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21
Dec
2021

Legal Risk Check-Up

Written by: Brett Callahan

Legal Risk Check-Up

It is almost the end of the calendar year! It is also a busy time for many businesses as they try to wrap up any deals, close their books for end-of-the-year accounting, recognize their employees, and celebrate their past year’s accomplishments. And let’s face it, making it through 2021 with a healthy business is quite an accomplishment. However, you may want to add something new to that end of the year to-do list: schedule a time in January to sit down and take a serious look at how your business has grown or changed over the past year or several years, and what that might mean for your legal risks. After all the new year is a time for new beginnings and what better fresh start could your company have than identifying and fixing threats before they snowball into a major problem?

The most cost-effective approach to business legal disputes is usually to avoid them altogether, but that isn’t always possible. Businesses have limited resources and can’t focus on everything at once. So, if you have to prioritize, what are the most common types of legal issues businesses face that either create legal troubles or make them more complicated and expensive than they need to be?

  1. Using inappropriate, outdated, or unfavorable contracts. Contracts are supposed to protect against legal risk. Odds are good if your business has been “using that contract forever” or no one remembers exactly where the contract came from, that the contract isn’t providing much protection. Remember when considering your potential exposure, even if each individual transaction under a regularly used contract may seem small, when you add them together you can get a big problem.
  2.  Not paying attention to the rules of a licensed or regulated industry. You study, take tests, and pay fees to get your real estate or contractor license. But how frequently do you check to make sure all of your practices and contracts are following the rules, including any new rules, of whatever board or agency issued that license? If your business going to take a serious hit if you (or an employee) lose their license, it isn’t enough just to pay your renewal fees. You need to make sure you are taking basic steps to actively protect that license.
  3. Not performing other business maintenance on a regular basis. When was the last time someone looked at the corporate by-laws or company operating agreement? Are you paying attention to what new labor laws apply as your business grows and adds employees? Your practices and policies need to be in alignment with any governing laws or any controlling documents for the business. Businesses change, sometimes slowly, sometimes quickly. Any major change, such as a large expansion, should prompt an immediate review of what new laws your business might now have to follow. But even if it seems like not much has changed in a while, if you review your legal framework, you might be surprised at what you find.

Risk management requires you actively manage those risks and not ignore them until it is too late. If you have any questions on where to start or need help ensuring you are using favorable contracts and complying with any applicable laws, regulations, or governing documents one of our business attorneys may be able to help.

This blog post is not intended to provide legal advice or substitute for the advice of legal counsel with respect to specific facts and situations. See disclaimer

17
Dec
2021

City of Manassas Approves Special Use Permit for Building Expansion

Written by: Olaun Simmons

City of Manassas Approves Special Use Permit for Building Expansion

Olaun Simmons of Vanderpool, Frostick & Nishanian, P.C. represented the Prince William Islamic Center in their pursuit of a special use permit to expand their place of worship located on Mathis Avenue. The PWIC, a well-established religious institution in the community for 15 years, has a growing congregation that needs additional space for worship services. The PWIC designed the expansion to include contemporary, high-quality architectural finishes and landscaping facing Mathis Avenue that will help to modernize the look of the Mathis Avenue corridor. On November 3, 2021, the City’s Planning Commission voted unanimously to recommend approval of the special use permit application. On December 13, the City Council voted unanimously to approve PWIC’s special use permit application for the expansion. Olaun was instrumental in helping PWIC successfully navigate the procedural maze often associated with zoning applications.

This blog post is not intended to provide legal advice or substitute for the advice of legal counsel with respect to specific facts and situations. See disclaimer

10
Dec
2021

Freedom of Information Act – How Can We Best Serve the Public?

Written by: Martin Crim

Freedom of Information Act – How Can We Best Serve the Public?

Virginia first adopted a Freedom of Information Act, or FOIA, in the 1960s. Its purpose is to ensure that the people of the Commonwealth have ready access to public records in the custody of a public body or its officers and employees and that the people have free entry to meetings of public bodies wherein the business of the people is being conducted.

Every year, the General Assembly considers bills to amend FOIA. How should citizens and the General Assembly evaluate those bills? I recommend that we evaluate them in light of the purpose and principles of FOIA.

FOIA ensures access to public records and meetings of public bodies because such access is helpful to voters in selecting candidates and holding public officials accountable. We support democracy by making public records and meetings available for citizens. Note that assisting private parties with claims against the government is not a purpose or goal of FOIA, but in actual practice, those parties make up a large percentage of persons who make FOIA records requests.

