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5 Ways China Can Improve its Trademark Laws

The meteoric rise in the number of trademark applications in China over the last five years is a testament to the power and importance of China as a market for brand owners. In 2012, there were approximately 1.5 million applications filed in China, and by 2016 that number rose to 3.6 million. In 2017 applicants filed 5.7 million new applications[i]. That number dwarfs the 590,000 new applications filed in fiscal year 2017 at the U.S. Patent and Trademark Office, the second busiest trademark office[ii].

Brand owners recognize that in order to do business globally, they need to devise a strategy in China, whether they will offer products or services directly there or not. Part of the reality of this brand protection strategy is a defensive attempt to prevent fraudulent filings by third parties in order to avoid either paying the applicant to get the brand “returned” to the rightful owner or paying steep legal fees for seemingly never-ending legal battles that may not go in their favor[iii]. China is a “first-to-file” country, meaning that rights in a mark are established through registration, not use. The filing date preserves the applicant’s rights in the mark, whether legitimate or not. U.S. business owners wanting to do business in China often find themselves facing a whole host of frustrations not only due to issues such as fraudulent registrations, but also because of other legal restrictions that impose undue burdens on evidence production and bringing claims in court.

Has Chinese trademark law and policy kept pace with China’s ever-increasing importance in the global marketplace for businesses wanting to protect their brands? After new trademark legislation was introduced in 2013, China announced earlier this year that it is considering further sweeping changes to its IP administrative structure and legal processes, including the creation of a single IP agency (the State Market Supervision Administration)[iv]. As part of this process, China has solicited public opinion on potential revisions to Chinese trademark law. Below are five recommendations for modifications to the current legal regime that would benefit U.S. business owners seeking to do business in or with China.

  1. Hire more trademark examiners

While not a change in the law per se, hiring more trademark examiners will help overcome some of the legal pitfalls that come with having too few examiners to keep up with the ever-increasing number of applications. The current wait from time of application to registration can run as long as 12 to 18 months even if no refusal issues, meaning that even though an owner can preserve a filing date, the status of registration and the rights that go with it are in limbo for a long period of time. Without a registration, a trademark owner cannot fight counterfeiters, particularly on sites such as Alibaba, TaoBao, and TMall, cannot record their trademark with China Customs, and will have a much harder time trying to file any type of unfair competition action in courts in China.

What’s more, each examiner gets about ten minutes to examine each application, which includes a determination of conflicts with prior registrations or prior-filed applications, examination of the application formalities, determination of distinctiveness, and examination of the proper identification of goods and services. With so little time to give to each application, the quality of examination is bound to suffer, resulting in frustrated applicants and a large number of registrations on the Register that may not belong there. With extra clutter on the register, trademark examiners are likely to cite these irrelevant registrations against future applicants, blocking their registrations.

  1. Institute a declaration of use requirement after three years

Some first-to-file jurisdictions, such as the Philippines, require the registrant to prove use of the mark in commerce in connection with the goods or services of the registration after three years in order to maintain the registration. This gives applicants the incentive to file applications for marks they actually intend to use, since there is extra cost involved in either submitting the declaration of use or refiling a new application before the third year is up. A lot of the “chaff” on a registry could be removed by instituting this requirement, allowing legitimate brand owners to have more options.

This type of requirement is not without potential downsides, however. Fraudulent filers can easily fake use specimens or declarations, as some have done in the U.S. to try to get around the strict use requirements for registration[v]. It also makes defensive filings more difficult and costly. And, it could add a burden to the trademark examiners who are already overburdened. Nevertheless, in combination with the third recommendation below, adding the declaration of use requirement could help combat fraud by making non-legitimate filing less profitable and more difficult.

  1. Formalize sanctions for lawyers, agents, and other individuals who knowingly file fraudulent applications

There are few if any consequences for fraudulent filers and for the lawyers and trademark agents who knowingly assist them. Monitoring repeat fraudulent filers and formalization of a black list would make it more difficult for trademark squatters to profit from registering multiple famous or well-known trademarks[vi]. Monetary sanctions or other legal consequences along the lines of censure or disbarment from practice before the trademark office for lawyers and agents who knowingly help squatters file the fraudulent applications would also help reduce these types of filings. While it’s certainly possible that clients aren’t always forthcoming with accurate disclosures to their counsel, it’s fairly obvious when someone other than Apple files an application to register the mark iPhone or iPad[vii] that something is not above board.

  1. Make evidentiary procedures more transparent and less onerous for foreign parties

Any foreign lawyer who has ever tried to work with clients to collect evidence to support a client’s opposition or any other administrative or judicial proceeding in China has had moments of significant frustration. Foreign witness declarations are not generally accepted in China Trademark Office (CTMO) proceedings, or are given little to no weight, even if signed and properly notarized. The CTMO does not have any formal guidelines for how to present evidence generated outside of China, and it is unclear as to how it may be treated in a proceeding[viii]. The Trademark Review and Adjudication Board (TRAB) has formalized guidelines to accept documents generated outside of China but requires such documents to be both notarized and legalized[ix]. The legalization process is both time consuming and costly if there are more than a few documents.

In addition, in a proceeding before the CTMO, such as a non-use cancellation proceeding (which is often necessary to try to cancel marks that have been on the Register longer than three years, do not appear to be in use, and are blocking a client’s application), the party bringing the action does not have the opportunity to examine the registrant’s evidence submitted to the CTMO until after the decision has been rendered[x]. The complainant must file a request to review the evidence with the TRAB, and then try to challenge the evidence. The process again becomes more time consuming and costly, which acts as a disincentive to any foreign trademark owner with legitimate claims.

Providing policy guidelines to the CTMO for how evidence should be treated will take some of the guesswork out of the process for foreign parties that need to present evidence from outside of China to support their case. Also, giving the complainant a chance to challenge potentially fraudulent or weak evidence in an ex parte proceeding before the decision is final will allow the CTMO to take that argument into consideration, and perhaps make decisions that will further help to prevent fraudulent or inactive registrations from cluttering up the Register.

  1. Streamline judicial and administrative, and make bad faith a sole ground for invalidation

It is common in opposition proceedings against fraudulent applications or non-use cancellation actions against inactive registrations for the defending party to not respond. In the U.S., the Trademark Trial and Appeal Board may issue a default judgment against the defending party, which can be appealed. However, in CTMO proceedings, the prosecuting party must continue with the case and present arguments and evidence through final determination, notwithstanding the lack of any response from the other side. Allowing for the issuance of default judgments would not only save time and money for the prosecuting party, but also save CTMO resources that are needed elsewhere.

Perhaps the most helpful change that would benefit foreign filers dealing with trademark squatters is allowing invalidation and opposition proceedings to be brought on the sole grounds of fraud or bad faith filing. In the current version of the China trademark law, there is no provision for bad faith as a ground for opposition or invalidation, although it may be considered in conjunction with other claims and as part of the supporting evidence presented[xi].

