the otherwise applicable maximum fine. These steps evidence the hope that the threat of increased punishment will deter some illegal actions. One difficulty with deterrence is that it depends on the threat of post hoc punishment. NASAA reports that state regulators opened about 14,000 investigations in 2009 and 2010, many of which will take years to complete. There are reasons to believe that significant amounts of financial fraud involving seniors are not reported, given the number of complaints filed in contrast to surveys suggesting that as many as 20% of older Americans have experienced financial exploitation or have been targeted by persons attempting to defraud them.

    That leaves the third prong of the Senior Initiative: investor education and outreach. The SEC, along with the State securities regulators and several other entities, has allocated significant resources to try to educate the public, and particularly the elderly, about investment fraud and unsuitable financial products — “if it sounds too good to be true, it almost certainly is.” At least one commentator estimates the amount spent annually on these efforts is more than $10 million. There are, however, at least three reasons why investor education programs may not be as effective as had been hoped. First, any education program must figure out how best to gain the attention of the intended “students.” Given the plethora of media and the fragmentation of modern American society, it is not simple to reach any significant portion of adults of any age on a $10 million-dollar budget, as evidenced by the costs of the recent Presidential election campaigns. Second, studies of securities fraud schemes targeting older Americans have shown several recurring practices, which tend to interfere with and/or minimize the effectiveness of investor education. The sellers use gifted sales personnel, who are both self-confident and glib, touting “guaranteed” or “can’t lose” propositions. Many of these propositions, in turn, offer a fast and large appreciation of money — the proverbial “get rich quick” opportunity. The sales personnel often assert that an offer is limited in time, noting that many others who are similarly situated have already invested. The sales personnel become attuned to learning as much as possible about a “customer,” and then tailoring the sales effort to evoke a positive response. These sales personnel are especially careful to be charming, nice, respectful, and deferential when selling to older adults. Research on securities fraud victims also indicates that many are financially literate, often successful business people (especially men), confident in their judgments and capabilities and not necessarily willing to seek a “second opinion,” let alone attend a fraud education program. “Older adults do not like be reminded that they are old”…Rather, “‘the aging person wants to maintain his or her youthful self-concept, so messages that reinforce the perception… [of youth]” are more effective than messages that emphasize age.

    Finally, research has shown that older persons begin to lose brain powers, especially memory. This natural aging process leads a fair number of older Americans, as discussed above, to develop mild cognitive impairment. Thus, the investor education efforts face substantial hurdles and leading some academic researchers to suggest that investor education programs for older Americans are unlikely to prove enough to the task of protecting older Americans from having their savings taken.

    The Elder Investment Fraud and Financial Exploitation Prevention Program

    Faced with this situation in 2009, the Texas State Securities Board (the “Blue Sky” regulatory agency in Texas) collaborated with the Huffington Center on Aging and Texas Consortium Geriatric Education Center at the Baylor College of Medicine to develop “an easy-to-use set of ‘red flag’ questions that …primary care physicians and their…staff could use with older patients.” That work was led by Dr. Robert E. Roush, Director of the Education Center, with financing provided by a grant from the Investor Protection Trust, a non-profit devoted to investor education. The project first employed outside experts in decision-making capacity, neurology, psychiatry, and ethics, leading to use of a baseline protocol with four focus groups of six clinicians each, with many older patients. One result is a “Pocket Guide on Elder Investment Fraud and Financial Exploitation” for use by health care providers: physicians, geriatric social workers, nurses, home health professionals, and others. The Program evolved from a pilot project in continuing medical education programs in Texas in 2009. Of the 200 physicians who took the course, 67 provided follow-up data showing a 55% rate of use of the guide leading to identification of patients “deemed highly vulnerable…to elder investment fraud and financial exploitation.” NASAA urged its members in 2010 and 201 1 to implement the EIFFE Prevention Program and, as noted at the outset, that has resulted in continuing education programs in 26 states, the District of Columbia, and the Commonwealth of Puerto Rico as of October 2011.

