Author Archive

Ken’s opinion pieces published in the Chicago Tribune and Philadelphia Inquirer

I noted this in my longer blog post this evening, but to post quickly here: two opinion pieces I wrote have now been published: one in the Chicago Tribune and the other, co-written with my wife, in the Philadelphia Inquirer. (These pieces may be paywalled, but I will post PDFs here in the coming days.) I hope you […]

Times that try men’s souls

President Trump and a captive and docile Republican Party are pursuing authoritarian power. Everyone must step up to defend our country.

Alert! Protect your software against reverse engineering

Protecting proprietary software is critically important for many technology startups. Proprietary software can potentially be protected as a trade secret or by copyright or patent law – there are pros and cons to each approach. For example, some companies prefer going the trade secret route because, unlike with copyrights and patents, it requires no filings […]

Honoring the sacrifices of D-Day veterans

Today – June 6, 2024 – is the 80th anniversary of D-Day – the Allied landing in Europe to liberate the continent from Hitler and Nazism. Every June 6, I pause to think about those who fought and the many who died on the beaches of Normandy and during the campaign that followed, and I always experience […]

FTC issues a nationwide ban on noncompetes

Following the trend of many states that have severely limited or prohibited employee noncompetes, the FTC announced in April a final rule prohibiting noncompete provisions in agreements with workers. The FTC rule, which will become effective on September 4, 2024 (assuming it withstands legal challenges) will, if nothing else, bring uniformity and clarity to the […]

ChatGPT on retAIner: goodcounsel packs AI in the legal briefcase

A year or so ago, amidst the initial frenzy of excitement about artificial intelligence (or more specifically, about the “large language models” or “LLMs,” which enabled non-programmers to interact with AI using natural language), I mused on our blog about whether our clients should fire us and hire ChatGPT instead. (Short answer – not yet.) […]

[Updated] Compliance Alert: the Corporate Transparency Act

See update #1 below You may have already heard of the Corporate Transparency Act (CTA). It is a new federal law requiring most businesses to register with the Financial Crimes Enforcement Network (FinCEN). Congress designed the CTA to combat money laundering and enhance corporate accountability. This post will provide an overview of how to comply […]

Save your employees big bucks using profits interests instead of options

Many goodcounsel clients start off in businesses as limited liability companies, enjoying the flexibility and tax-efficiency that this type of entity offers. A lesser known but quite significant advantage of LLC’s is the ability to provide incentive equity in the form of “profits interests.”

Pre-post money price caps

One piece of received wisdom that, with experience, I’ve come to question is that convertible notes and their stepsiblings, Simple Agreements for Future Equity (“SAFEs”), are “simple.” Yes, the documents for these types of investments are generally quite short and deal with fewer issues, so they are (as we’ve noted in the past) easier and […]

Using artificial intelligence intelligently

In my previous post about AI (specifically, AI large language models or “LLMs”) and its impact on the legal profession, I concluded that the current versions of LLMs would not replace lawyers but could serve as very able assistants. As our friends at Clausebase put it in a recent webinar: AI can take over a […]