Operations and Governance Matters

Susan can advise and help with several business operational matters involving data privacy and protection management, tax and general corporate governance.

Among the pandemic-related matters on which Susan has advised: navigating the IRS, U.S. Department of Labor, payroll issues, tax-related immigration issues, Payment Protection Program loan forgiveness calculations, debt collections, mobile payments, determining tax dischargeability in bankruptcy or potential insolvency situations analysis, and (re)negotiating contractual obligations and mediating conflicts in business relationships disrupted by COVID-19.

With respect to non-pandemic operational matters, Susan is experienced in:

  • Advising and improving regulatory compliance in privacy and tax and drafting related documentation and reporting obligations to state and Federal agencies.
  • Working with management and leadership teams to develop consistent policies for contractual provisions, engineering by design, marketing and other units for compliance with consumer protection, financial and tax regulations.
  • Defending audits by state Departments of Revenue, IRS and U.S. Department of Labor.
  • Reviewing Business Agreements and drafting and negotiating provisions for data privacy and protections as well as protecting for tax consequences.
  • Negotiating compromises and settlements.
  • Conducting assessments of record keeping management for regulatory compliance, and making recommendations for on-going compliance initiatives.
  • Educating and training staff on best practices for industry-specific standards in data privacy and protection programs.
  • Responding to discovery or requests and inquiries from Federal agencies, and diffusing threatened litigation.
  • Managing outside counsel in projects or actual litigation.
  • Research and development tax credit planning.
  • Preparing tax refund claims.
  • Appealing state and federal agency determinations.

Susan also advises on creating educational and philanthropic not-for-profits. She is experienced in advising on reporting requirements, and recommending best practices, for maintaining 501(c) compliance with the IRS.

Susan can advise and help ensure that best practices are followed with respect to corporate governance.It is worth mentioning that with all of the complexity involved in operating and managing a business, one area that sometimes gets overlooked is making sure that basic corporate documents are up to date. Unfortunately, outdated corporate documents can sometimes lead to legal disputes about whether actions taken by directors and executive officers were appropriately authorized. Improving corporate governance may substantially reduce the risk of potentially costly director and officer liability. It is important for the Board of Directors of a corporation to remember that what is required of them, among other things, is to meet two primary fiduciary duties to the corporation and its stockholders: (i) the duty of care and (ii) the duty of loyalty. The duty of care is usually met when a director exercises that degree of diligence and care that a reasonably prudent person would exercise in promoting the best interests of the corporation and its stockholders. Generally, the duty of loyalty is usually met when a director does not put any personal interest ahead of the interests of the corporation or its stockholders. Susan can advise and help you improve corporate governance procedures, board meeting minutes, and if necessary, stockholder communications.

Contact Us

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Susan Berson
(913) 397-2702 (Tel)
(816) 510-0179 (Mobile)
(913) 273-0747 (Fax)
susan@bersonlaw.com

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