Brody Wilkinson’s Business & Finance Group represents a diverse group of clients providing a range of services from entity formation to daily business operations to sophisticated commercial transactions.

Our clients include privately held businesses, family offices, financial institutions, real estate developers and investors, public companies with specialized needs, health care providers, entrepreneurs and charitable organizations. We assist these clients in areas such as financing, contracts, taxation, lending, workouts and reorganizations, business disputes, commercial real estate investment and employment.

We act as general counsel to many clients and, as such, coordinate and handle all legal needs throughout the lifecycle of the business, including choice of business entity, key contracts with third parties, joint ventures and strategic alliances, corporate governance, mergers and acquisitions, and transactions with third-party lenders and investors, such as venture capital and private equity firms. In addition, the firm serves as local counsel to out-of-state companies and law firms on Connecticut-oriented commercial transactions in such areas as mergers and acquisitions and lending.

The Business & Finance Group is particularly adept at serving the special needs of closely held and family businesses. For these clients, we collaborate with our experienced trusts and estates attorneys to create sophisticated legal strategies designed to both obtain and preserve wealth. We also counsel these clients with respect to business succession planning. Entrepreneurs benefit greatly from the strong working relationship between the firm’s Business & Finance, Dispute Resolution and Trusts & Estates Groups as the inception and development of a business presents unique planning opportunities.

While the majority of our clients are based in Fairfield County, throughout Connecticut and New York where several of our attorneys are admitted to practice, our geographic reach extends beyond these borders when necessary. For example, Brody Wilkinson is a member of the International Society of Primerus Law Firms, an alliance of small- to mid-sized firms committed to excellence in the practice of law. The Primerus affiliation gives us access to excellent legal resources in other jurisdictions ensuring that our clients’ needs may be handled efficiently throughout the United States and in Europe, Central America and Asia.

Sep 3, 24
The Federal Trade Commission’s (FTC) effort to impose a national ban on post-employment non-competition covenants with workers and invalidate existing non-competes has been defeated in federal court. As a result, non-competition covenants remain enforceable, subject to prevailing state law.  Legally, employers are not required to take any action with respect to […]
Jul 10, 24
The use of non-competition covenants in employment agreements has been on the ropes for several years, increasingly so after the Federal Trade Commission (FTC) proposed a rule banning such covenants in 2023. The FTC has now issued its final rule in an attempt to deliver a knock-out blow for this […]
Dec 15, 23
On January 1, 2024, the federal Corporate Transparency Act (CTA) will take effect. The CTA combats money laundering and other illicit conduct by attempting to thwart the improper use of shell companies, which has the potential to obfuscate the identities of “owners.” The CTA mandates that “reporting companies” register with, […]
May 22, 23
Congress enacted the Corporate Transparency Act (CTA) on January 1, 2021, as part of the National Defense Authorization Act.  On December 8, 2021, the U.S. Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) issued a notice of proposed rule-making, wherein it proposed regulations to implement CTA; and on September […]
May 22, 23
It is customary for business founders to select a limited liability company or an S corporation as the entity for their start-ups.  The allure is straightforward  —  neither entity is taxable, and the income of the business is taxed only to its owners. Increasingly, however, founders are considering C corporations, […]
May 22, 23
One of the most common questions posed by employees and employers alike, is whether a certain non-competition covenant is enforceable.  The answer varies, depending upon the particular language of the covenant, pertinent facts and the scope of the covenant.  However, the Federal Trade Commission (FTC) has proposed a rule that […]
Apr 27, 22
On January 1, 2022, significant changes to Connecticut’s family and medical leave statute became effective, providing enhanced benefits to eligible employees who require temporary leave from work.   As a result, Connecticut employees may now avail themselves of benefits provided through two separate laws, the “Connecticut Family and Medical Leave […]
Apr 27, 22
The limited liability company (LLC) can be a particularly attractive form of business entity for start-up founders, especially where tax advantages are of primary concern.  Notwithstanding their “pass-through” tax advantage, LLCs do not hold all the cards.  This article considers two unique advantages available to subchapter-C corporations that are not […]