It is heartening that China is actively examining and proactively modifying its laws, procedures, and policies to reflect the issues and realities faced by both domestic and international brand owners and is addressing the exponentially increasing influx of trademark applications. The evolution of its intellectual property legal framework to match the demands of both domestic and international filers will only help to strengthen its position in the global marketplace.

[i] https://www.lexology.com/library/detail.aspx?g=d03004b3-4737-4513-a49b-d3af0840c944
[ii] https://www.uspto.gov/dashboards/trademarks/main.dashxml
[iii] New Balance learned a hard lesson about not filing an application for the Chinese character equivalent of its mark before using it: See https://www.wilsonelser.com/news_and_insights/insights/2329-chinese_court_stuns_new_balance_with_16_million
[iv] http://www.worldtrademarkreview.com/Blog/detail.aspx?g=209a6df8-bcd7-4dc6-83e4-27bb198f2f89
[v] https://www.wsj.com/articles/flood-of-trademark-applications-fromchinaalarms-u-s-officials-1525521600?mod=searchresults&page=1&pos=3
[vi] Currently, under the 2013 law, the CTMO may put agencies on a blacklist and issue monetary penalties, but do not have to enforce these restrictions. Kossof, Paul, “The New Chinese Trademark Law” The Trademark Reporter Vol. 104 No. 4, July-August 2014.
[vii] https://www.nytimes.com/2016/05/05/technology/apple-loses-iphone-china-trademark-case.html
[viii] Various discussions with local counsel in Beijing, China, 2018.
[ix] Id.
[x] Id.
[xi] Ferrante, Michele, “Strategies to Avoid Risks Related to Trademark Squatting in China” The Trademark Reporter Vol. 107 No. 3, May-June 2017.

How to Get Your Startup Acquired

There are many great reasons to start your own company, including the desire to be your own boss, the desire to make something happen, passion about your product or service, or even the desire to make more money. A successful startup will need the following:

  • A solid sales and marketing plan;
  • High-quality accounting;
  • strong legal team;
  • A great corporate structure;
  • A dedicated managerial team;
  • Healthy financial resources or a solid plan to get them; and
  • Ensuring that best industry practices are followed.

Regardless of the reason for starting your own company, a startup requires many factors to work so the likelihood of success for startups is still relatively low. Many entrepreneurs are satisfied with their startup being acquired (i.e. bought over) by a bigger company, so that they can reasonable profit upon selling their business. In fact, in the global market, American companies are major acquirers of startups and pay more per acquisition than European companies. Like any buying and selling transaction, there are lots of factors to consider before agreeing to let a bigger company acquire your startup.

Potential Buyers

First, it is important to understand what kind of buyers/acquirers you may encounter:

Venture Capitalists

Potential buyers could be venture capitalists (VCs), who want to take your company to a new level. In some cases, VCs offer to just invest in your company, while guiding you to success; but in others, the VCs might ask you to step aside, sell your interest, and give up your job in exchange for a large sum of money. If you elect to take VC money as an investment, your investors will likely point out areas of improvement to increase profits. In the case of most startups, few thoroughly analyze their operation for potential problem sectors.

A Competitor

You may not be the only company in the market for your particular product or service, and might have numerous competitors. A competitor may wish to acquire your startup to capture your customers as theirs, or they may buy your company so they can shut it down to eliminate their competition.

Strategic Buy

A company that your startup supplies to may find it more practical to acquire your business rather than pay you money for your products as its vendor. Alternatively, a company may want to buy your company so that it can sell your products to their customers under their name.

Intellectual Property

Patents, trademarks, and other intellectual property can be highly valuable, and if you have a patented product or a trade name that another company wants, you can be an acquisition target.

Now What?

We’ve identified the different buyers that may want to acquire you, and their possible reasons for wanting to acquire your startup, which is the easy part. The next step is to identify how to make your company visible and attractive to potential acquirers. The following is a list of things you will need to do this:

Those with the Means to Acquire You

When big companies look to expand, they have to decide whether to build or buy. Hypothetically speaking, let’s say that General Mills is looking to add energy bars to their arsenal, which your startup happens to produce. General Mills can always start an energy bar division from scratch, but if a company exists that already meets their criteria, then buying that company may be more cost effective than building one from scratch. If you are setting yourself up as an acquisition target, you need to first identify potential buyers, and then once they have been targeted, you need to get your startup ready.

A Solid Vision

It is important to make sure your company’s vision aligns with your potential acquirer. For example, if Pepsi is the targeted buyer, and they are currently looking to target a healthier market, you should tailor your next big product launch to be for a health-based drink, and not something like Super Sweet Natural Sugar Flavored Tea.

The idea is to look for and attract potential acquirers that are compatible with the products and services of your startup.

An Attractive Product

If acquisition is the main goal, you will need a superior product. An old-school business motto is that to enter a market, you need a product or service that is better, cheaper and faster than the ones that already exist. Today, disruptive is also on that list. Clayton Christensen described disruption as an “innovation that creates a new market and value network and eventually disrupts an existing market and value network, displacing established market leading firms, products and alliances.” Chief examples are Uber and Lyft.

Talent

Sometimes an acquirer can be drawn in by a well-oiled team. A company will consider buying a startup if they know the team is well-versed in the product or service and they can avoid the learning curve that comes with hiring new people.

A Good Story

Another thing in common about startups that are successfully acquired is a great story. That great story can be about how you develop your products, build your company structure, serve your customers, and simultaneously plan for the future. A great story goes a long way in attracting potential acquirers.

Proprietary Technology

Technological integration of your product or service can really boost the chances of acquisition. For example, well-developed app or system that efficiently moves your product or service into your customer’s hands can quickly make you visible to bigger companies looking to expand.

History

Companies with a clean history will have a much better chance of being acquired. A recent CEO looking for financing on Shark Tank was was rejected once the sharks discovered that the company had lost $14 million earlier and had been operating for 10 years without showing a profit.

Joint Value

Finally, position yourself so that you can show how a potential deal will add value to both you and your acquirer. The key is to show the potential acquirer that their purchase will push them towards profitability, while making certain that your efforts and hard work are also rewarded.

This article  was originally posted on UpCounsel

What to Ask Your Attorney About Legal Expenses and Intellectual Property

1. What is the legal team’s background in working with other clients in a similar industry, company size, or stage as a small business owner?

Different industries have different needs. If representing a food-catering business, you will need to know about various local and city permits needed to obtain. If presenting e-commerce businesses, you need to be familiar with internet sale taxes cross state lines. A large company is most likely to require more extensive business, investment, and employment contracts than a startup due to transaction size and risk exposure.

2. What is a realistic budget for legal expenses?

A quarterly, if not an annual, legal budget so small business owners know what amount to set aside.

3. What are realistic timelines for my company’s objectives?

Timeline of legal projects to undertake, their priorities, and how long it takes to accomplish them.

4. What kind of proprietary assets does the company have? Has the company adequately protected its intellectual property?

This is key to understanding fees for budgeting purposes.

5. What is the legal team’s background in working with other clients in a similar industry, company size, or stage as a small business owner?

