on March 25, 2014
by Burton Law

Nicole Biddle, Adding Some More Southern Class to This Operation

Let’s face it, every law firm stands to gain by classing the joint up a bit. That is why we are excited to have Nicole Biddle from Lexington on the Burton Law team. She brings her business litigation, commercial bankruptcy and estate planning background to the table, having served in both big firm and governmental in-house capacities.

Check out Nicole’s bio to learn more about her.

on December 20, 2013
by Burton Law

Happy Holidays and Thank You

Thank you. To our clients, without whom we would not exist. We appreciate the opportunity to serve you in solving problems, and business and family planning.

Thank you. To our families, friends and loved ones who support us and tolerate the stress and long hours that accompany our work.

Thank you. To our outside business partners who help us deliver services and get the word out about what we do.

Thank you. To our technology partners who support our operations and work with us to innovate and deliver efficient, cost-effective services.

Thank you. To the lawyers, judges, bar associations, law schools, media outlets and practice management advisors who serve the public striving to improve access to legal services.

Thank you. To our communities who support our business and others as we grow together.

We greatly appreciate these relationships and look forward to continuing our work together in the coming year and beyond.

We all have a lot of work left to do. Our firm has an exciting year planned for 2014. 

Happy holidays, and here’s to a safe and prosperous New Year!

— The Burton Law Team

on November 12, 2013
by Burton Law

Burton Law Partners with The Entrepreneurs Center

On Monday, November 11, 2013, Burton Law initiated creation of a “legal lab” within The Entrepreneurs Center, the Dayton region’s business incubator. The lab will allow Burton Law to continually hone technology as its competitive edge, serve as a training facility for a fleet of new lawyers, and provide a proving ground in the firm’s continuing mission to evolve the legal profession.

Burton Law was founded to take the traditional law firm model and turn it on its head. The firm’s technology platform allows lawyers to practice remotely from anywhere in the country, which greatly reduces overhead and inefficiencies. Burton Law has grown steadily since its inception. It is now on the cusp of a nationwide expansion, which will rely on the infrastructure and training facilities being established in The Entrepreneurs Center.

“The goal is to have a place to continue cultivating new ways of delivering legal services from a technical and personal perspective,” says Burton Law’s founding attorney, Chad Burton. “The lab incubates and implements new ways of doing legal services while training new people that join the firm as we expand.”

At the lab, Burton Law will educate new lawyers in the technologies and practices that make the firm successful. According to Burton, this increases training efficiency and, more importantly,  helps new members adopt the vision and culture of this uniquely modern law firm.

“It creates a center to foster innovation and keeps the mindset there,” says Burton. “It puts their work in the context of an evolving profession.”

Barbara Hayde, President of The Entrepreneurs Center, said the decision to partner Burton Law moved quickly once it materialized.

“I think it is pretty exciting that we are going to have such an innovative approach to the practice of law here,” says Hayde.

The Entrepreneurs Center was incorporated as an incubator in 1998 with “the intention to provide proper care and nurturing of individuals willing to take the risk to foster economic development and invest in the region by starting up technology enterprises.”

Hayde believes this new partnership is aligned with that vision.

“They’re creating a huge paradigm shift in the legal profession to get people to think differently about how they run their businesses,” says Hayde. “They’re plowing new ground here, and we’re happy to be a part of it.”


on November 6, 2013
by Brandon R. Cogswell

The Appearance of Benefit Corporations

Patagonia’s Mission is to “build the best product, cause no unnecessary harm, use business to inspire and implement solutions to the environmental crisis.”  This is a prime example of the mission of a benefit corporation.  Benefit corporations are for-profit businesses that formally and legally commit to act for public and environmental benefit.  The District of Columbia and 12 other states have recognized benefit corporations as a new type of corporate entity that businesses and entrepreneurs must consider when forming a business.  By becoming a benefit corporation, Patagonia can remain the mission driven company that it is.

Directors of benefit corporations owe a duty above and beyond the bottom line.  Benefit corporations voluntarily meet higher standards of corporate purpose, accountability and transparency by:
  1. Protecting directors and officers from liability for making decisions that further the public good but not necessarily the bottom line.
  2. Accepting accountability in the event the company abandons its commitment to the public good.
  3. Having a duty to consider both the shareholders and the stakeholders, ie. the employees, the customers, the community and the environment.
In addition to new purposes and duties, benefit corporations commit to filing a report that is based on standards set by a third party.  This report describes a benefit corporation’s impact, much like an annual statement, to shareholders and the public.  Patagonia, for example, commits to higher standards in dealing with factories and clothing mills to ensure that it produces the best product without causing any unnecessary harm.
Benefit corporations still want to make a profit and still want to pass that profit along to shareholders.  The difference, though, is that the benefit corporation also wants to have a positive impact on society and the environment.

on October 30, 2013
by Christine M. Cooper

A Pardon Is Not All It Seems

A few days ago, a majority of the Supreme Court of Ohio, in an opinion written by Justice Lanzinger, held that a pardon by the governor does not entitle the pardoned to an automatic expungement of the record of the crime, thus resolving a split between the Ninth District Court of Appeals and the First District Court of Appeals.