Apr 27, 21
On January 1, 2021 Congress passed the Corporate Transparency Act (“CTA”) which will require most U.S. small corporations and limited liability companies to disclose to the federal government information concerning the beneficial ownership of the entity – that is, the persons who actually own and control the business entity.  The […]
Apr 27, 21
As COVID-19 vaccinations become increasingly available to residents of Connecticut, Governor Ned Lamont recently announced that he will be ordering the relaxation of a number of COVID-19 protocols.  One such protocol has forced the closure or reduced staffing in office buildings around the State.  While the return to full operations […]
Sep 28, 20
The Connecticut Commission on Human Rights and Opportunities (CHRO) recently announced that the deadline for employers to provide its employees with sexual harassment training has been extended from October 1, 2020 to January 1, 2021. This extension applies to all employers and requires no action on the part of Connecticut […]
Apr 14, 20
Employers have been forced to quickly adapt to the changes in the legal landscape triggered by the COVID-19 (“coronavirus”) outbreak.  In many cases, employers have been forced to make significant decisions without a full understanding of the legislation and programs that have been enacted in response to coronavirus.  Accordingly, it […]
Apr 13, 20
The U.S. Senate Committee on Small Business and Entrepreneurship prepared a very practical guide for small business owners containing valuable information about the new small business assistance programs within the COVID-19 (Coronavirus) Aid, Relief and Economic Security Act (also known as the CARES Act).  This guide is a very helpful […]
Apr 2, 20
Since its inception thirty years ago, the Americans with Disabilities Act (ADA) has served to protect individuals with disabilities.  The original scope of Title III of the ADA prohibited discrimination on the basis of disability in places of public accommodation, such as restaurants, hotels, retail stores, museums and libraries.  Today, […]
Apr 2, 20
The biggest challenge facing start-up companies is how to pay for ongoing expenses until there are sufficient revenues.  Start-ups often need to raise capital from outside sources in order to grow and become successful.  This article outlines the most common methods start-ups use to raise capital and the benefits and […]
Mar 17, 20
As everyone is aware, COVID-19 (“coronavirus”) is presenting both employers and employees with unprecedented challenges, inside and outside the workplace. One of the many challenges presented is the speed at which the situation is changing. Less than one week ago, many employers just began grappling with the essential employment law […]
Oct 1, 19
On October 1, 2019, the clock begins to tick on Connecticut’s new training requirements under the “Time’s Up Act” (Public Act No. 19-16 together with Public Act No. 19-93). This law amends Connecticut’s existing workplace discrimination statutes to require employers with 3 or more employees to provide sexual harassment training […]
Feb 11, 19
On May 31, 2018, Connecticut passed a law that changes how Connecticut taxes income earned by pass-through entities.  The law is effective for tax years on or after January 1, 2018.  It affects partnerships and S corporations, including limited liability companies treated as partnerships and S corporations for federal income […]
Feb 11, 19
The General Data Protection Regulation (GDPR) is a comprehensive set of European Union (EU) data protection rules that became effective in May 2018.  The GDPR applies to any company regardless of where it is located (including any US-based company) that collects, maintains or uses any personal data belonging to EU […]
Feb 11, 19
The termination of an executive’s employment by his or her employer is often accompanied by the offer of a severance package for the departing executive.  It is crucial for the executive to fully understand the respective rights and obligations of the parties, both to guide the executive’s subsequent employment search […]
Feb 11, 19
One of the lesser-known changes found in the Tax Cuts and Jobs Act of 2017 is the establishment of qualified opportunity zones (“QOZs”).  QOZs were created to encourage private investment in distressed communities throughout the United States while offering the potential for significant tax savings to investors.  The Treasury Department […]
Jan 4, 19
On January 1, 2019, a new Connecticut law takes effect which prohibits employers from asking prospective employees about their past compensation, including salary, wages and the value of any other compensation structure.   The new law essentially applies to every employer in Connecticut, as the law defines an “employer” as any […]
May 3, 18
Daniel B. Fitzgerald recently published an article in the 2018 Spring issue of The Primerus Paradigm magazine concerning how activity on social media is affected by non-solicitation covenants. Click on link to open article in pdf
