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November 2, 2011

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SBA Proposal Would Impose Bigger Fines for Size Misrepresentation

Contractors who misrepresent their size or status to the government would face much stiffer penalties under a rule proposed by the Small Business Administration earlier this month. The proposal, an implementation of last year's Small Business Jobs Act, would make contractors that misrepresent themselves in order to qualify for contracts intended for small businesses or those owned by women, veterans or other disadvantaged groups liable for the full amount of the contracts they win -- even if they provide the desired services or equipment.

(Source: The Washington Post (free reg. req'd), 2011-10-23)

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Government to Help Small Businesses Defend Against Cyber Attacks

The U.S. government is making it easier for small businesses to beef up defenses against cyber criminals through a free, online tool, the top U.S. communications regulator said. The Small Biz Cyber Planner will allow business owners to create customized cybersecurity plans by answering basic questions about their company and its online presence.

(Source: Reuters, 2011-10-24)

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Poll Finds Small Businesses Most Concerned Over Regulations

As the White House and Republicans battle over regulations, a new poll finds that small-business owners rank "complying with government regulations" as the most important problem that they face. Indeed, 41 percent of small business owners said that government was somehow related to the biggest problem facing their companies, says a Gallup poll.

(Source: Politico, 2011-10-25)

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Start-Ups Consider Best Time to Bring in Finance Chiefs

Generally, as start-ups grow, they hire outside accounting firms. If the company continues to grow, and its financial reporting requirements become more complex, the chief executive might decide to bring on a full-time controller who can take charge of maintaining the business's general ledger and bank accounts.

(Source: The New York Times, 2011-10-26)

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After Big Web IPOs, Future of Private Stock Markets Unknown

The surge of trading activity in the stock of private companies such as Facebook and Groupon could soon run up against its natural limitation: It's not entirely clear what happens after those boldface names advance to the big leagues. The field of dealers offering these off-exchange services to accredited investors has become crowded of late, thanks in part to the social-media glamour names, but critics say the pipeline of companies beyond these highflying names is rather thin, putting the sustainability of these private markets into question.

(Source: The Wall Street Journal, 2011-10-27)

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Third Quarter Brought 31% Increase in Venture Capital Investments

Venture capitalists invested more money in more U.S. startups in the third quarter than they did a year earlier -- especially in the software industry. According to a study, startup investments rose 31 percent in the July-September period, to $6.95 billion from $5.31 billion a year earlier.

(Source: ABC News, 2011-10-19)

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M&A Activity Starting to Increase, But Still Lags Previous Years

Although M&A activity is heating up, don't expect the latest big deal to spark a new round of merger mania. Because it's been a pretty good year for smaller mergers, even if one or two large deals get inked, merger activity could top 2010 levels, but that's still a far cry from the highs of 2007, when $1.6 trillion worth of deals got done in the U.S.

(Source: CNNMoney.com, 2011-10-21)

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Venture Capital Investors Focusing on Seed-Stage Investments

Seed-stage investments have become the new battle ground for investors. For the first time, relatively large venture capital investors are focusing their attention on small investments -- in the range of $500,000 to $750,000 in startups -- and at least seven new firms seek to build a business funding these early-stage companies.

(Source: The Wall Street Journal, 2011-10-25)

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SEC to Require Large Hedge Funds to Provide Detailed Information

Large hedge funds, the very private investment outfits that borrow money to magnify their big financial bets, will be required for the first time to report detailed information on their investments and borrowings under a rule adopted by the Securities and Exchange Commission. But hedge funds and their advocates, after intense lobbying, won several important concessions from the commission's earlier proposal.

(Source: The New York Times, 2011-10-26)

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House Unveils Bill to Crack Down on Online Piracy

The House Judiciary Committee unveiled new legislation designed to crack down on online piracy. The proposed legislation would grant the federal government broad powers to cripple websites that host illegal content.

