Category Archives: Trusts & Estates

Assouline & Berlowe is a Proud Member of Nextlaw, the Largest Worldwide Network of Attorneys – Now Ranked by Chambers

Chambers Approved (00261036xA4579)

MIAMI, Florida – March 15, 2019. Assouline & Berlowe, P.A. is pleased to announce that Nextlaw Referral Network (NRN) has been recognized as a Leading Global Legal Referral Network by Chambers & Partners in the Chambers 2019 guide. Assouline & Berlowe, P.A. has been a member of Nextlaw Network since September 2016.

Nextlaw Network has achieved this milestone faster than any network in history, having been founded in October 2016 by Dentons, the world’s largest law firm. The Network grew to be the largest in under one year and is now three-times larger than the second largest network in the world.

“We are proud to be the champion of the small to medium-size law firms,” said Nextlaw Network CEO Jeff Modisett. “Until now, medium-sized law firms were excluded from most networks because of high annual fees and the exclusive, territorial and monopolistic nature of the traditional network business model. Our Network welcomes all top law firms in the world, focusing on quality, not size.”

Assouline & Berlowe, P.A. Managing Partner Eric N. Assouline, Esq. said, “Membership in the Nextlaw Referral Network provides us with unprecedented global reach, including leading capabilities in 205 countries. We have access to top lawyers in any practice, industry or sector, anywhere in the world, enabling us to provide our clients with the best local and global services possible. The Nextlaw Referral Network makes us truly ‘in and of the community.’”

Chambers is an independent legal directory that conducts in-depth interviews, reviews submissions from law firms and collects feedback from clients to identify and rank the most outstanding legal referral networks, law firms and lawyers.

Nextlaw Network has more members and covers more countries than any other single legal referral network in the world. Members conduct more than 2,000 searches per month on the network’s advanced proprietary platform, which is seamlessly linked with its sister network, the Nextlaw Public Affairs Network. More than 70 percent of NRN members are Chambers ranked.

The Network also serves as a strategic platform by distributing cutting-edge legal technology at discounts to members, working with another sister company, Nextlaw Labs. Nextlaw Labs curates the best technology in the profession. The Network also promotes thought-leadership in emerging, disruptive technologies, such as AI and Blockchain.

Nextlaw Network is one of the only referral networks that offers inter-disciplinary functionality. In today’s complex global environment, clients often need access to professionals who understand the regulatory, business and economic cultures everywhere they do business, which means integrating legal and public affairs representation.

The Network provides no jurisdictional exclusivity, due to its guiding principle to offer clients the best lawyers in any practice, sector, anywhere in the world.
Assouline & Berlowe, P.A. is a South Florida Business Law Firm, formed in 2003, with offices in Miami, Ft. Lauderdale, and Boca Raton. Assouline & Berlowe, P.A. concentrates its practice in the areas of: Intellectual Property Law and Litigation; International and Domestic Dispute Resolution, including litigation, arbitration, and appeals; Real Estate and Corporate Law and Litigation; Labor & Employment Law; Trusts, Estates & Probate Administration and Litigation; and Creditors’ Rights and Bankruptcy.
About Nextlaw Referral Network
Nextlaw Referral Network is the broadest and most sophisticated legal referral platform in the world. Introduced in October of 2016, it already includes nearly 670-member firms, over 25,000 lawyers covering all of the world’s major jurisdictions in more than 205 countries. In addition, working closely with its sister company, Nextlaw Labs, the platform will also introduce new technologies, products and services to its members. The platform also includes Nextlaw Global Public Affairs Network, the first of its kind network that includes more than 50 of the world’s top public affairs and public relations firms.