Mar 18, 18
As of January 1, 2018, new tax rules took effect for partnerships and limited liability companies.  These entities are widely used by businesses and professionals because the entities themselves do not pay income tax.  Until now, only the entity owners (partners and LLC members) have paid tax on the income that is […]
Mar 13, 18
Sexual harassment in the workplace has risen to the forefront of employment issues in recent months amid allegations of misconduct in the sports and entertainment industries, news media and the political arena.  For employers, there are lessons to be learned and changes to be made.  Small businesses and start-ups in particular face […]
Mar 13, 18
The Connecticut Transfer Act, which imposes environmental cleanup obligations when certain real estate or business interests are transferred, may create a significant financial burden when ownership changes are made in the course of estate planning or estate settlement. This consequence can be avoided with the astute use of specific exemptions […]
Mar 13, 18
The Tax Cuts and Jobs Act passed in December 2017 includes provisions impacting the taxation of pass-through businesses. A pass-through business is one in which the taxable income or loss is passed through to the business owners (not taxed to the entity) and the business owners then report the taxable […]
Mar 15, 17
On June 2, 2016, Governor Malloy signed into law the “Connecticut Uniform Limited Liability Company Act” (the “New Act”), which makes significant revisions to Connecticut’s laws governing limited liability companies (“LLCs”).  The New Act, which takes effect on July 1, 2017, will apply to domestic LLCs and foreign LLCs registered to […]
Mar 15, 17
Business and property owners, creditors and other commercial parties in Connecticut must draft their consumer contracts carefully in order to avoid unintended consequences and ensure that they are enforceable.  This is because Connecticut’s consumer protection laws invalidate certain provisions which are commonly found in consumer contracts.  These laws also grant various rights […]
Mar 15, 17
Connecticut has enacted a new statute that limits the scope of non-compete agreements (or covenants not to compete) entered into, amended or renewed on or after July 1, 2016 that restrict the employment of physicians. Covenants not to compete have traditionally been governed by common law.  The primary test for the […]
Feb 22, 16
Asset protection is a broadly used term that refers to a wide range of legal devices or techniques that may be used to shield one’s assets from either direct or third party liabilities. The street use of the term typically refers to protection of an individual’s assets, although it may […]
Feb 22, 16
Effective October 1, 2015, Connecticut’s security breach notification statute was amended to increase the legal obligations of any business that sustains a security breach. The statute defines a breach of security as any “unauthorized access to or unauthorized acquisition of” electronic files or other data containing personal information if the information […]
Feb 22, 16
It is often economically advantageous for businesses to utilize independent contractors rather than hiring additional employees. However, in doing so, businesses must be extremely careful not to run afoul of state and federal laws governing the classification of workers. Understanding some basic legal concepts underlying the classification of employees and […]
Dec 18, 15
Advance preparation work may not be the most glamorous project on your “to-do” list this year but it will pay dividends for a corporate brand and long-term health of a company when the inevitable day comes for a crisis plan to be activated. In fact, advance preparation is the key […]
Aug 3, 15
When commercial real estate is being sold or financed, it is common for a prospective purchaser or lender to require testing of the soil and groundwater at the property. It is often possible to keep the results of the environmental testing confidential by entering into a non-disclosure agreement; however, as […]
Feb 20, 15
On June 6, 2014, Governor Dannel P. Malloy signed into law “An Act Concerning the Integrity of The Business Registry.” Among other things, the Act authorizes the Connecticut Secretary of State to dissolve or terminate a Connecticut business entity’s existence, or revoke an out-of-state business entity’s authority to conduct business in […]
Feb 20, 15
As an exit strategy, owners of small professional practices often take on younger practitioners as employees or minority equity holders in the hope that these new associates will complement their existing practices and ultimately buy out more senior practitioners. This arrangement can be an ideal means to realize the economic value […]
Feb 20, 15
The decision to terminate an employee is often one of the most difficult decisions that an employer must make. Apart from the inherent personal discomfort that accompanies termination, a minefield of legal issues exists and has the potential to result in contentious litigation. Severance pay, however, can be a valuable […]