Different industries have different needs. If representing a food-catering business, you will need to know about various local and city permits needed to obtain. If presenting e-commerce businesses, you need to be familiar with internet sale taxes cross state lines. A large company is most likely to require more extensive business, investment, and employment contracts than a startup due to transaction size and risk exposure.

6. What is the best way a small business owner can protect personal wealth and assets from business risks?

Incorporate the business, treat the business as a separate entity with separate bank accounts, and document important decisions made during the course of the business (such as raising capital, taking on loans, entering into major business contracts) with your business partner. Typically, such documents are known as directors’ resolutions or minutes.

7. What specifically are small business owners most confused about when you first meet with them?

The type of entity to form – LLCs, C corps., S corps., and which state to incorporate.

8. How can quality legal services help a small business grow?

Quality legal services will help a small business grow in two ways. Internally, quality legal services can build a foundation upon which the small business can grow and expand quickly, such as streamlining the process of raising capital, recruitment, awarding of incentive compensation, and creating templates for business contracts. Externally, quality legal services can help small businesses immensely in contract negotiations with Fortune 500 companies, as some of those contracts can be very convoluted. An experienced attorney’s job will be to assist the client in getting favorable terms, protect the client from taking on responsibilities that outweigh the benefits the client will be receiving, while at the same time maintaining a good relationship with the Fortune 500 company with hopes of such Fortune 500 company to further engage the client.

9. How can quality legal services help small businesses save money?

Quality legal services will advise small businesses what’s a necessary legal expense, what is optional. For example, I have a startup client who would like to file 10 trademark applications to cover their products. As their lawyer and knowing they are a startup, my job is to see if there is a way to file fewer applications that will cover just as wide of a scope, or at least to cover the important products.

10. How can small businesses maximize the value of their legal team’s services?

Provide your legal team with adequate context surrounding a legal matter. For example, when asking your legal team to review a contract, it will be helpful to provide your legal team with a bit of history regarding the relationship between the parties, how important the project is to the small business, so the legal team knows how aggressive it should be. Also, it really helps the legal team if the client is very organized and asks focused questions!

11. Should business partners have the same amount of equity in a company? Why or why not?

As long as the equity split does not contribute to a deadlock situation, this should be fine. For example, if only two business partners, a 50/50 split will not be a good idea. However, if there are three business partners, it’s OK to have 33 1/3 split each, as a deadlock situation is not possible.

12. What are the top three things a small business owner should be aware of when purchasing an existing business?

Accurately determine the value, review the business’s tax returns to determine profitability, and if there is any outstanding tax liability, determine why the business is for sale.

This Article was originally posted on UpCounsel

Protecting Intellectual Property: An Easy Guide for Startups

What Is Intellectual Property?

Intellectual property (IP) is a general term for the rights recognized by U.S. law for creations of the mind, including:

  • Patents – rights granted to inventors for novel and useful inventions.
  • Trademarks – rights granted to businesses relating to the branding of their goods and services (company, product and service names).
  • Copyrights – rights granted to authors for tangible expressions of ideas (art, literature, music, software code, architectural plans).
  • Trade secrets – rights granted to businesses relating to their unique and valuable intangible assets (business processes, client and customer lists, procedures, practices, formulae, research notes, market data).

Types of Patents

There are three types of patents that every startup should be aware of:

Utility Patents – According to the USPTO, utility patents are for inventions, “… of a new and useful process, machine, manufacture, or composition of matter, or a new and useful improvement thereof.” Utility patents are for the protection of how an invention is used and works.

Business Method Patents – Business methods are also protectable under U.S. patent law. A business method patent is actually a form of utility patent that protects new methods of doing business, such as those used, for example, in banking, tax compliance, and e-commerce, to name a few.

Design Patents – Design patents, as described by the USPTO, are “Issued for a new, original, and ornamental design embodied in or applied to an article of manufacture.” A design patent, “permits its owner to exclude others from making, using, or selling the design.” A design patent may provide protection for IP when a utility patent is unavailable.

All three types of patents should be considered by a startup as part of its IP protection strategy.

Why Is Intellectual Property Important to a Startup?

If your startup or early-stage business has IP rights, you can:

  • Put the world on notice that you own those rights by registering them with the U.S. Copyright Office or the U.S. Patent and Trademark Office (USPTO), and by using the proper notice symbols on tangible materials that contain your IP (©, ® and Patent Pending).
  • Prevent unauthorized third parties (infringers) from unfairly competing with you by reproducing your copyrighted works, using confusingly similar trademarks on their products, making/selling products similar to your patented products, or stealing your trade secrets.
  • Use your IP rights to generate revenue by (1) directly selling copyrighted, branded, patented, or other proprietary products and services, or (2) licensing your copyrights, trademarks, patents and trade secrets to others in exchange for royalties.
  • Build joint ventures and alliances with other companies to develop and sell new products and services by combining your IP rights with intellectual property owned by your strategic partners.

Important Steps for Startups to Take for IP Protection

1. Engage an IP lawyer

IP rights function like government-sanctioned monopolies, and that exclusivity can potentially make them very valuable. For that reason, intellectual property law is complicated and imposes various requirements on IP owners to claim, protect and preserve their IP rights (and to prevent IP assets from falling into the public domain — i.e., available for anyone to use without the owner’s permission). Your startup will need a reputable lawyer who specializes in IP law to help you devise an effective strategy for managing and protecting your IP, and to avoid the common mistakes business people make that can have serious legal and financial implications.

Because many IP rights depend upon confidentiality (for example, inventions that have been publicized prior to filing a patent application cannot be patented — see the discussion of “EPD” below), a lawyer is the ideal advisor for a startup since lawyers are ethically and legally required to keep all of your communications confidential. A non-lawyer IP consultant does not have strict confidentiality obligations unless you have a contract imposing such obligations.

2. Identify Your IP

Make a comprehensive list of every business idea, invention, new product or service concept (or any improvement or advance to an existing product/service), potential product name, slogan, logo, business process, market or customer niche, or other proprietary idea that you think your startup owns and is unique and potentially valuable. Your lawyer can help you figure out whether these ideas, concepts, inventions, names and business processes qualify as potential patents, copyrights, trademarks or trade secrets.

3. Make sure you own the IP

Before you can determine whether your IP is protectable (including, for example, by registering it in the U.S. or abroad) you’ll need to confirm that your company actually owns the IP (and can continue to own it if things happen in the future):

  • Do your former employers own the IP? If you and your co-founders created the IP for your startup while you were employed by other companies, check your old employment agreements to make sure that your prior employers do not have grounds for a potential claim. If you developed your new business’ ideas during work hours, or while using the prior employer’s resources, you could be at risk.
  • What happens if you and your co-founders break up? The startup should continue to own the IP even if one or more founders walk out the door. You don’t want a former founder setting up an identical competing business. Ask your IP lawyer to draft a simple Intellectual Property Assignment agreement that ensures the company owns the IP even if the relationship turns sour.
  • Have you given away rights in the DIY contracts you drafted? If your startup signed up customers or suppliers before hiring a lawyer (likely to save money), you need to have your lawyer review those agreements. Ask your lawyer to read through all of your existing contracts to make sure that you haven’t agreed to terms that grant more IP rights to your customers and suppliers than absolutely necessary.