Policy is hard, in part because there are always policy considerations weighing against any option you want to look at. What does something cost? Who has to pay the cost? What are the opportunity costs (that is, what will not happen that you want to have happen)?

With FOIA records requests, the costs fall on state and local governments to provide the staff time and materials for copying. Luckily, most citizens are OK with receiving electronic copies, but there is still a time component in searching for documents. In addition, in many cases, someone has to review the content of the documents to determine if they are exempt from FOIA.

The government can charge the person making the request for the “actual cost” it incurs in providing the requested documents. However, the way that the law and the FOIA Advisory Council have defined “actual cost” is less than the actual costs, so taxpayers pick up part of the charge for FOIA records requests. The opportunity costs are harder to gauge, but a large records request can bring a government to a standstill by diverting all available staff to fulfilling the records requests. If the person making the document request thinks that the price is excessive, they can ask a judge to review it, and the judge can reduce the charge if it is actually excessive.

Members of the General Assembly do not feel any responsibility for the costs of FOIA records requests. They don’t see the costs, they don’t have to raise taxes to cover the costs, they don’t hear from constituents about the costs, and their support staff are not diverted from working for them by FOIA records requests. They, therefore, have no frame of reference for the strategic or vindictive use of FOIA records requests.

In litigation, parties will use a FOIA records request to bypass civil discovery and, if they have deep enough pockets, to bring a government agency to a standstill due to the size of the records requests. There are also people who are irrationally hostile toward the government due to personal grievances or ideology and who abuse FOIA records requests to harass and obstruct the operation of government.

How should the misuse of FOIA records requests inform policy decisions? If we return to first principles, we should look at how the release of information would serve the public in understanding how the government works and holding government officials accountable. Reducing the cost of FOIA abuse does not, I submit, serve either of those goals.

FOIA is a good thing, but it is bad policy to change FOIA to make its abuse easier. Your government works for you, and anything that impedes the work of government harms the public interest. Please take an interest in this year’s FOIA bills and ask whether they serve the public interest.

This blog post is not intended to provide legal advice or substitute for the advice of legal counsel with respect to specific facts and situations. See disclaimer

9
Dec
2021

Phase I Environmental Site Assessment – updated standard requirements

Written by: Guy Jeffress

Phase I Environmental Site Assessment – updated standard requirements

On November 1, 2021, ASTM International (formerly the American Society for Testing and Materials) approved revisions to the ASTM 1527 standard, more commonly known as a Phase I Environmental Site Assessment Report. Once the new standard is adopted by the Environmental Protection Agency (EPA), purchasers of real estate will need to comply with the updated requirements.

Under the Comprehensive Environmental Response, Compensation, and Liability Act (CERCLA), a property owner risks strict liability for environmental contamination caused by prior owners. However, CERCLA provides defenses for a current owner if the current owner satisfies certain requirements, i.e., the All Appropriate Inquiries (AAI) requirement. To qualify for an AAI defense, a prospective owner, prior to the purchase, must make reasonable inquiries to determine if a property has existing contamination, this includes conducting a Phase I environmental site assessment undertaken in accordance with the ASTM 1527 standard.

Potential purchasers of commercial real property should ensure that environmental professionals are conducting Phase I Reports according to the required standards, i.e., ASTM 1527-13 or ASTM 1527-21. Likewise, lenders funding acquisition loans should keep an eye open for the upcoming change. Adoption of the new standard, ASTM 1527-21, by the EPA is expected to occur in December 2021. There should be a “phase-out” or transition period during which both standards may be allowed. Note that as a result of the new standard Phase I reports may become more costly and time-consuming as environmental professionals get up to speed on the new requirements.

Additional information regarding the revised standard can be found on the ASTM website: https://newsroom.astm.org/astm-international-revises-standard-practice-environmental-site-assessments

Contact the attorneys at Vanderpool, Frostick & Nishanian, P.C., if you have any questions regarding the purchase and/or sale of commercial real estate.

This blog post is not intended to provide legal advice or substitute for the advice of legal counsel with respect to specific facts and situations. See disclaimer

20
Jul
2021

New Associate Joins VF&N

Tyler J. Blaser
Associate

Vanderpool, Frostick & Nishanian, P.C. is pleased to announce the addition of our newest associate Tyler J Blaser. His practice includes commercial real estate, business, and other complex financial transactions.