(Source: Reuters, 2011-10-26)

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IRS Resorts to Common Sense for Cell Phones

It appears that the Internal Revenue Service (the "Service") has finally caught up to the times in terms of employer-provided cell phones. While it has become a common occurrence for employers to provide cell phones to their employees for work related purposes, the tax treatment surrounding such actions has been arcane.

Up until last year, employer-provided cell phones were classified as "listed property" for tax purposes. As a result, the Service required employees to maintain detailed records of usage of employer-provided cell phones in order for employers to deduct the cost of the cell phones as an ordinary and necessary business expense and for the employee to exclude the cost of the business use of cell phones from their income. The Small Business Jobs Act, passed in 2010, removed employer-provided cell phones as listed property. As a result, employers could make reasonable allocations and estimates of business use and personal use.

You can read the entire article online. For additional questions regarding this recent guidance, please contact Tom Schnellenberger or Matt Ehinger, or your Ice Miller Tax Attorney.

Join Ice Miller at the TechPoint 2011 Innovation Summit

Ice Miller is pleased to partner, once again, with TechPoint to host a special VIP reception on Monday, Nov. 7. In addition, Ice Miller partner Dustin DuBois will be co-presenting with Sean O'Connor, a partner at Flat12 Bierwerks, in the "Rapid Fire" theatre during the summit on Tuesday, Nov. 8. Their discussion will focus on product commercialization and the legal issues facing emerging growth businesses. To learn more about the event contact Allison Heinekamp, Ice Miller LLP, at: allison.heinekamp@icemiller.com

Ice Miller Case Study: The Indianapolis Super Bowl Legacy Project

The John H. Boner Community Center's mission is to provide services that enhance the ability of neighborhood residents to experience greater self-reliance and an improved quality of life. Founded by the neighborhood in 1971, the Center has grown to provide a wide array of services that impact over 7,200 neighborhood residents annually. Key areas of services include: early childhood development education; tutoring school-age children; youth and leadership development activities; a group home for homeless and runaway youth; transitional housing for homeless youth; workforce development services; financial education, coaching and asset-building strategies; homeless prevention and crisis intervention; housing for seniors and homeless individuals and families; senior socialization/wellness programs and elder-adult day services. To learn more about the Firm's work on the project financing for this important program, click here.

Ice Miller LLP and Schottenstein Zox and Dunn Co., LPA to Combine Creating a Regional Firm with Six Offices and 314 Lawyers

Ice Miller LLP and Schottenstein Zox and Dunn Co., LPA recently announced that the firms will combine and operate as Ice Miller LLP effective January 1, 2012. SZD is one of the largest Columbus, Ohio-based law firms, serving clients from its offices in Columbus and Cleveland, Ohio. SZD is known for handling complex business transactions and high-stakes commercial litigation and serves the legal needs of many governmental entities throughout Ohio.
View the full press release online.

By The Numbers

Venture capital firms raised less money last quarter than at any point in the past eight years, according to the National Venture Capital Association in Arlington, Va.

Source: San Jose Mercury News

Private Equity and Venture
Services Group

Ice Miller has been one of the most active law firms in the private equity industry over the last decade, representing both entrepreneurs building great companies and the private equity firms and individuals that invest in them. We have extensive experience with all types of funds (formations and operations); mezzanine and senior secured financing; leveraged buyouts, roll-ups, build-ups, and consolidations; divestitures and exits; and complex litigation on behalf of investors and privately financed companies. In addition, over the past 10 years, Ice Miller has represented hundreds of emerging growth businesses in various industries on such matters as entity formation, capitalization, capital raising, alternative financing, intellectual property rights and protection, growth and exit strategies, corporate governance, tax matters, and many other legal issues that are critical to the growth and success of an emerging company.

Read the complete profile of the Private Equity and Venture Services Group.

This publication is intended for general information purposes only and does not and is not intended to constitute legal advice. The reader must consult with legal counsel to determine how laws or decisions discussed herein apply to the reader's specific circumstances.

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