4. Research Your IP

Once you have a list of your startup’s significant IP, you need to confirm the extent to which that IP is unique and original (and therefore legally protectable).

Search the patent records on the USPTO’s website to see if your invention (or something very similar) has already been patented. Then do a “prior art” search on the internet to find out if a non-patented version of your invention already exists. If your invention or an essential part of it is already in the patent records or out in the world, you will not be able to patent it.

Similarly, you’ll want to search the trademark database on the USPTO’s website and the internet in general to see if your startup’s potential business and product names are available. If similar names are already in use in the marketplace on similar products (or if similar names have been applied for or registered with the USPTO for similar products), those trademarks may not be available.

5. Avoid Enabling Public Disclosure (EPD)

As mentioned above, confidentiality is crucial for patentable inventions. Once an invention has been “publicly disclosed” by the inventor, she only has a year to file a patent application with the USPTO. The legal concept of enabling public disclosure (which helps determine what level of disclosure starts the clock running) means you’ve publicized enough information about your product to permit someone else in your industry to copy it. Trade shows, demonstrations to potential investors, press releases and articles in trade publications can be particularly risky for triggering EPD if you’re not planning to file quickly thereafter.

Your IP lawyer can help you avoid EPD as you develop and test your product.

6. Pick Your IP Battles

Money is in short supply for most startups, so you’ll want to map out with your IP lawyer what patents, registrations and other IP-related expenditures need to be prioritized over others. For example, you may decide that you will initially seek patent protection only for the company’s primary product, and protect other inventions as trade secrets using confidentiality agreements. Similarly, you may decide to initially register only the company’s main brand name as a trademark. Additional patents and registrations can often be deferred until more funds become available.

7. Protect Your IP from Investors

If are pitching your startup to potential investors in an effort to raise money, you will need to disclose at least some of your proprietary information to them. To avoid any loss of your IP rights, be sure to:

  • Keep careful records of exactly who has been given access to your private placement memo, business plan or slide presentations, and ask the potential investors to (1) confirm in writing, through non-disclosure agreements (NDAs), that they will not copy or share such materials with others, and (2) return or destroy all paper and electronic copies of the materials if they decide not to invest.
  • Distribute paper or electronic copies of your investor materials only to a limited number of pre-screened potential investors and their advisors. The fewer copies in circulation, the better.

8. Protect IP From Employees and Contractors

To prevent employees and consultants who work for your company from stealing your valuable IP assets and disclosing them to competitors (or starting their own businesses to compete with you), you’ll need them to sign NDAs to keep company information confidential, that is, not disclose company information to third parties. The agreements should also include an acknowledgment that all rights to the inventions or copyrightable material created by them while working for your company are automatically transferred to, and owned by, your company. (Your lawyer can draft an employee/consultant agreement template for you.)

9. Protect Your IP Globally

Many startups fail to recognize the importance of protecting their IP rights outside of the U.S. While applying for a patent in the U.S. is the right place to start, startups need to consider an international patent strategy if they believe their inventions will eventually be sold in other countries. As part of that strategy, startups should consider filing an international patent application (with the USPTO, if a U.S. resident) under the provisions of the Patent Cooperation Treaty (PCT.) A patent application via the PCT provides protection in over 100 countries for up to 18 months to allow for patent filings in those countries where protection is sought.

10. Consider a Provisional Patent Application

provisional patent application is a document filed with the USPTO that establishes an early filing date for the subsequent filing for a non-provisional utility patent. It also allows for the applicant use the term “Patent Pending” in documents describing its invention.

Filing for the non-provisional patent must be done within 12 months of the provisional patent application. A provisional patent application requires inclusion of a specification, but is filed without a formal patent claim, oath or declaration, or information disclosure statement.

11. Consider Track One Prioritized Examination

The USPTO’s Prioritized Patent Examination Program (Track One) allows patent filers to expedite the examination and patent issuance process to less than 12 months. Track One prioritization comes at a substantial cost ($4,000 for large entities, $2,000 for small entities, and $1,000 for micro-entities). However, obtaining a patent earlier can provide a startup with several advantages, including a quicker resulting increase in company valuation, and the ability to obtain foreign patents in a shorter period of time.

This Article was originally posted on UpCounsel

7 Dangers to Look Out for in Commercial Leases

A commercial lease for office or retail space is a serious commitment for your business. They are typically long-term contracts lasting at least five years, the rent is often your second-biggest monthly expense after payroll, and the rights and limitations in your lease agreement have major effects on your ability to expand, contract and relocate your business.

Companies large and small can make major mistakes when planning for new space and negotiating the lease – these are the most common.

1. Not Allocating Enough Time

Conventional wisdom in the commercial real estate industry is to allow six to 12 months to complete a deal for less than 10,000 square feet and nine to 18 months for larger deals. The lead time is required for the various complicated steps in any business relocation – due diligence of possible locations, negotiation of the lease, planning and design of your new space with an architect and engineer, bidding out and awarding the construction work required to customize the space (known as a “fit-out”), obtaining construction and business permits, and completion of the fit-out itself.

Just as important, the lease commencement date needs to take these steps into account. Otherwise, you’ll be paying rent for the new space before you’ve moved in. You’ll also need to coordinate your plans with your current landlord by giving sufficient notice of your move and negotiating a rent deal for any period that you remain in your current space beyond the term of your current lease (known as a holdover).

2. Insufficient Planning

Closely related to the lead time issue is the failure to adequately plan your new space. The way you want to do business should drive the location and design of your space; your real estate shouldn’t determine how you do business.

You need to think about how much space you need and whether you need any specialized space (reinforced floors for heavy equipment? a data center? backup power?). An experienced architect and a good tenant broker/representative can help your senior management consider all the right issues, including:

  • How will you coordinate moving all your business functions, particularly technology and your employees?
  • Who will make decisions about the ongoing project (a committee or one person)?
  • What corporate image do you want to project, and what kind of office space will convey this image?
  • What ratio of collaborative office space vs. private office space makes sense for how your business is run?
  • What is your budget?
  • What space plan makes sense for possible growth? (e.g. How much additional space might be needed in the next three to five years? Or is there a possibility of downsizing?)

3. Lack of Representation

There is no such thing as a “standard commercial lease.” Landlords – the building owners and their property managers – do not have your best interests in mind when they draft a lease, and business real estate deals have none of the legal consumer protections of apartment leases. The financial terms and legal provisions of most commercial leases are specialized and hard to understand, and most business people lack the background to effectively review and negotiate a lease agreement.

You’ll need an experienced commercial real estate lawyer admitted in the state where the property is located – preferably one who has dealt with your landlord (or your landlord’s lawyer) in prior deals. You should also seriously consider engaging a tenant broker/representative – a consultant that represents only commercial tenants (and NOT building owners or property managers) in leasing deals. A good tenant rep will know the condition of your market (like the current “market rent” per square foot in your city), the present and future vacancies in the buildings you are considering, and the best way to deal with the landlords of those buildings.

