Trippe S. Fried is the CEO and General Counsel of In House Legal in Nashville, Tennessee and Washington, DC. He will teach a course about business law at Solo Practice University®.

Trippe S. Fried is the CEO and General Counsel of In House Legal, a Nashville-based practice with a second office in Washington, DC, that provides general and corporate counsel services to businesses of all kinds throughout the United States. He graduated with a B.A. in International Relations from Tufts University in 1993 and a J.D. from the University of Tennessee College of Law in 1996. Trippe had a general practice in Nashville from 1996 until 2006, when he started In House Legal.

Representative clients come from myriad industries including finance, health care, entertainment, human resources, and technology. They range in size from sole proprietorship to international, publicly-traded corporations. IHL is working to open its Washington, D.C. office in 2010.
Trippe has been published in several law reviews including Transactions and the DePaul Business and Commercial Law Journal. He also hosted his own radio show on issues of interest to small business owners.

When he isn’t working, Trippe can be found at home with his wife, Sara, and 14-month old son, or, from time to time, on the basketball court, re-living his glory years when he played NBA basketball (that’s Nashville Bar Association, of course).

Trippe’s blog can read here.

Syllabus – Business Law

1. Entity Selection
   • Why create an entity?
     • Tax issues
     • Limited liability issues
     • Avoid unseen partnership liabilities
   • Which entity to select?
     • S-corp vs. LLC
     • C-corp – not always disadvantageous from a tax perspective
     • General Partnerships – best avoided
2. Entity Types
   • Corporations
     • S corporations
     • C corporations
     • Closely held corporations (e.g. under Maryland law)
     • Professional corporations
   • Partnerships
     • General Partnerships
     • Limited Partnerships
     • Limited Liability Partnerships
   • Limited Liability Companies
   • Sole Proprietorships
3. Entity Creation
   • Initiating documents
     • Articles of Organization
     • Charter
   • Management documents
     • Bylaws
     • Operating Agreement
     • Statutory defaults
   • Tax documents
     • EIN
     • IRS 2553
     • Other IRS forms
   • Other important documents
     • Organizational meeting minutes
     • Incorporator’s resignation
     • Stock certificates/indicia of ownership
     • Buy/Sell Agreements
     • Miscellaneous
4. Corporate Governance
   • Ownerships
     • Corporate shareholders
     • Partners
       • General
       • Limited
     • LLC members
   • First tier governance
     • Directors
     • General Partners
     • Managers/Directors/Governors/Members(LLC)
   • Second tier governance
     • Officers
     • Managers
   • Incorporator/Promoter liability
5. Corporate Finance
   • Bank Financing
   • Government Financing
   • Small Business Financing
   • Minority Owner Business Financing
6. Securities Basics
   • Registration requirements
   • 1933 & 1934 Securities Acts – prohibitions on sale
   • Stock legends
   • Blue sky laws
7. Multijurisdictional Operations
   • Risks for attorneys associated with MJP
   • Foreign corporate registration
   • Personal jurisdiction issues
   • Forum selection clauses
   • Risk assessment and management for businesses
8. Intellectual Property
   • Trade secrets
   • Confidentiality and non-competition provisions
   • Copyrights
   • Trademarks
   • Patents
9. Employment
   • At will employment – public policy limits on termination for cause
   • Federal civil rights law – Title VII
   • State human rights laws – counterpart to Title VII
   • OSHA and state counterparts
   • FLSA and state counterparts
   • Worker’s compensation
   • RIF legislation
   • Whistleblower protections – federal and state
   • Employment contracts
10. Dissolution & Termination
    • Winding up
      • State filing requirements
      • Tax issues
      • Choice – continue business or terminate
      • Allocation of losses and profits
      • Allocation of corporate property
    • Termination
      • State filing requirements
11. Bankruptcy
    • Filing options
      • Chapter 7
      • Chapter 11
      • Chapter 13
    • Chapter 7
      • Liquidation proceeding
      • When is Chapter 7 preferred?
      • Overview of the filing process and procedures
    • Chapter 11
      • Reorganization proceeding
      • When is Chapter 11 preferred
      • Overview of the filing process and procedures