The facts are simple.  Montoya Boykin was convicted of six different offenses over a period of twenty years.  In January 2007, Ms. Boykin requested a pardon for three theft offenses and one receiving stolen property offense.  The parole board unanimously voted to recommend clemency and former Governor Strickland issued a warrant of pardon in November 2009.  Ms. Boykin argued that because she was pardoned, she was entitled to an expungement of the four pardoned offenses automatically.

Ms. Boykin applied to the Summit County Court of Common Pleas and the Akron Municipal Court to have the four offenses expunged.  Instead of automatically expunging the offenses, both Courts refused to expunge the offenses after applying a balancing test set forth in Pepper Pike v. Doe, 66 Ohio St.2d 374 (1981).  The Ninth District Court of Appeals affirmed this approach and affirmed the Court of Common Pleas’ decision.

The Supreme Court of Ohio, in a 6-1 Decision, affirmed the Ninth District’s decision.

The Court heavily relied on its own decision in Pepper Pike, stating that the basis for expungement is the constitutional right to privacy, BUT there is no absolute right to expungement even for individuals not convicted of the charged crimes.  Interestingly, a pardon was not at issue in that case.

Next, the Court turned to the expungement statutes, R.C. 2953.32 and 2953.52, finding that they do not automatically entitle a recipient to have their records sealed.  In fact, the statutes do not even mention pardons.

The Court then turned to the Ohio Constitution’s grant of the power to pardon, finding that the Ohio Constitution places certain requirements and limits on the pardon power.  The Court concluded that “a pardon grants the recipient relief from any ongoing punishment for the offense and prevents any future legal disability based on that offense.”  The Court, however, held that “it does not erase the past conduct.”  Put another, more harsh, way by the Court, “what’s done is done.”

In line with the theme that the past cannot be erased, the Court relied on cases in which it held that a pardon did not entitle the recipient to act as though the conviction never occurred.  For example, the Court noted that, in past cases, it has recognized the potential relevance of the underlying conduct of a pardoned offense for employment considerations, and it denied an attorney’s motion for termination of an indefinite license suspension based on the pardon of the underlying felony conviction.

What is the take home message?  Under the current state of the law, a pardon does not protect the recipient from the multitude of collateral consequences, even future consequences.  The problem with this position is that a recipient of a pardon can never be relieved of “all disabilities” arising from the pardoned conviction.  Now we will look to the legislature to clarify the meaning of a pardon.

on September 4, 2013
by Brandon R. Cogswell

At Introduction to Crowdfunding

Technology and social media do great things for business like increasing exposure, allowing the business to exploit subject matter expertise and providing the public with minute by minute access to information about the business.  Technology and social media has also prompted the creation of crowdfunding as a method of building capital.  This post will introduce and discuss, donation based and investment based crowdfunding.  It will also briefly talk about the JOBS Act.  Future posts will expand on these topics and the law that a growing company must consider when raising capital.

Crowdfunding is a method of raising capital for a business, project or cause where a group of people put their money towards the business or product in exchange for some sort of good.  Starting with websites like Kickstarter, Rockethub, and Indegogo which allow people to fund projects in exchange for some non-equity based product, crowdfunding has expanded to sites like Crowdfunder which allows people to fund projects in exchange for equity in the business.

With donation based crowdfunding, people give money in support of a project or product in exchange for something else, whether it’s a copy of the video game you are creating, an early version of the product or some sort of recognition when the project is complete.  The crowd of people supporting your project do not get equity in your business.  Donation based crowdfunding is the popular method of crowdfunding and has been around the longest.