4. Lack of Due Diligence

The physical and legal condition of your company’s space can significantly affect your business operations, and you need to protect yourself with an investigation of the facts. In addition to reviewing the proposed lease, your real estate lawyer should also:

  • Confirm that the building’s zoning will permit your company to conduct its operations as intended.
  • Engage a title company to produce a report of the building’s liens, mortgage lenders and any pending legal claims.

In addition to planning and designing your new space, your architect and engineer should inspect the building’s electrical, plumbing and HVAC systems and review the space’s compliance with building codes, fire and safety regulations, and disabled person access laws. Your architect should also confirm that the leased space actually contains the square footage stated by the landlord.

5. Not Understanding Crucial Lease Provisions

Term

This is the length of the lease – the commencement and termination dates. Like everything else in a commercial lease this not as straightforward as you think.

  • Does the term start when you sign it or only after you commence operations in the space (i.e. when the fit-out construction has been completed)?
  • Even if rent isn’t payable until you move in, is your business on the hook for building insurance and maintenance charges starting at the signing?
  • Near the beginning of the lease, you’ll see a clause entitled “Term.” This clause describes the length of your lease and specifies the starting and ending dates.
  • How can the Term be extended – does it happen automatically or only after a party gives notice?
  • Are there circumstances when you or the landlord can end the Term early?

Calculation of Rent

The calculation of rent and other tenant charges in most commercial leases is complicated and can result in some unpleasant surprises during the lease term if the terms aren’t fully understood at the beginning.

Some of the common rent structures are:

  • Single net lease or net lease: The tenant pays only its portion of the utilities and property tax (calculated by the percentage of space leased in the building), while the landlord pays for all maintenance, repairs and insurance.
  • Net-net, or double net lease: The tenant is responsible only for its portion of the utilities, property taxes and insurance premiums for the building (again, based on the percentage of space leased in the building), with the landlord paying all maintenance and repairs.
  • Triple net leases: Tenant pays its portion of all costs of the building, except the landlord is generally responsible for structural repairs.
  • Full service gross, or modified gross lease (also called modified net lease): The tenant and landlord agree to split structural repairs and operating expenses (property taxes, property insurance, common area maintenance and utilities), with the tenant’s portion called “base rent.”
  • Percentage lease: Used almost exclusively for leases of retail space, this type of lease means some portion of the rent is calculated as a percentage of the tenant’s customer sales at the property.

In addition, you need complete clarity on how and when rent can be increased – both on an annual basis and cumulatively over the entire Term.

Security Deposit

Unlike a standard apartment lease, a commercial landlord can demand more than 2 months’ rent in cash. It can be whatever amount the landlord thinks it needs based on the creditworthiness of your business. If you are a brand new business without an operating history this will be a big issue for the landlord.

The landlord can also demand a security deposit in the form of a Letter of Credit issued by a bank. With an LC your bank sets aside a portion of your cash so that the landlord has an easy remedy if you breach the payment obligations under the lease (the landlord doesn’t need to sue you in court).

Improvements and Alterations

If the new space needs to be renovated or customized for your operations (a “fit-out”), the lease needs to specifically address these issues. You’ll need to negotiate who does the space design work, who does or manages the construction, whether there are hard deadlines for completion and who pays for it. It is also important to reach agreement on any rent payment obligations during the fit-out.

Parking and Signs

Day-to-day details can also be important in the lease. Does renting space in the building entitle you to a certain number of parking spaces? Do you need to pay for additional spaces if you need them. Where can you install signs identifying your business? Do they need to be designed in a certain way?

Disputes

If your business and the landlord get into a dispute, how will it be resolved? Is there a required period of negotiation? Do the parties need to submit the dispute to mediation (usually cheaper than court) or can the parties sue each other immediately? Are rent obligations suspended during a major dispute? Can you withhold a portion of the rent that reflects the cost of the disputed issue?

6. Not Focusing the Lease Negotiations on Key Business Issues

Prospective tenants should not focus only on the rent and other payment terms – other key lease provisions can be much more significant to the future of your business. It’s important to ask and resolve the following questions:

  • How much notice does the landlord entity need to give if it wants to relocate your space to another part of the building?
  • Can you sublet or assign part of the lease if your business contracts?
  • Can you acquire additional space in the building if your business expands?
  • Can you cancel the lease and move to another building if there’s insufficient available expansion space?
  • Can you extend the term if you want to stay in the building?
  • Can you assign the lease to a buyer of your business?
  • Is the lease still valid if your business has a change of control?

7. Underestimating Negotiation Leverage

A tenant representative will understand the current condition of the real estate market in your city and the current situation of your particular landlord. For example, does the landlord need tenants? Is it about to lose a major tenant which will cause a significant vacancy in the building? Or does the landlord have a fully leased building for the indefinite future? Without this information, your company won’t understand how much negotiating leverage you may have and the range of incentives your landlord may be willing to offer to sign a new tenant.

Landlords will commonly agree to:

  • Periods when no rent is payable (so called “free rent”).
  • Periods of discounted rent.
  • Contributions to the costs of the tenant’s fit-out of the space.
  • Make certain improvements to the building that the tenant wants or needs.
  • A cap on annual rent increases (including the portions tied to building expenses).

In addition, landlords can often be persuaded that no personal guarantee will be required from the tenant’s owners or major shareholders to back up the payment obligations in the lease. Or if a guarantee is required at the beginning of the lease, landlords will sometimes agree that it expires a few years into the initial term once a you establish a reliable payment history.

This article was originally posted on UpCounsel

How to Hire a Great Business Lawyer?

A good foundation is crucial in starting any business and one of the pillars that keep a business stout and upright is a great business lawyer. As a business owner, you want to allot your focus and energy in running and growing the business while someone else is on top of understanding the legalities that surround the business. Just how crucial is it to have an attorney right at the very beginning of your business journey?

The Challenge

Almost every aspect of your business would call for an effective business attorney – from choosing the business type upon putting up the company, to writing contracts, resolving business claims and issues, and navigating mergers and acquisitions, to name a few. A common mistake businesses make is holding off hiring a business lawyer until they need one. Here are some of the aspects of a business in which a business lawyer plays an integral role.

  • Preparing contracts with clients and suppliers. Business lawyers know how to make contracts iron-clad in order for all parties to be well-protected. When signing a contract for any reason, your attorney will be in charge of spotting issues and negotiate revisions to contracts with loopholes that can potentially put you in unnecessary liabilities in the future.

  • Securing intellectual properties through trademark and copyright protection. While patents and copyrights are handled by intellectual property specialists, your business attorney can help you with these as they are part of legal networks. It would be an advantage if your business lawyer can also help you acquire patents and copyrights.

  • Transacting with landlords and real estate sellers. In terms of dealing with properties, and this includes leasing and warehousing, a business lawyer can thoroughly review contracts and agreements to make sure that you are getting into a fair and legitimate deal with a seller. Your lawyer must have a standard “tenant’s addendum” that contains provisions in your favor, which can be included in the printed lease document.