ASSOULINE & BERLOWE

Miami Tower, 100 SE 2nd Street, Suite 3105, Miami, Florida 33131

Telephone: 305-567-5576

http://www.assoulineberlowe.com

Intellectual Property, Labor & Employment, Creditors’ Rights & Bankruptcy, Business Litigation, Corporate & Finance, Real Estate, International Law, Trust & Estates, Probate and Guardianship

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Filed under Appeals, Arbitration, Awards, Bankruptcy, BK, Business Litigation, commercial litigation, Copyright, Corporate Law, Intellectual Property, International, International Arbitration, IP Litigation, Judgments, Labor & Employment, labor and employment law, Litigation, Patent Prosecution, private equity, Real Estate, trademark, Trusts & Estates, Uncategorized

ALL RISE – This Moot Court Is Now In Session

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Assouline & Berlowe has a long history of supporting both the legal and non-legal community in South Florida.  From its inception, the Firm has been involved in numerous charitable events and community endeavors.

As part of its support for the local legal community and the South Florida Law Schools, the Firm supports St. Thomas University’s School of Law Moot Court Room, where oral argument by the Florida’s Third District Court of Appeals is often held.

We as a Firm give thanks to the hard work of the local law schools’ professors and staff, which has allowed the legal community to thrive and produce high quality lawyers and judges.

Thank you.

Eric N. Assouline, Esq.

Managing Partner

@assoulineberlowe

 

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Filed under Appeals, Arbitration, Awards, Bankruptcy, BK, Business Litigation, commercial litigation, Copyright, Corporate Law, Intellectual Property, International, International Arbitration, IP Litigation, Judgments, Labor & Employment, labor and employment law, law school, Litigation, Patent Prosecution, St. Thomas University, trademark, Trusts & Estates, Uncategorized

A QUEEN, A KING AND PRINCE WALK INTO A BAR…

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Estate planning is not a joke and, as discussed in Jason’s last blog post, is something that the majority of Americans fail to do.  In this post, I am going to discuss the Queen of Soul, the King of Pop, Prince and Tim Conway (♪♫♪♫ one of these ones is not like the other) and how a proper estate plan would have helped in each of their cases.

In an ideal estate plan, a person is creating several documents that will assist their fiduciaries not only in the event of that person’s death, but also in the event that said person were to become incapacitated.

The Queen

Aretha Franklin, known to many as “the Queen of Soul” died this month. Similar to Prince who passed away in 2016, according to court documents filed by her sons, Aretha Franklin died intestate.  This means that she died without having prepared a Will or a Trust and it is now up to the Probate Court and laws of the State in which she resided to determine who her ultimate beneficiaries are, not to mention who the Personal Representative (executor) will be.  This will likely expose her estate to a long and expensive battle to settle her estate, which would more than likely have been avoided had Aretha shown some R-E-S-P-E-C-T to her entertainment attorney, who was allegedly after her to prepare her estate plan for a number of years.

The Prince

The estate of Prince (was unmarried and had no children at the time of his death) has been embroiled in those long and costly legal battles over his estate, as multiple people claiming to be his heirs came forward before a Court determination. Those heirs have apparently not been able to agree about certain business decisions, complicating an already complex process and resulting in litigation as the estate has worked to capitalize on the Prince’s work and holdings subsequent to his death.  Again, these issues that are now being litigated and will be for years to come would likely have been avoidable with a proper estate plan. (See the Estate of soul legend, Ike Turner, which has been litigated for over 11 years and is still going!)

The King

We have discussed the Queen and Prince, but what about the King?  When Michael Jackson died unexpectedly on June 25, 2009, he left behind three minor children.  This requires a Guardianship to be established on behalf of the minor children.  Fortunately, the “King of Pop” created an estate plan including a Last Will and Testament and a Revocable Living Trust.

An integral part of an estate plan includes making provisions for who is going to be the Guardian of and thus responsible for the care of minor children. Michael Jackson’s mother, Katherine Jackson, is designated in his Will to serve as the guardian for his minor children.  While this is fine on paper, because Debbie Rowe, who is the natural parent of two of Jackson’s three children, was still alive, absent court intervention, she would be the presumptive guardian of those two children. Ultimately, Rowe and Katherine Jackson reached a settlement that allowed Katherine Jackson to serve as the guardian for all three of the children, and she still serves as their guardian today.