When people donate money to the business or idea in exchange for ownership interest in the business they are taking part in investment based crowdfunding.  This type of crowdfunding developed after passage of the JOBS Act and related SEC regulations.  In short, the JOBS Act was passed to encourage entrepreneurship and technology, thus boosting the economy.  It is now easier for companies to solicit investors and for investors to invest in the companies.  Although easier, investment based crowdfunding still requires compliance with federal law and SEC regulations and has limitations on investing.  It’s important to have the advice of counsel if considering investment based crowdfunding especially.
A crowdfunding campaign starts with:
  • A well thought out business plan
  • A fundraising goal, and
  • A project
An effective business plan is essential to any business and facilitates the project’s successful marketing, goal setting and fundraising.  Not to mention, you have to get the word out and you need a plan to do that.  The fundraising goal is a strategic amount that you, as the fundraiser, want to raise.  You determine the amount before you start the campaign.  It’s important to have a clear picture of the funds needed to get the project completed.  With some sites, like Kickstarter, if the project is not fully funded, you get nothing.  This is called an “all or nothing” approach.  Other sites, like Rockethub, take a larger percentage fee if the project is not fully funded.  Still others, like Indegogo, give you the option of an “all or nothing” project or paying a larger percentage if the project is not funded.  Finally, the project.  A project is the final piece of a crowdfunding campaign.  According to Kickstarter, a project is something with a clear end, that will eventually be completed and where something will be produced as a result.  Different sites have different requirements for projects.  Kickstarter wants creative projects, “Art, Comics, Dance, Design, Fashion, Film, Food, Games, Music, Photography, Publishing, Technology, and Theater.”  Rockethub and Indiegogo have broader requirements for projects.

The appropriate crowdfunding service to choose depends on business strategy, product or service and strategic goals.  Also, the type of business entity will effect fundraising and future growth.  Is the business for-profit or non-profit?  Is the business looking to fund a single project?  Multiple projects?  A cause instead of a project?  How is the business organized?  Is it an LLC?  A C-Corp?  A S-Corp?  What sort of investor does the business want to attract?  How much of a stake in the business are the owners willing to share?  An attorney can provide the advice and assistance in order to protect the business and facilitate long term growth by working with the fundraiser, particularly with investment based crowdfunding that requires compliance with federal SEC regulations.

Crowdfunding’s growth provides many opportunities for businesses to raise funds and reach potential investors.

on August 13, 2013
by Chad E. Burton

Good Counsel: The Bob Guehl Interview

In today’s podcast, Chad Burton speaks with Burton Law attorney and Dayton native Bob Guehl.

Bob is a graduate of Chaminade High School and Ohio State University (BA and JD degrees). He is admitted to practice law in the State of Ohio and various federal courts, including the United States Supreme Court. Bob received advanced legal training at George Washington University National Law Center (Master of Law degree, LL.M.) in connection with a Fellowship in Forensic Medicine at the Armed Forces Institute of Pathology, Walter Reed Army Medical Center, Washington, D.C.

Bob’s law practice has emphasis on “Baby Boomer” issues, and focuses on complex civil litigation, condominium law, employment law, organizational advice (for-profit and non-profit), and injury claims.

Listen and learn from Burton attorney Bob Guehl in today’s episode of Good Counsel: The Burton Law Podcast.

by Chad E. Burton

Good Counsel: The Tony Alexander Interview

In today’s podcast, Chad Cooper speaks with Burton Law attorney Tony Alexander.

Tony focuses on the areas of business law and litigation.   Advising companies of all sizes and maturity, Tony acts as outside general counsel to a variety of types of companies, in particular – business start-ups and multi-owner companies.  Tony is also experienced in assisting companies in work-out situations.

Listen to Tony’s advice now on today’s episode of Good Counsel: The Burton Law Podcast.

by Chad E. Burton

Good Counsel: The Christine Cooper Interview

In today’s podcast, Chad Burton speaks with Burton business litigation attorney Christine Cooper.

Christine has practiced for more than seven years, serving small, mid-size and large corporations and individuals. Her practice encompasses a variety of matters, such as commercial litigation, business torts, construction law, intellectual property disputes, alternative dispute resolution, landlord and tenant law, and commercial and residential real estate disputes.

Christine is experienced in all facets of e-discovery, including collection and processing documents for review, managing large scale document reviews, and preparing document retention policies.

Christine Cooper shares her insights on today’s episode of Good Counsel: The Burton Law Podcast.

on August 8, 2013
by Chad E. Burton

Good Counsel: The Chad Cooper Interview

In today’s podcast, Chad Burton speaks with one of the newer members of the Burton Law team, Chad Cooper.

Chad Cooper works mainly on business litigation matters and alternative dispute resolution.  He has close to twenty years practicing law, including twelve years at a “BigLaw” firm.  Chad spent his first four years of practice as a Philadelphia lawyer before returning to southwest Ohio, where he grew up.  He believes that most business disputes may be resolved without filing a lawsuit, but real life in business does not always work out so well.

Listen and learn with Chad Cooper on today’s episode of Good Counsel: The Burton Law Podcast.