We pledge to every client a responsive, interested, and informed team of attorneys to help meet the challenges inherent in a highly competitive business climate. The seasoned, skillful members of our Corporate Practice act as compass, guide, partner, and counsel to our clients, successfully steering them through all stages of the business life cycle, from formation and financing through governance and liquidity events and at all strategic points along the way.
We offer unsurpassed, sophisticated legal services at the right price point to a wide range of clients – including startups, emerging companies, investment funds, and small publicly traded companies. We help them navigate the complexities of today’s challenging marketplace. Our clients include a roster of companies engaged in the private equity, software and technology, medical devices, biotechnology, internet and e-commerce, pharmaceutical, and financial services industries.
We invite you to consider utilizing our strengths and skills to help forge a brighter future for your own company.
Sebastian Estrada
Associate
Elizabeth A. Resteghini
Senior Attorney
Monica B. Sax
Associate
Jeffrey P. Somers
Of Counsel
Ryan A. Whelpley
Associate
News & Insights
Morse Serves as Counsel to Grain Ecosystem in Series Seed Financing
Morse Serves as Counsel to Nova AI and its BrandGuard AI technology in Acquisition by Sightly
Morse Serves as Counsel to Camber Creek in Series Seed Financing
Attorney Paul Rosie Joins Morse
Taxation of Earnout Payments in M&A Transactions
Morse Serves as Counsel to Voicify in Acquisition of Bite Ninja
Morse Serves as Counsel to BrainSell in Acquisition by Atlantic, Tomorrow’s Office
VC Deals: Morse Ranked in 23 Categories in 2024 PitchBook League Tables
An Overview of SAFEs and Convertible Notes as Investment Instruments
Client Alert: CTA Update – Texas Case – Appeal Filed; FinCEN Position
Morse Serves as Counsel to The Bridge in Acquisition of Data Consulting Firm
Attorney Taimoor Choudhry Joins Morse
Section 83(b) Elections – Navigating Fertile Ground for Bad Results
What’s Market: Indemnification Caps and Baskets in M&A Transactions
Morse Serves as Counsel in Myeloma Investment Fund’s Investment in Envisagenics
Food Contract Manufacturing Agreements: Six Things To Know
Three Things to Consider in a Corporate Venture Capital Investment
VC Deals: Morse Ranked in 18 Categories in 2023 PitchBook League Tables
2023 VC Deals
2019-2023 M&A Deals
Morse Welcomes Corporate Counsel Daniel E. Wilcox
Morse Announces 2024 Attorney Elevations
Celebrating the Career of Carl Barnes: A Retirement Announcement
Client Alert: Product Pricing May Be Relevant When Federal Agencies Consider Exercising March-in Rights
Corporate Financing Attorney David Dinwoodey Retires
M&A News: Morse Client Garvin Construction Products in Acquisition by Beacon
Attorney Sebastian Estrada Joins Morse
Morse Serves as Counsel to Wagr in Acquisition by Yahoo Sports
Morse Serves as Counsel to Skylla Technologies in Acquisition by Movensys
Morse Ranked in 14 Categories in 2022 PitchBook League Tables
The Price of Growth
Top 10 Tips for Drafting a Letter of Intent for Successful M&A Negotiations
Morse Serves as Counsel to Agrivida in Acquisition by Novus International, Inc.
Top 10 Tips for Developing a Privacy Notice
Is Fireball Confusable with Fireball?
Data Protection Risks in M&A and Investment Transactions
Congress Passes New M&A Broker Registration Exemption
Morse Announces 2023 Attorney Elevations
Morse Serves as Counsel to Steel Root in Merger with C3 Integrated Solutions
Morse Welcomes Associates Kevin Olson and Monica Sax
Breakdown of SAFEs as an Investment Vehicle
Choice of Entity and State of Incorporation Considerations for Entrepreneurs When Forming a Start-Up
Key Considerations When Entering into an M&A Transaction
Top 10 Issues in Mergers and Acquisitions Transactions
The Significance of Investor Side Letters in Venture Capital Financings
2021 VC Deals
2021 M&A Deals
Morse Welcomes Rebecca Alperin to the Firm; Adds ERISA Practice
Morse Announces 2022 Attorney Elevations
Registration Exemptions for Investment Advisers under the Investment Advisers Act of 1940
Using An Unregistered Broker Is A Perilous Trap For The Unwary
Are you ready for the new reporting obligations under the Corporate Transparency Act?