The Jester

In addition to Guardianships created for minor children, it is often necessary to create Guardianships for incapacitated adults.  Adult Guardianships are usually costly proceedings, which are mostly avoidable by creating a Trust, which includes plans for what should occur in the event of a person’s incapacity and designates a Successor Trustee to you to act on your behalf. According to the internet (which is never wrong…), comedian Tim Conway is battling dementia and his wife and daughter (from a prior marriage) are at odds over his medical treatment, resulting in his daughter petitioning the Court to be appointed Guardian of the 84 year old former star of the Carol Burnett Show.  In her Petition to the Court Conway’s daughter states that Conway cannot “properly provide for his personal needs for physical health, food, and clothing” and is “almost entirely unresponsive.”

As mentioned earlier in this post, the creation of a Trust hopefully eliminates the need for the appointment of a Guardian.  However, that is not always the case.  Sometimes Guardianship is unavoidable.  In Florida, a good estate plan will include a “Declaration Naming Preneed Guardian”. In the event that a Guardianship is necessary, this document allows you to tell the Court who you want to be your Guardian. If  such a document were prepared by Tim Conway, this would have likely eliminated the upcoming fight between his wife and daughter over who will be his Guardian as the Court would already have indication as to his preference.

Royal Conclusion

As you can see, this “Royal Family” could have avoided numerous pitfalls with a little advance estate planning.  If you need a Last Will and Testament, Revocable Living Trust, Declaration Naming Preneed Guardian or any other document, which will help you avoid these situations, contact me to set up a conference to discuss your estate planning needs.

 

Jason Steinman, Esq.

ASSOULINE & BERLOWE, P.A.

213 East Sheridan Street, Suite 3

Dania Beach, Florida  33004

Main: 954.929.1899

Fax: 954.922.6662

Email: JLS@assoulineberlowe.com

http://www.assoulineberlowe.com/

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National Make-A-Will Month!

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Photo by rawpixel.com on Pexels.com

There is literally never a better time for you to create your estate plan. August is National Make-A-Will Month! Who knew? Why not celebrate by creating an estate plan.

A Will is one of several documents in a recommended individualized estate plan. It is important that you work with a lawyer experienced in estate planning to be sure your estate plan covers certain major issues, including but not limited to:

  1. Who do you want to be the Personal Representative (“PR”) of your estate? The PR is in charge of carrying out your directions and wishes as expressed in the Will. The PR will also pay any outstanding debts and distribute assets as you express in the document.
  2. Who do you want to be the legal guardians for your minor children until they become adults (age 18), if something were happen to you?
  3. What do you want done with both your tangible and intangible property?

I cannot emphasize how important it is to have a clearly written estate plan.  Leaving your family and friends without a valid Will in place can result in confusion as to who is to be the proper guardian of your minor children, can result in descendants of yours receiving assets from your estate which you may  not have intended them to be the beneficiary of and often further results in litigation.

Without a Will, the probate court is forced to name a Personal Representative (a/k/a an executor) of your Estate and there is the possibility that the appointed individual is not who you would have chosen. Why let someone else decide who has control over distributing your Estate when you can make that choice yourself?

A Gallup poll taken in 2015 indicated that only forty-four (44) percent of Americans say they have a Will that describes how they would like their money and estate handled after their death. Therefore, if you already have a Will (and other necessary estate planning documents) you are better prepared for the inevitable than over one-half of Americans. Yet, just because you created an estate plan at one point does not mean that it keeps up with your life changes (or that it is valid in the state your reside).

While estate plans never expire, for your Will to be most effective it needs to be reviewed at least semi-annually and updated as needed. Common scenarios for estate plan revisions can be any major life event such as: a death in the family, change in marital status, birth of a child, major changes in financial situation, and moving out of state. Your estate plan should also be updated as your goals change. For example, you may want to alter the amounts of inheritance or increase/decrease charitable bequests.

Let’s celebrate National Make-A-Will Month together!  Call me to set up a conference to discuss your estate planning needs.

Jason Steinman, Esq.

ASSOULINE & BERLOWE, P.A.