  • Knowing the tax consequences of your business transactions. You want to make sure that you do not encounter unnecessary tax liabilities while on business. While your accountant takes care of preparing and filing of taxes, having a business lawyer means you have somebody who knows how to register your business for both federal and state tax IDs, and understands the tax consequences of your business transactions.

Venues for Finding an Attorney

In your search for a great business lawyer, make use of various resources. This will garner more options and give you the ability to make a valid judgement. There are many channels that you can utilize and here are some of them:

  • Referrals. It is important to understand that every lawyer has their own strengths, and one way to gauge whether a lawyer is best fit for your particular problem is to seek the advice of people who have experienced the same. Find out who they hired at the time, and gather leads from there. However, relying solely on referrals might not give you reliable leads as the relationship between the business owner and lawyer will depend on how they respond to each other’s style and personality.

  • Local Bar Association. A bar association is a professional organization of lawyers serving different purposes. Most bar associations make referrals based on specific areas of law, which can help you find a lawyer with the right expertise and area concentration. However, there are services that make referrals without concern for the lawyer’s level of experience. Seek out referral services that work under programs certified by the American Bar Association.

  • Online Services. Sites such as Upcounsel can aid in finding and connecting with top-rated business attorneys who can provide a wide array of business law services for startups and large businesses alike.

Caveats

Hiring a business lawyer is a major investment for any business, which is why optimal sourcing techniques are very crucial in this process. Not finding the right lawyer for your business will cost you money, and can potentially lead to long-term consequences for your company. Watch out for these red flags when making a decision:

  • The lawyer is not well-versed in the language of your business. In order to properly represent you, your business lawyer must speak your language and understand the field in which you are operating.

  • The lawyer is learning on the job. Your business should not be your lawyer’s on-the-job training. If you see that the lawyer is doing something completely new to him, he may not be the best candidate to represent your business.

  • The lawyer comes up with extra costs. Hiring a business lawyer should be a well-calculated move, and needless to say, it should be cost-effective. Surprise and extra costs must always be kept to a minimum.

Choosing an Attorney

After exhausting your resources to find the right business lawyer and coming up with a short list of candidates, it is time set up interviews. In your initial meeting, be ready and upfront in describing your business and your legal needs. Make sure to express that you are interested in building a long-term relationship. Take careful notes of what the lawyer says and does during the interview, and pay attention to these aspects:

  • Experience. Begin by asking how long they have been practicing law and their areas of expertise. Assess whether their expertise is aligned with the needs of your business.

  • Ability to communicate. It is crucial that you and your business lawyer have rapport, and you can gauge this as early as your initial interview. Your lawyer must be able to express himself clearly, without the use of too much jargon or legalese.

  • Availability. Ask the best way to reach him and how quickly he responds to phone calls or emails. Will he be available after business hours? This is crucial in your working relationship.

  • References. Ask the history of business and cases he had handled in the past, and see if they are similar with yours. You can also ask for a list of clients you can contact to ask about his competence, service, and fees.

  • Fees. Ask about his rate and the payment terms – flat, hourly, capped, etc. It is important to get this information as you can use it when you compare your candidates. However, do not decide based on the rate alone. The lowest rate may not be indicative of quality work.

This article was originally posted on UpCounsel

Which Countries Offer a Passport Without Applicants Having to Migrate?

A few countries in the world grant individuals full citizenship without the trouble of moving there and all other difficulties associated with it. Under such programs, these countries simply require a financial contribution or real estate investment in exchange of providing individuals and stakeholders a second citizenship in a period of two to six months. For wealthy and affluent businessmen and entrepreneurs who do not have the option of immigrating without disrupting their lives, these programs are ideal as they can provide them and their families with the ability to obtain a second passport in a swift and convenient manner.

Below are the most prominent countries in the world that provide people with full citizenship without ever residing there:

Cyprus:

Number one on the list is Cyprus. This is due to the fact that it is the only country that grants investors a European passport in only 6 months without ever re-locating. The passport allows access to 145 countries visa-free and most importantly the possibility to live and work anywhere within the European Union. Obtaining a Cypriot nationality comes with a price tag of Euros 2 Million in luxury real estate, however, for wealthy businessmen becoming a European national is the best option for their families and businesses, certainly well worth investing in. These individuals have also realized the investment power in Cyprus’ booming real estate market. In addition, according to the Cypriot citizenship law, an investor is eligible to sell the property after 3 years, keeping one lower in value for Euros 500,000. This provides investors with the opportunity of making a profit while retaining full citizenship status.

Grenada:

Grenada is a Caribbean country that has seen a great surge in demand for its citizenship. Grenada is special because is the only country in the Caribbean with a citizenship program which allows citizens to apply for an E-2 visa which grants them residency in the USA. The Grenadian passport is the only Caribbean passport that allows visa-free access to China, which can be a major advantage for stakeholders with business operations and ties with China. Grenada grants its passport for a USD 200,000 financial contribution to the country’s National Transformation Fund. The country’s passport holders do not need to relocate to Grenada, and they will also get visa-free access to 120 countries including China, Schengen states, and the United Kingdom.

Saint Lucia:

The citizenship by investment program being offered by this beautiful island in the Caribbean has become a major international player. It namely rose to fame because with a recent change in the legislation the citizenship program became more affordable and because it does not require you visit the country at any point in time. A USD 100,000 contribution to St. Lucia’s National Economic Fund or an investment in a Government-Approved project in St. Lucia will lawfully grant you a second passport allowing you instant visa-free travel to 123 countries worldwide including the Schengen zone and the United Kingdom as well as other notable international business and tourist hubs such as Singapore and Hong Kong. With the launch of The Ritz-Carlton Resort in St. Lucia, that is set to open its doors in 2021, the resort is set to be a major contributor to the country CBI program.

Dominica:

Another favorite country among citizenship by investment programs without the need to immigrate is the Commonwealth of Dominica. It is one of the most cost-effective programs and allows visa-free access to 118 countries. The program has been established since 1991 and it grants an individual full citizenship rights for a financial contribution of USD 100,000 to the country’s Government Fund. Another investment option is Dominica’s Government-Approved real estate projects such as Kempinski Hotel, through which investors have a tangible investment with a profitable potential.

Saint Kitts & Nevis:

This Caribbean country allows you to acquire its citizenship without immigrating and living in it at any point in time. It requires a financial contribution of USD 250,000 to the Sugar Industry Diversification Fund (SIDF) or a real estate investment of USD 400,000 in any Government Approved project. St. Kitts passport offers visa-free travel to 129 countries included Schengen states and United Kingdom.

Antigua & Barbuda:

Unlike other countries in the Caribbean, Antigua does require you to visit the country for at least 5 days before granting you its citizenship, which is certainly worthwhile as the country is stunning. The citizenship program requires a minimum financial contribution of USD 250,000 to the National Development Fund or a USD 400,000 in the country’s Government-Approved project. Its passport allows you visa-free access to 129 worldwide including all of the Schengen zone, UK, Singapore, Hong Kong, and other first world countries.