Morse Welcomes Ryan Whelpley to the Firm
2017 – 2020 M&A Deals
2020 VC Deals
COVID-19 Alert: The Consolidated Appropriations Act of 2021
Morse Announces 2021 Attorney Elevations
COVID-19 Alert: SBA Change of Ownership
COVID-19 Alert: Administrative Tax Relief
COVID-19 Alert: PPP Loan Forgiveness Portal
COVID-19 Alert: Listing of Lenders
COVID-19 Alert: Main Street Lending Program Update
COVID-19 Alert: PPP Forgiveness Application
COVID-19 Alert: Lender Registration
COVID-19 Alert: Changes to the Main Street Lending Program
COVID-19 Alert: PPP Flexibility Act
COVID-19 Alert: Additional Guidance for Main Street Lending Relief Program
COVID-19 Alert: Fair Labor Standards Act
COVID-19 Alert: Updated Response Plan
COVID-19 Alert: Interim Forgiveness & Audit Rules
COVID-19 Alert: Phase I: Start Plan
COVID-19 Alert: Phase 1 of Re-Opening Plan
COVID-19 Alert: PPP Loan Forgiveness Application Form
COVID-19 Alert: Question 46 Guidance
COVID-19 Alert: Safe Harbor for PPP Borrowers
COVID-19 Alert: Four-Phase Re-Opening Plan
COVID-19 Alert: Main Street Lending Program
COVID-19 Alert: The Emergency Order
COVID-19 Alert: Re-Call of Employees to the Worksite
Surviving as a Tenant In the Age of Coronavirus
COVID-19 Alert: Interim Final Rule
COVID-19 Alert: The Affiliation Rules
COVID-19 Alert: Economic Injury Disaster Loan
COVID-19 Alert: Emergency Loan Programs
COVID-19 Alert: PPP Loan Applications
COVID-19 Alert: Interim Final Rule on Affiliation
COVID-19 Alert: PPP Interim Rules
COVID-19 Alert: Families First Coronavirus Response Act
COVID-19 Alert: Paycheck Protection Program
COVID-19 Alert: The CARES Act
The Virtual Board Meeting in the New COVID-19 World Order
COVID-19 Alert: Small Business Loan Programs
COVID-19 Alert: Federal & State Resources
Employment Law Alert: Paid Family Medical Leave and Sick Time
Force Majeure in Light of the Coronavirus Outbreak
Employment Law Alert: Emergency Orders
2019 M&A Deals
2019 VC Deals
Morse Serves as Counsel to WinterWyman in Acquisition by Planet Group
Explaining Profits Interests and Their Tax Consequences
Structuring Your M&A Transaction
Attorneys Elevated to Member and Senior Attorney
The Continued Evolution of the NVCA Documents
Recent Growth in the Boston Area Life Sciences Ecosystem
The Top Five Considerations for Startups
Elizabeth Resteghini Joins Morse
MBBP Celebrates 25th Anniversary
Jon Gworek Selected to National Venture Capital Association General Counsel Advisory Board
Morse Pleased to Welcome Senior Attorney Daniel J. Blanchard
2017 M&A Deals
Tax Issues for Startups
2017 VC Deals
Stock Options and Restricted Stock
Tax Aspects of VC Investor Financings
Summary of Significant Changes under the Tax Cuts and Jobs Act of 2017
Tax Considerations in Choosing the Form of Organization for a New Business
First Time Funds
TPG Pays $12.8 Million to Settle Allegations that it Misled Investors