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SEC Chairman’s Remarks at the Securities Regulation Institute

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Speaking at Washington, DC, on January 22, 2018, Securities and Exchange Commission Chairman, Jay Clayton spoke about two issues before the Commission: (1) his expectations for market professionals, particularly when dealing with new products or new forms of old products, especially concerning Initial Coin Offerings (“ICO”)and (2) the SEC’s approach to remaining Dodd-Frank rulemaking mandates.

Chairman Clayton said “Market professionals, especially gatekeepers, need to act responsibly and hold themselves to high standards….It is expected that they will bring expertise, judgment, and a healthy dose of skepticism to their work. Said another way, even when the issue presented is narrow, market professionals are relied upon to bring knowledge of the broad legal framework, accounting rules, and the markets to bear…The SEC is undertaking significant efforts to educate the public that unregistered securities investments offered by unregistered promoters, with no securities lawyers or accountants on the scene, are, in a word, dangerous….The SEC is looking closely at the disclosures of public companies that shift their business models to capitalize on the perceived promise of distributed ledger technology and whether the disclosures comply with the securities laws, particularly in the case of an offering.”

As to the remaining Dodd-Frank mandates, the Chairman noted that the Commission is actively working on “ pursuin(g) an agenda that is true to the agency’s mission as viewed through the lens of long-term Main Street investors…(including) the broad dissatisfaction with the current regulatory approach to retail investment advice, which is commonly referred to as the “fiduciary rule.”…Executive compensation rules for both public companies and SEC-regulated entities…e rules are challenging…as a result of the complexity and scope of the existing executive compensation disclosure regime, as well as the nature of the mandates, I believe a serial approach is likely to be most efficient and best serve the SEC’s mission. I am pleased that we recently issued interpretive guidance to help companies comply with the new pay ratio rules.

The Chairman also discussed the interplay of the Securities Laws with the Administrative Procedure Act and the Congressional Review Act and the Court rulings on that subject, He indicated that the Staff is “crafting rules” sensitive to the substantive constraint of those statutes.

Concerning clawbacks related to executive compensation, the Chairman remarked that although several companies have publicized clawback policies, some going beyond what Dodd-Frank requires, few companies have attempted clawback compensation this is one area that will be given rulemaking priority.

Carl H. Perdue, JD, LLM
Senior Counsel and Partner
Business and Finance

The above material is for information purposes only; and is not to be considered legal or financial advice.

ASSOULINE & BERLOWE, P.A.

1801 N. Military Trail, Suite 160

Boca Raton, Florida 33431

Main: (561) 361-6566

Fax: (561) 361-6466

Email: CHP@assoulineberlowe.com

http://www.assoulineberlowe.com/

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Need Help Finding Investors? Can I Hire A “Finder? Yes. But, At Your Peril!

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We often hear from Start-Up and Emerging Growth Company entrepreneurs about their difficulty in sourcing venture capital. With no, or limited, operating/revenue history, getting funding to move from concept, to prototype, and to commercialization is challenging. And often, without hiring experienced financial and legal counsel, what could be a successful financing deal ends in disappointing failure.

The earlier the business life cycle, the greater capital needs. Family and friends are usually the first source of venture capital. “Angel Investors” (high-net worth individuals) the next tranche; and for more mature companies, “Institutional Investors,” (boutique and corporate Venture Capital and Private Equity firms, Insurance Companies, and the like) investing in the next successive financing rounds. If these sources are unavailable, a frustrated entrepreneur in need of cash sometimes turns to a so-called “Finder;” an individual or firm receiving compensation based on successfully finding potential investors.