    The Program is still young, so substantial assessments of its effectiveness, or even anecdotal information about successful interventions, are not generally available. In addition, the several states that have implemented the Program have sometimes given different approaches preferred emphasis: for example, California directs the EIFFE continuing medical education sessions almost entirely at physicians; Pennsylvania, in contrast, puts a primary focus on adult protective service workers and Geriatric Care Managers. The lead presenter in New Jersey notes that most of the physicians who have attended the education program have been gerontologists, and that geriatric nurses and social workers tend to predominate in the classes. What can be said is that the Program focuses on health care providers because they have more frequent interactions with their older patients, where sometimes those interactions are of significantly greater duration than available in an investor education presentation. Moreover, the health care provider theoretically will have a relationship with the patient involving some level of trust, confidence, and reliance, thus increasing the possibility of gaining meaningful information from the patient. To expand the participation of health care professionals and others (e.g., social workers, Adult Protective Services personnel, etc.) in the Program, the Investor Protection Trust is seeking to obtain Continuing Medical Education (and comparable continuing professional education) credit for Program participants. In addition, the Trust intends to launch an online version of the accredited Program so that health care professionals and others can go through the Program’s training, even if unable to attend face-to-face sessions.

    The EIFFE Prevention Program also includes a tri-fold Patient Education brochure to be available in waiting rooms and for a handout to older patients. In addition, the EIFFE Program Pocket Guide gives health care providers referral contact information for social services and investor protection intervention.

    The EIFFE Pocket Guide for health care providers has four pages. Page one lists two sets of red flags in checklist fashion: one relating to the patient’s history, the other to clinical observations. Page two sets out some questions to be asked and notes possible referrals that may be needed. Page three gives names and e-mail addresses or referral resources. Finally, page four sets out a seven-point “Financial Concerns Checklist” to go over with the patient. The Pocket Guide is straightforward, physically handy, and should prove easy to use. As medical records are increasingly kept in electronic form the Pocket Guide should be readily adaptable as a diagnostic “app.”

    Some health care professionals have expressed concern about when and how deeply they should inquire of a patient about the patient’s financial matters. Importantly, the Journal of the American Medical Association (“JAMA”), in an article published February 16, 2011, offers some guidance as to what questions may be asked, with the key dividing line being the presence or absence of a diagnosis of cognitive impairment. That guidance is derived from well-established protocols used in diagnosing cognitive impairment involving financial acuity. The article goes on to state the following:

    We believe that the physician’s role in monitoring financial capacity of patients includes (i) educating older adult patients and families about the need for financial planning; (ii) recognizing signs of possible impaired financial capacity; (iii) assessing financial impairments in cognitively impaired adults; (iv) recommending interventions to help patients maintain financial independence; and (v) knowing when and to whom to make medical and legal referrals.

    One may then say that the involvement of health care providers in the EIFFE Prevention Program is not merely an innovative approach to protecting older Americans from losing their savings; it is an inherent part of the professional obligation to render care.

    Article by Peter D. Hutcheon, Esq., and Alexis Silver, Long Term Care Consultant.

    Posted in: Business Law, Elder Care & Special Needs Law, Peter D. Hutcheon, Securities |

  • May 23, 2019Norris McLaughlin Attorneys to Speak on Brewery and Distillery Law in Pennsylvania and New Jersey

    Theodore J. Zeller III, Danielle M. DeFilippis, Andrew D. Linden, and Matthew B. Andersen, attorneys of law firm Norris McLaughlin, P.A., will present “Brewery and Distillery Law in Pennsylvania and New Jersey” at a training seminar hosted by the National Business Institute on Thursday, June 6, 9 a.m.– 4:30 p.m., at Homewood Suites by Hilton in Valley Forge.

    The speakers will present ways to help clients understand the complex world of alcohol manufacturing and distribution; minimize liability; and navigate the licensing, labeling and tax reporting challenges along the way. They will also discuss how to effectively protect client’s intellectual property, avoid legal landmines in advertising, and give valuable tips for negotiating distribution agreements. Topics include brewery and distillery business entity selection, formation, finance and insurance; licensing, labeling, and regulatory compliance; federal and state tax reporting requirements; negotiating/drafting brewery and distillery contracts; intellectual property and advertising; and ethics. For more information and to register, please click here.