Morse Welcomes Associate Joseph Hunt
Attack of the Indirect Investor, Again
Attack of the Indirect Investor
An Overview of the Golden Parachute Payment Rules
Top Considerations When Selling a Company
M&A Non-Disclosure Agreements
The Risks of Using Finders and Unregistered Brokers
Corporate Attorney Michael Jabbawy Joins Firm as Partner
Tax Aspects of Buy-Sells
Keeping Employees Interested
Social Entrepreneurship and Public Benefit Corporations
Morse Welcomes Two New Corporate Attorneys
SEC to Funds: Watch the Broker-Dealer Activities
Importance of Closing Conditions in Mergers
Motivating and Retaining Employees With a Bonus/Carve-Out Plan
2015 M&A Deals
Tips for Enforcing Indemnification Provisions
Permanent Exclusion of Gain on Sales of Qualified Small Business Stock
IP Due Diligence: Patentability vs. Patent Infringement
Scott Bleier Elevated Within the Firm
The Evolution of the NVCA Documents
VIDEO: M&A Clips
Limited Application of Covenant of Good Faith and Fair Dealing in Earn-outs
Delaware Clarifies Limited Liability of Independent Directors
Emerging Companies and Outside Director Compensation
Extending the Exercise Period of a Stock Option
Delaware Decision Reviews Directors’ Fiduciary Duty to Creditors
Renowned Attorney John Hession Joins Firm
A Reminder on Break-up Fees in M&A Transactions
Shadow Preferred Stock:
Kind of a Drag: Recent Delaware Decision Underscores Importance Of Following Procedural Rules Of Contracts
Open Source Issues in Mergers & Acquisitions
M&A Privacy & Data Security Considerations:
From Trados to Nine Systems: And Now for Something Completely Different?
Common Stock Valuation and Option Pricing by Private Companies
Delaware Courts Apply Business Judgment Rule to Controlling Stockholder Transactions
Materiality Scrape Provisions in Merger & Acquisition Agreements
Can A Party Be Liable For Expectation Damages Under A Non-Binding Term Sheet? Delaware Court Says Yes
Investment Banker Engagement Letters
The Threat of Social Media Diligence on the Confidentiality of the M&A Process: The Problem and Possible Solution
Delaware Decision Calls Into Question the Value of Preferred Stockholder “Blocking Rights”
Delaware Case Confirms Validity of CEO’s Removal
With General Solicitation Now Permitted, Has New Day Dawned for Private Placements?
“Stealth Mode” Venture Capital Financings and the Pending Jobs Act Regulations
Exits for Venture-Backed Companies
When Nothing is Fair: In re Trados and the Fiduciary Duties of Investor Directors
On the Trail of Fairness: The Lessons of Bloodhound
Does a Reverse Triangular Merger Constitute An Assignment by Operation of Law?
The “Acqui-hire” Trend: Issues for Founders and Investors and Drafting Options
Hiring a Professional To Serve as Stockholder Representative
Seed Convertible Note Discounts
The NVCA Venture Capital Forms: Will East Coast Meet West Coast?