Feb 20, 15
The Connecticut Benefit Corporation Act, which became effective on October 1, 2014, authorized the formation of benefit corporations (also known as B-corporations) under state law. A benefit corporation is a for-profit corporation that is allowed to consider the needs of society, in addition to the needs of its shareholders, when making […]
Nov 6, 14
In a recent decision, the Connecticut Appellate Court voided an employment contract because the employee received no benefit by signing the agreement. In the case of Thoma v. Oxford Performance Materials, Inc., the plaintiff employee was presented with an employment contract by the defendant employer which provided her with a […]
Jan 9, 14
On September 23, 2013, the amendments to Rule 506 of Regulation D under the JOBS Act (Jumpstart Our Business Startups Act) became effective following the adoption of implementing rules by the Securities and Exchange Commission (SEC). These amendments lift the longstanding ban on general solicitations and advertisements to accredited investors. […]
Jan 9, 14
Youth sports coaches should take note of a recent Connecticut Superior Court case in which the court considered whether a coach’s motivation tactics, which included berating his players, amounted to an actionable tort. In Civitella v. Pop Warner Football, the father of a Pop Warner football player sued the league and the […]
Jan 9, 14
Connecticut Law has long required employers to allow a current or former employee to inspect his or her employee personnel file “within a reasonable time after receipt of a written request.” This law, however, was amended as of October 1, 2013, imposing considerable burdens upon employers throughout the state. Public Act […]
Nov 27, 12
There is a common misperception that struggling homeowners cannot request any mortgage relief until they are behind on their payments. Many homeowners have even been instructed by their mortgage lenders to stop making their payments for at least three or four months so they can apply for a modification of their […]
Nov 27, 12
When a Connecticut company issues any equity interests (such as stock in a corporation or membership interests in an LLC) to an investor, those interests will be deemed “securities” under federal and state law. In general, a company must register securities for offer and sale under both federal and applicable state […]
Nov 27, 12
The Affordable Care Act (The “Act”), signed into law by President Obama on March 23, 2010, was in large part upheld by the U.S. Supreme Court by way of a decision on June 28, 2012. Accordingly, the conversation has shifted from whether the Act is constitutional to how the implementation […]
Nov 1, 11
The recruiting process is a once-in-a-lifetime experience for most student-athletes. College coaches, however, recruit hundreds of players each year. Therefore, it is paramount that student-athletes and their parents are educated on the process, especially when athletic scholarships are involved. A new law will take effect in Connecticut on January 1, […]
Nov 1, 11
Almost every business has confidential and private information whether it is in the form of an invention, a business plan, a customer list, a manufacturing process, financial records, computer software or some other type of proprietary information. Since the unauthorized disclosure or use of this information would have a significant […]
Nov 19, 10
A successful business sale requires strategy, preparation and hard work. Failure to complete a deal can be devastating and create unfortunate consequences such as disgruntled employees, a damaged reputation in the marketplace and, possibly, a lawsuit with the buyer. One truly effective method to improve the likelihood of a successful […]
Nov 19, 10
It is important, especially in today’s real estate market, for brokers and attorneys to establish cooperative relationships that extend beyond the life of real estate transactions. Much can be done to achieve this state beginning with the understanding that real estate transactions are not adversarial by nature. It is not […]
Nov 19, 10
Purchasing a franchise is an attractive option for people who are looking for new challenges or who are unable to find work in their previous careers. Becoming a successful franchise owner requires a significant investment of money and time. Before you sign the franchise agreement, here are some important things […]
Nov 19, 10
A trend in wealth transfer has been making the news of late: investing in a new business and your child in one step; essentially, buying your child a business. Where parents in the past may have merely put in a good word or even called in a personal or professional […]
Nov 19, 10
As of April of 2010, contractors have become fully subject to lead paint regulations which were first passed by the federal Environmental Protection Agency in 2008. These regulations apply to renovations, repair and painting projects and include work performed by general contractors, as well as specialty contractors such as painters, […]