Practical writing for Pacific Northwest business owners, board members, and families on the legal topics we get the most questions about. New pieces published every few weeks.
The 2026 amendments to Washington’s common-interest ownership act tighten the rules around reserves, electronic meetings, and assessment collection. Here’s a practical walkthrough of what changed, what stayed, and what your board should do in the next ninety days.
Rule 506(b), 506(c), or Reg CF: the exemption you pick decides who can invest, whether you can advertise, and what you file. Get it wrong and investors can demand their money back.
M&A due diligence is one investigation run from opposite chairs: buy-side finds and prices the risk, sell-side finds and fixes it first, before the buyer's lawyer does.
Asset sale, stock sale, or merger decides what the buyer actually gets, which liabilities travel with the deal, and who pays what tax. It is locked in at the letter of intent.
Member-managed or manager-managed decides who runs your LLC and who can sign for it. Washington defaults to member-managed, and the operating agreement does the rest.
An indemnification clause, a liability cap, and a warranty each move risk a different way. Read one without the others and a generous indemnity can be worth almost nothing.
Senior debt is the cheapest money and equity the most expensive, with mezzanine between them. The capital stack ranks who gets paid first, and that order sets every term.
An equipment “lease” with a dollar buyout isn't a lease. Washington law calls it a secured purchase, and telling the two apart is most of the decision.
"LLC vs. S-corp vs. C-corp" compares two different things, an entity you form and a tax election you make. Sorting that out is most of the decision.
A foreign-owned U.S. LLC looks like the simplest structure on paper. Form 5472 is the reporting reality that comes with it, and the penalties for missing it are unforgiving.
EB-5 is the investor visa most Pacific Rim families consider first. The source-of-funds work is heavier than most pitch decks suggest, and the timeline runs longer. Here is what it really looks like.
FIRPTA withholding turns most foreign-buyer closings into a thirty-day documentation race. Here is the sequence the work actually runs in.
A practical walkthrough of the amendments most likely to change how associations operate this year.
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