Helping Smaller Public Companies Navigate the NASDAQ Delisting Process
Sales and OID – A Primer
LLC Formation Checklist
Enhanced Whistleblower Provisions Under Dodd-Frank Act
National Venture Capital Association Modifies Documents in Response to In Re Trados Case
Venture Capital Transactions:
Fiduciary Duty Obligations to Common Stockholders:
Fiduciary Duties of Directors to Creditors
Disclosure Obligations for Stockholder Notices
Extending the Deadlines for Filing Quarterly and Annual Reports
Planning for a Liquidity Event
The Down Round Financing
Founders’ Representations and Warranties in the Venture Capital Transaction
Double Trigger Acceleration:
Attorney-Client Privilege Waived as a Result of Special Committee Investigation Report to Full Board
Proper Notice and Conduct of Board Meeting Necessary To Ensure Valid Corporate Action
The Making of a Winning Term Sheet: Understanding What Founders Want
Founders’ Equity
The Making of a Winning Term Sheet: Understanding What Founders Want
Bridging the Option Pool Gap
Data Mining the Venture-Backed Company Charter
The Liquidation Preference of Non-Participating Preferred
Protecting the Legal Interests of Founders in a Startup Emerging Technology Company
Motivating Employees in the Face of Substantial Liquidation Preferences
The Low Down on Start-Ups
Morse Serves as Counsel to Nova AI and its BrandGuard AI technology in Acquisition by Sightly
Morse Serves as Counsel to Camber Creek in Series Seed Financing
Attorney Paul Rosie Joins Morse
Taxation of Earnout Payments in M&A Transactions
Morse Serves as Counsel to Voicify in Acquisition of Bite Ninja
Morse Serves as Counsel to BrainSell in Acquisition by Atlantic, Tomorrow’s Office
VC Deals: Morse Ranked in 23 Categories in 2024 PitchBook League Tables
An Overview of SAFEs and Convertible Notes as Investment Instruments
Client Alert: CTA Update – Texas Case – Appeal Filed; FinCEN Position
Morse Serves as Counsel to The Bridge in Acquisition of Data Consulting Firm
Attorney Taimoor Choudhry Joins Morse
Section 83(b) Elections – Navigating Fertile Ground for Bad Results
What’s Market: Indemnification Caps and Baskets in M&A Transactions
Morse Serves as Counsel in Myeloma Investment Fund’s Investment in Envisagenics
Food Contract Manufacturing Agreements: Six Things To Know
Three Things to Consider in a Corporate Venture Capital Investment
VC Deals: Morse Ranked in 18 Categories in 2023 PitchBook League Tables
2023 VC Deals
2019-2023 M&A Deals
Morse Welcomes Corporate Counsel Daniel E. Wilcox
Morse Announces 2024 Attorney Elevations
Celebrating the Career of Carl Barnes: A Retirement Announcement
Client Alert: Product Pricing May Be Relevant When Federal Agencies Consider Exercising March-in Rights
Corporate Financing Attorney David Dinwoodey Retires
M&A News: Morse Client Garvin Construction Products in Acquisition by Beacon
Attorney Sebastian Estrada Joins Morse
Morse Serves as Counsel to Wagr in Acquisition by Yahoo Sports
Morse Serves as Counsel to Skylla Technologies in Acquisition by Movensys
Morse Ranked in 14 Categories in 2022 PitchBook League Tables
The Price of Growth
Top 10 Tips for Drafting a Letter of Intent for Successful M&A Negotiations
Morse Serves as Counsel to Agrivida in Acquisition by Novus International, Inc.
Top 10 Tips for Developing a Privacy Notice
Is Fireball Confusable with Fireball?
Data Protection Risks in M&A and Investment Transactions
Congress Passes New M&A Broker Registration Exemption
Morse Announces 2023 Attorney Elevations
Morse Serves as Counsel to Steel Root in Merger with C3 Integrated Solutions
Morse Welcomes Associates Kevin Olson and Monica Sax
Breakdown of SAFEs as an Investment Vehicle
Choice of Entity and State of Incorporation Considerations for Entrepreneurs When Forming a Start-Up
Key Considerations When Entering into an M&A Transaction
Top 10 Issues in Mergers and Acquisitions Transactions
The Significance of Investor Side Letters in Venture Capital Financings
2021 VC Deals
2021 M&A Deals
Morse Welcomes Rebecca Alperin to the Firm; Adds ERISA Practice
Morse Announces 2022 Attorney Elevations
Registration Exemptions for Investment Advisers under the Investment Advisers Act of 1940
Using An Unregistered Broker Is A Perilous Trap For The Unwary
Are you ready for the new reporting obligations under the Corporate Transparency Act?