Prior to joining VF&N, Mr. Blaser worked as a business transaction and commercial litigation associate for Surovell Isaacs & Levy PLC and as a clerk for the Honorable Carroll A. Weimer, Jr., the Chief Judge of the Prince William County Circuit Court. He has also clerked with the Office of the County Attorney in Prince William County and a criminal defense firm. His legal background was prefaced by his work for an IT firm as a Business Development Manager in Tysons Corner.

 

18
Jun
2021

Legalization of Marijuana in the Workplace: Virtual Seminar

Delving into the Weeds: How to Prepare for the Legalization of Marijuana in the Workplace

Join Kristina Keech Spitler, Esq of Vanderpool, Frostick & Nishanian, P.C. for this one hour session where she will review Virginia’s new marijuana-related legislation and explain what it means for employers.

Attendees can expect to learn about the particulars of the bills that legalized recreational marijuana and will prohibit employers from discrimination against employees that use cannabis oil for medical reasons. The session will also discuss how the new laws might impact drug testing in the workplace and what revisions may be required or otherwise suggested for employee handbooks.

Wednesday, July 14, 2021 at 09:00 AM via zoom.

22
Dec
2020

VF&N is Named One of the Best Places to Work in Virginia!

VF&N is Named One of the Best Places to Work in Virginia!

Vanderpool, Frostick & Nishanian, P.C. is honored to be named one of the 2021 Best Places to Work in Virginia by Virginia Business Magazine and Best Companies Group.

This statewide survey and awards program is designed to identify, recognize and honor the best places of employment in Virginia, benefiting the state’s economy, workforce and businesses. The 2020 Best Places to Work in Virginia list is made up of 100 companies.

Companies from across the state entered the two-part survey process to determine the Best Places to Work in Virginia. The first part consisted of evaluating each nominated company’s workplace policies, practices, philosophy, systems and demographics. This part of the process was worth approximately 25% of the total evaluation. The second part consisted of an employee survey to measure the employee experience. This part of the process was worth approximately 75% of the total evaluation. The combined scores determined the top companies and the final ranking. The final rankings will be announced on January 29, 2021.

About VF&N

The law firm of Vanderpool, Frostick and Nishanian, P.C. (VF&N) provides legal solutions for businesses, local governments, and individuals. With 30 years of history in Northern Virginia and a full suite of legal services, VF&N’s footprint can be seen throughout the region from mix-use developments to large commercial projects, trademarking some of Virginia Wines’ most recognizable names, and hosting one of Virginia’s largest annual employment law summit.

The firm has produced a highly active group of leaders that have, and will continue to make, significant contributions to their community. VF&N boasts several industry and community leaders, including Brett Callahan, President of the Center of the Arts of Greater Manassas; Martin Crim, Board Member of the Matthews Center for Visual Learning; Michael Vanderpool, Past-President of the Manassas Rotary Foundation; Kristina Spitler, Prince William County Bar Association’s Past-President; Bradley Marshall, Past Board Member SERVE Emergency Shelter; and three past chairmen of the Prince William Chamber of Commerce.

VF&N also acknowledges the importance of a healthy work life balance by providing a flexible work model. The firm is comprised of part-time staff with young children or aging family members at home, retirees staying active in their field while offering decades of experience as Of Counsel, and attorneys working from remote locations to better serve their clients. VF&N endorses smart firm growth and collaboration, not aggressive hiring and business development practices.

This award reflects VF&N’s genuine interest in their client’s outcomes and the community they serve. VF&N hires staff with like-minded values and promotes a balance between service, work, and fun.

11
Dec
2020

“Go-To Lawyer” in Business Law

Congratulations to Michael Vanderpool for being named as a “Go-to Lawyer” in Virginia by Virginia Lawyers Weekly (VLW). This program recognizes the top lawyers across the commonwealth in a given practice area, and the first field of practice is business law.

A “Go To Lawyer” is defined as:

  • A lawyer who is an expert in his or her field, well-versed in the nuances of the case law, statutes and regulations clients will encounter.
  • A lawyer who is experienced and enjoys a record of success, with many cases and/or transactions that give testimony to the quality advice he or she can provide.
  • A lawyer to whom other lawyers make referrals because of his or her expertise and accomplishments.
  • A lawyer who can think creatively and identify all options for a client.

A full profile, highlighting Mr. Vanderpool’s achievements in business law, is featured on the Virginia Lawyers Weekly Site HERE.

1
Dec
2020

2020 Virginia Business Legal Elite

Vanderpool, Frostick & Nishanian, P.C. is proud to announce that three of its attorneys have been recognized by the Virginia Business Magazine as being among Virginia’s “Legal Elite” within their various practice categories. We are extremely honored to celebrate their continued success and exceptional work!