Portugal:

This is the last country on our list. We chose to mention Portugal in this list because it technically could grants you citizenship without moving or living in the country. The major difference with Portugal and the rest of the countries on the list is that an individual need to obtain a Residency card in Portugal and maintain the card for a period of 5 years, subsequently obtain Permanent Residency and after year 6 he or she could be eligible to apply for Portuguese citizenship, provided that they have a basic knowledge of Portuguese language. The initial residency card is granted after an initial investment of Euros 500,000 in real estate anywhere in Portugal and must be renewed a couple of times over the first 5 years. Once your citizenship is granted, according to the law your passport is irrevocable. Each country, with the exception of Portugal, process the citizenship in a timeframe of two to six months, the period varies from one country to the other and from case to case.

Corporate Governance

Institute of Company Secretaries of India –
“Corporate Governance is the application of Best Management Practices, Compliance of Laws in true letter and spirit and adherence to ethical standards for effective management and distribution of wealth and discharge of social responsibility for sustainable development of all stakeholders.”

Standard and Poor – “Corporate Governance is the way a company is organized and managed to ensure that all financial stakeholders receive a fair share of the company’s earnings and assets.”

Objectives of Corporate Governance: –
Corporate Governance is aimed at creating an organization which maximizes the wealth of shareholders. It envisages an organization in which emphasis is laid on fulfilling the social responsibilities towards the stakeholders in addition to the earning of profits. The objectives of Corporate Governance is to ensure the following:

1. Properly constituted Board capable of taking independent and objective decisions.
2. Board is independent in terms of Non-Executive and Independent Directors.
3. Board adopts transparent procedures and practices.
4. Board has an effective machinery to serve the concerns of the Stakeholders.
5. Board to monitor the functioning of the Management Team.
6. Properly constituted Board capable of taking independent and objective decisions.
7. Board is independent in terms of Non-Executive and Independent Directors.
8. Board adopts transparent procedures and practices.
9. Board has an effective machinery to serve the concerns of the Stakeholders.
10. Board to monitor the functioning of the Management Team.
11. Board remains in effective control of the affairs of the Company.

Elements of Good Corporate Governance:-

1. Role and Powers of the Board.
2. Legislation
3. Management Environment
4. Board Skills
5. Board Appointments
6. Board Induction and Training
7. Board Independence
8. Board Meetings
9. Board Resources
10. Code of Conduct
11. Strategy setting
12. Financial and Operational Reporting
13. Monitoring the Board Performance
14. Audit Committee
15. Risk Management

Secretarial Standards:-
The Institute of Company Secretaries of India has issued the following Standards in order to maintain the uniformity of procedure with regard to the Board Meetings, General Meetings, Payment of Dividend, Maintenance of Registers and Records, Recording of Minutes and Transfer and Transmission of Shares.

A brief detail of these standards is given as under: –

SS1 – Meetings of Board of Directors: –
The Secretarial Standard -1 deals with the meetings of the Board of Directors. It deals with the various aspects of the conducting the Board Meetings, the frequency of such meetings in a year, Quorum required for the meeting, powers of the Chairman in such meetings, and recording of minutes of such meetings.

SS2 – General Meetings: –
The Secretarial Standard -2 deals with the General Meetings. It explains the procedure of conducting the General Meetings, the frequency of meetings in a year, Quorum required for the conduct of the meeting, powers of the Chairman in such meetings, recording of minutes of such meetings, a procedure of voting, etc.

SS3 – Dividend: –
This Secretarial Standard pertains to Dividend. It illustrates the calculation of amount payable as a dividend, declaration of dividend, Treatment of Unpaid Dividend, and Transfer of Dividend to Investor Education and Protection Fund(IEPF).

SS4 – Registers and Records
This Secretarial Standard enumerates the various Registers required to be maintained as per statutory requirements. It requires the following registers to be maintained:

Register of members and Debenture holders.
Register for Contracts u/s 301.
Register of Directors u/s 303.
Register for Transfer of Shares.

SS5 – Minutes
This Secretarial Standard deals with the recording and signing of Minutes of the Meetings.

Minutes should contain:
(a) The appointment of the Chairman of the meeting.
(b) The presence of Quorum.
(c) The fact that certain registers and documents were available for inspection.
(d) The number of members present in person including representatives.
(e) The number of proxies and the number of shares represented by them.
(f) The presence of the Chairman of the Audit Committee at the Annual General Meeting.
(g) The presence if any, of the Auditors, the Practising Company Secretary who issued the Compliance Certificate, the Court appointed observers or scrutineers.
(h) Reading of the notice of the meeting.
(i) Reading the report of the auditors.
(j) Summary of the opening remarks of the Chairman.
(k) Summary of the clarifications provided.
(l) In respect of each resolution, the type of the resolution, the names of the persons who proposed and seconded and the majority with which such resolution was passed. Resolutions should be written in the present tense.

SS6 – Transfer and Transmission of Shares
This Secretarial Standard deals with the procedure of Transfer and Transmission of shares held singly and jointly. The register and records pertaining to transmission should be preserved permanently and kept in the custody of the secretary of the company or any other person authorized by the Board for the purpose.

Factors Influencing the quality of Corporate Governance:-

1. Integrity of the Management
2. Ability of the Board
3. Adequacy of the Process
4. Quality of Corporate Reporting
5. Participation of Stakeholders
6. Quality of Corporate Reporting

Committee Reports on Corporate Governance:-

Narayana Murthy Report on Corporate Governance: –

Corporate Governance is beyond the realm of Law. It stems from the culture and mindset of management and cannot be regulated by legislation alone. Corporate Governance is all about openness, integrity, and accountability.

It is a key element in improving the economic efficiency of the firm. Credibility offered by Corporate Governance also helps in improving the confidence of the investors – both domestic and foreign. It involves a set of relationships between a company’s management, its Board, shareholders, and Stakeholders.

Kumarmangalam Birla Committee on Corporate Governance: –

All companies are required to submit a quarterly Compliance Report to the Stock Exchanges within 15 days from the end of financial reporting quarter.

The Report has to be submitted by Compliance Officer or by the Chief Executive Officer after obtaining due approvals, on the following clauses:-
Board of Directors
Audit Committee
Shareholders/ Investors Grievance Committee
Remuneration of Directors
Board Procedures
Management
Shareholders
Report on Corporate Governance

CII – Desirable Corporate Governance: –
Corporate Governance helps in maximizing the long-term shareholder value. It is more a way of business life than a mere legal compulsion. Four ideas, which should be the guiding force of company’s philosophy on Corporate Governance are:-

– Transparency
– Accountability
– Disclosure
– Value Creation.

The Code of Business Conduct and Ethics helps to ensure compliance with legal requirements and other standards of Business Conduct. All company Employees and Trainees are expected to read and understand this code of ethics, comply with all applicable policies and procedures, and ensure that all agents and contractors are aware of, understand and adhere to these standards.