Section 3(a)(4)(A) of the federal Securities Act of 1933 defines a “broker” broadly as any person engaged in the business of effecting transactions in securities for the account of others. Although Section 2(a)(1) defines a “Security” in 153 words. Simply, a “Security” is a debt or equity interest or participation in a business or other venture where the interest or participation holder (the investor) relies on the business or venture for his or her profit or loss and not on his or her own efforts.  Under the Securities Act of 1933, the following are some, but not all, activities requiring individual or entity registration:

  • Finding investors for entities issuing securities, even in a “consultant” capacity;
  • Engaging in, or finding investors for, venture capital or “angel” financings, including private placements;
  • Finding buyers and sellers of businesses (i.e., activities relating to mergers and acquisitions where securities are involved);
  • investment advisers and financial consultants;
  • persons that market real-estate investment interests that are securities;
  • persons that act as “placement agents” for private placements of securities;
  • persons that effect securities transactions for the account of others for a fee, even when those other people are friends or family members;
  • finding investors or customers for, making referrals to, or splitting commissions with registered broker-dealers, investment companies or other securities intermediaries;
  • finding investment banking clients for registered broker-dealers;

Under Florida Statute Section 517.12(1), a person who, for compensation, refers; solicits; offers; or negotiates for the purchase or sale of securities is required to register with the State of Florida’s Office of Financial Regulation.
Relying on an unregistered Finder’s “pitch” about a supposed or real list of very well healed contacts sometimes leads to fraud and disappointment. Unregistered Finders may be subject to severe sanctions under State and Federal Securities Laws. Investment contracts between company and investor, having Finder involvement are voidable and subject to Rescission. Those contracts may be cancelled, with the investors getting their money back!

Carl H. Perdue, JD, LLM
Senior Counsel and Partner
Business and Finance

The above material is for information purposes only; and is not to be considered legal or financial advice.

ASSOULINE & BERLOWE, P.A.

1801 N. Military Trail, Suite 160

Boca Raton, Florida 33431

Main: (561) 361-6566

Fax: (561) 361-6466

Email: CHP@assoulineberlowe.com

http://www.assoulineberlowe.com/

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Litigation Partner Eric N. Assouline to Speak at Circuit Court Boot Camp CLE

Eric N. Assouline, Litigation Partner of The Business Law Firm Assouline & Berlowe, P.A., has been again invited to present as a panelist at the upcoming Circuit Court Boot Camp for Practical Trial Litigation Skills. 

Mr. Assouline has been involved in a wide range of business and commercial litigation.  At this seminar, he and other distinguished panelist, will share their experiences practicing in the state courts.

Learn tips of the trade from experienced members of the bar and bench about litigation skills. 

Circuit Court Boot Camp (4th Annual)

A Practical Trial Litigation Skills Program (Fort Lauderdale 2015)

April 10th, 2015 9:00 a.m. – 5:00 p.m. Sheraton Fort Lauderdale Airport & Cruise Port Hotel 1825 Griffin Road  Dania, FL 33004

Click here for more information or to register.

Can’t Attend? Click here to order the home study audio CD. Want the CD now?  Order the recording of our 2014 boot camp here

What you’ll learn when you attend:

  • Case Development & Theories
  • Motions for Summary Judgment/Adjudication
  • Other Motions
  • Discovery and E-Discovery
  • Depositions
  • Oral Arguments
  • Heading to Trial
  • Pre-Trial Matters
    • Bench trial pointers
    • Client and witness preparation
    • Jury selection – voir dire and questionnaires
    • Jury instructions and jury verdict forms
    • Opening trial briefs
    • Motions in Limine, motions to exclude witnesses from courtroom
    • Requests for Admissions of Fact
  • Trial Presentation
    • Opening statements
    • Direct and cross examinations
    • Objections
    • Exhibits
    • Expert witnesses and reports
    • Closing arguments
  • Post-Trial Motions

Full and partial scholarships are always available to legal aid firm attorneys.

We hope to see you there.

Best wishes,
Eric N. Assouline

Business Litigation

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ERIC N. ASSOULINE, ESQ.

Business Litigation Partner

ASSOULINE & BERLOWE, P.A.

213 E. Sheridan Street, Suite 3

Ft. Lauderdale – Dania, FL 33004

Telephone: 954-929-1899

Facsimile: 954-922-6662

Email: ena@assoulineberlowe.com

www.assoulineberlowe.com

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Intellectual Property, Labor & Employment Law,  Real Estate, International Disputes, Commercial Litigation, Corporate Law, and Bankruptcy

Miami · Ft. Lauderdale · Boca Raton

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