    Zeller, a Member of the firm and Chair of its Liquor Law Practice Group, is experienced in liquor law, regulatory licensing, commercial transactions, real estate transactions, and litigation. He was lead counsel in a beer rights case brought against the world’s largest brewers and is General Counsel to Brewers of Pennsylvania.  Known throughout Pennsylvania, he also represents beer interests on a national level and advises breweries and wholesalers on state regulatory matters involving beer distribution and franchise laws. He regularly prepares distribution agreements for his clients, and coordinates state and federal licensing for manufacturing and national distribution. Zeller has tried multiple cases in county and federal court, including jury trials, and hundreds of cases before arbitration panels, district justices, and administrative law judges. He is General Counsel to D.G. Yuengling and Son, Inc.; represents alcohol interests in every category; and has helped numerous start-up breweries, wineries, distilleries, and retailers.  He currently serves as Chairman of the Allentown Parking Authority. Zeller is an author of the firm’s liquor law blog, Legal Liquor. He earned his J.D. from Pennsylvania State University Dickinson School of Law, and his B.A. from the University of Notre Dame.

    DeFilippis, a Member of the firm and Co-Chair of its Intellectual Property Law Practice Group, focuses her practice on intellectual property prosecution and litigation. She represents individual and corporate clients in all phases of litigation, from commencement through trial, and regularly serves as lead counsel in cases before federal and state courts, the Trademark Trial and Appeal Board of the U.S. Patent and Trademark Office, and alternative resolution forums. She has represented clients in a variety of industries, most notably food and beverage, liquor, jewelry, and cosmetics. She has handled cases involving trademark and copyright infringement, false advertising, commercial disparagement, business torts, deceptive trade practices, Lanham Act claims, state and federal unfair competition laws, and other business disputes.  She is an author of the firm’s trademark, copyright, and unfair competition blog, More Than Your Ma®k.  DeFilippis received her J.D. from Seton Hall University School of Law and her B.A. from The Pennsylvania State University.

    Linden, a Member of the firm and Co-Chair of its Cannabis Law Industry Group, counsels alcoholic beverage manufacturers, wholesalers, and retailers in all facets of their business. These include licensing and regulatory compliance, business formation, and product labeling. He has assisted craft breweries and distilleries with applications before the New Jersey Division of Alcoholic Beverage Control and retailers with applications before the local municipality. Linden provides guidance with TTB federal permitting laws, advises clients on federal and state labeling requirements and approval processes, and helps them navigate state distribution and beer franchise laws. He assists marijuana entrepreneurs, suppliers, growers, retailers, and investors to navigate complex statutory and regulatory schemes, including those related to permitting and licensing, such as initial applications, transfers, expansions, changes in ownership, and related disclosures, distribution, and general business operations such as sales, storage of product, and recordkeeping. He assists clients in all tiers of the distribution chain with compliance and business law issues. He is an author for the firm’s liquor law blog, Legal Liquor, and cannabis law blog, Legally Grown. Linden attended Seton Hall University School of Law, where he received his J.D., cum laude.  He earned his B.S., with honors, from Lehigh University.

    Andersen, an Associate of the firm, concentrates his practice on liquor law and business law. In his liquor law practice, he works with breweries, distilleries, wineries, wholesalers, distributors, restaurants, and hotels on obtaining and transferring liquor licenses, complying with liquor regulations and laws, providing transactional counseling, and defending citations and protests before the Pennsylvania Liquor Control Board.  Andersen represents national restaurant chains and hospitality companies with regard to their Pennsylvania locations in all aspects of their liquor licenses and acquisitional counseling.  He also works with numerous alcohol manufacturers to bring their dreams and ideas of operating a brewery, distillery, or winery to a reality, advising them through the planning, licensing and operation stages.  Additionally, Andersen has worked with licensees, nonprofit organizations, and event planners on obtaining temporary alcohol permits for events. He also is experienced in drafting and negotiating distribution agreements between alcohol manufacturers and distributors in many states to help them expand the reach of their brands.  He also works with alcohol manufacturers on obtaining federal Certificate of Label Approvals and formula approval for their products.  Andersen is an author of the firm’s liquor law blog, Legal Liquor, and won a JD Supra “Reader’s Choice Award” in 2018 for his contributions. He is an assistant lacrosse coach at Northwestern Lehigh High School. He earned his J.D. from Duquesne University School of Law, and his B.A. from The Pennsylvania State University.

    Posted in: Andrew D. Linden, Business Law, Danielle M. DeFilippis, Food, Beverage & Hospitality, Intellectual Property, Liquor Law, Licensing, Manufacturing and Distribution, Matthew B. Andersen, News, Theodore J. Zeller III | Tags: , , , , , , , ,

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