The Company expects all employees, agents, and contractors to exercise good judgment to ensure all employees, agents, and contractors and to maintain competitive, efficient, positive harmonious and productive Work Environment and business organization.

Insider Trading:-

Insider trading is the trading of a corporation’s stock or other securities (e.g. bonds or stock options) by corporate insiders such as officers, key employees, directors, or holders of more than ten percent of the firm’s shares. Insider trading may be perfectly legal, but the term is frequently used to refer to a practice, illegal in many jurisdictions, in which an insider or a related party trades based on material non-public information obtained during the performance of the insider’s duties at the corporation, or otherwise misappropriated.
Prohibition on dealing communication or counseling on matters relating to inside trading: –

3. No insider shall –
(i) either on his own behalf or on behalf of any other person, deal in securities of a company listed on any stock exchange when in possession of any unpublished price sensitive information; or
(ii) communicate, counsel or procure, directly or indirectly, any unpublished price sensitive information to any person who while in possession of such unpublished price sensitive information shall not deal in securities.

(iii) Provided that nothing contained above shall be applicable to any communication required in the ordinary course of business or under any law.

3A. No company shall deal with the securities of another company or associate of that other company while in possession of any unpublished price sensitive information.

An Overview of the ILO Constitution on Fundamental Principles and Rights at Work

The International Labour Organisation adopted the Declaration on Fundamental Principles and Rights at Work in 1998. Although this process started in 1995 at the Copenhagen World Summit for Social Development, it was finally adopted in 1998 and since then it has been gaining pace. The features of the Declaration serve as its identification of the core standards; they are applicable to all the Member States irrespective of the fact whether they have ratified the Conventions.

Notably, the Declaration conferred upon the international community equal importance for human rights, liberalization of international trade, improved labour standards at the national level, and a decentralized system of labour standards implementation making the standards more readily palatable to employers. However, due to the problematic nature of the international enforcement mechanisms, some scholars have criticized these labour standards as impractical. In this regard, the main criticism states that issues pertaining to trade and labour must be kept separate as bringing labour issues into the World Trade Organisation would mean imposing trade sanctions to issues such as child labour.

The preamble of the ILO provides for universal support and acknowledgement in promoting fundamental rights at work and also for their universal application. The principle of ‘freedom of association’ has been expressly stated in the Constitution, but the principle of ‘equal work for equal pay’ is only interpretative in nature. There isn’t any express mentioned about equal work for equal pay in the Constitution. In a nutshell, the Constitution speaks for social justice, issues relating to the regulation of the hours of work, regulation of labour supply, prevention of unemployment, protection of workers against sickness or injury, living wages, protection of children and women, provision for old age, protection of workers interests in countries other than their own and other measures. In contrast to this, the 1998 Declaration relatively promised less number of commitments. It did not provide for workplace safety, limits on work hours, freedom from workplace abuse, neither minimum, nor fair or living wage.

Although the labour organization’s monitoring and supervising standards have gained international acknowledgement, countries such as U.K. and U.S. have criticized the system for lacking proper follow-up mechanism. In this regard the Organization claimed that follow-up being not mandatory is more of a strictly promotional nature providing a global picture of the state of implementation of each category of fundamental principles and rights. Such a defence cannot be easily accepted. Hence creating a proper follow-up mechanism remains a target to be achieved in the near future as that would mean a positive contribution towards the expansion of future international labour rights regime.

Coping With The Pressure Of A Bankruptcy Case

Nobody wants to be in a situation where they have to file up a bankruptcy case, but if you end up being in a situation where bankruptcy is the only option. Then you can cope up with this with the help of bankruptcy attorney, as they will be able to guide you through this process real quick and help you sort out most of the work easily.

Filing for bankruptcy process can be really difficult as well as annoying, as it involves a lot of paperwork, continuous attending the meeting and going for interviews and questioning sessions. Bankruptcy process will definitely affect the smooth quality of life you were spending but not just that, your business handling scenarios will also have a huge impact as you might make certain tough business decisions really fast because of not having a proper state of mind. This issue is most probably going to affect you completely and this way you might really end up in depression. But a proper step must be taken in order to get back your daily life, if not that at least have a sound mind and simple living. This can be possible if you follow out certain steps for yourself in order to make the bankruptcy process successful plus deal with your health issues as well together, which is possible if you have professional bankruptcy attorney by your side to guide you through the process and handle most of your pressure-giving works.

Now You Must Be Wondering How You Can Make The Bankruptcy Process Successful And Focus On Your Health Together. This Sounds Difficult But It’s Actually Possible If You Follow Up These Below Pointers.

  • Accept Your Feelings

Losing a business just because of bankruptcy can feel really similar with losing your loved ones, as you have invested not just your finance but you have invested your time, care, dedication, efforts and a lot of other things to make your business a success. The position that your business hold at present  is all your hard work, so when it comes to losing it, the situation becomes very painful, for that matter accepting it is very difficult but you have to accept the feeling, as the truth is in front of you, no matter what you do, you are not going to change what is happening, the only thing you can do is accept that you are suffering from bankrupt, don’t let your negative emotional behavior burry you deep and keep you away from positive energies.

  • Have A Team You Can Trust

Sad but true when you are facing bankruptcy, the team who stand up with you in order to build your business, is going to get reduce, the strength of your team will end up becoming lesser and lesser as you are not able to provide them the salary because of running short with money, this might sound really bad but it is something that is going to happen for sure.  So when you trim up your staff, you need to understand that the team must me all of them who has the ability to be beside you, who will help you and support you, who will stand strong with you. Keep your staff minimum to people who are worth it.  Even your Camden County bankruptcy attorney can make a good decision for you so be sure you with the team you hold up. As a business owner, it is powerful enough handling everything coming at you;

  • Don’t Hesitate to Ask Attorney the Tough Questions

The bankruptcy process can be definitely stressful because the law that involves this process is really complicated. If you have any question do not forget to ask them, do remember that any queries you have you must not keep it within you definitely have to make a proper judgment. Don’t be confused or tensed, this professional will solve your problems for sure. A good attorney will really feel nice to help you because it is their responsibilities to give you proper judgment as well as it is their profession. A good professional is going to be quite happy to help you with no matter questions you have got. Your professional person is also the simplest person to clarify how the law applies to your unique situation.

  • Sleep Properly

Make sure you do not have to stay up really late and think about the problem, night thinking is not going to give you any results. Try to get at least proper sleep so that you have a relax and chill mind, every morning you wake up fresh and plan or start up your day with good positive energies. If you do not sleep properly you will be depressed and stressed out every morning, so make sure you are good enough with sleep and get the best results for you.

  • Realize That Bankruptcy Is Your Best Option

Business owners might find that filing for bankruptcy is simply the best choice for their own mental health. This isn’t a choice that somebody else will bring you, but having smart advice will facilitate. A financial skilled will assist you to decide if your company contains a reasonable likelihood of recovery or if bankruptcy is really the most effective way to go. If you do decide to file for bankruptcy, attempt to not consider it as “giving up.” consider it as beginning fresh. Before you’ll be able to succeed, you need to first settle for failure without worrying.