Morse Welcomes Ryan Whelpley to the Firm
2017 – 2020 M&A Deals
2020 VC Deals
COVID-19 Alert: The Consolidated Appropriations Act of 2021
Morse Announces 2021 Attorney Elevations
COVID-19 Alert: SBA Change of Ownership
COVID-19 Alert: Administrative Tax Relief
COVID-19 Alert: PPP Loan Forgiveness Portal
COVID-19 Alert: Listing of Lenders
COVID-19 Alert: Main Street Lending Program Update
COVID-19 Alert: PPP Forgiveness Application
COVID-19 Alert: Lender Registration
COVID-19 Alert: Changes to the Main Street Lending Program
COVID-19 Alert: PPP Flexibility Act
COVID-19 Alert: Additional Guidance for Main Street Lending Relief Program
COVID-19 Alert: Fair Labor Standards Act
COVID-19 Alert: Updated Response Plan
COVID-19 Alert: Interim Forgiveness & Audit Rules
COVID-19 Alert: Phase I: Start Plan
COVID-19 Alert: Phase 1 of Re-Opening Plan
COVID-19 Alert: PPP Loan Forgiveness Application Form
COVID-19 Alert: Question 46 Guidance
COVID-19 Alert: Safe Harbor for PPP Borrowers
COVID-19 Alert: Four-Phase Re-Opening Plan
COVID-19 Alert: Main Street Lending Program
COVID-19 Alert: The Emergency Order
COVID-19 Alert: Re-Call of Employees to the Worksite
Surviving as a Tenant In the Age of Coronavirus
COVID-19 Alert: Interim Final Rule
COVID-19 Alert: The Affiliation Rules
COVID-19 Alert: Economic Injury Disaster Loan
COVID-19 Alert: Emergency Loan Programs
COVID-19 Alert: PPP Loan Applications
COVID-19 Alert: Interim Final Rule on Affiliation
COVID-19 Alert: PPP Interim Rules
COVID-19 Alert: Families First Coronavirus Response Act
COVID-19 Alert: Paycheck Protection Program
COVID-19 Alert: The CARES Act
The Virtual Board Meeting in the New COVID-19 World Order
COVID-19 Alert: Small Business Loan Programs
COVID-19 Alert: Federal & State Resources
Employment Law Alert: Paid Family Medical Leave and Sick Time
Force Majeure in Light of the Coronavirus Outbreak
Employment Law Alert: Emergency Orders
2019 M&A Deals
2019 VC Deals
Morse Serves as Counsel to WinterWyman in Acquisition by Planet Group
Explaining Profits Interests and Their Tax Consequences
Structuring Your M&A Transaction
Attorneys Elevated to Member and Senior Attorney
The Continued Evolution of the NVCA Documents
Recent Growth in the Boston Area Life Sciences Ecosystem
The Top Five Considerations for Startups
Elizabeth Resteghini Joins Morse
MBBP Celebrates 25th Anniversary
Jon Gworek Selected to National Venture Capital Association General Counsel Advisory Board
Morse Pleased to Welcome Senior Attorney Daniel J. Blanchard
2017 M&A Deals
Tax Issues for Startups
2017 VC Deals
Stock Options and Restricted Stock
Tax Aspects of VC Investor Financings
Summary of Significant Changes under the Tax Cuts and Jobs Act of 2017
Tax Considerations in Choosing the Form of Organization for a New Business
First Time Funds
TPG Pays $12.8 Million to Settle Allegations that it Misled Investors
Morse Welcomes Associate Joseph Hunt
Attack of the Indirect Investor, Again
Attack of the Indirect Investor
An Overview of the Golden Parachute Payment Rules
Top Considerations When Selling a Company
M&A Non-Disclosure Agreements
The Risks of Using Finders and Unregistered Brokers
Corporate Attorney Michael Jabbawy Joins Firm as Partner
Tax Aspects of Buy-Sells
Keeping Employees Interested
Social Entrepreneurship and Public Benefit Corporations
Morse Welcomes Two New Corporate Attorneys
SEC to Funds: Watch the Broker-Dealer Activities
Importance of Closing Conditions in Mergers
Motivating and Retaining Employees With a Bonus/Carve-Out Plan
2015 M&A Deals
Tips for Enforcing Indemnification Provisions
Permanent Exclusion of Gain on Sales of Qualified Small Business Stock
IP Due Diligence: Patentability vs. Patent Infringement
Scott Bleier Elevated Within the Firm
The Evolution of the NVCA Documents
VIDEO: M&A Clips
Limited Application of Covenant of Good Faith and Fair Dealing in Earn-outs
Delaware Clarifies Limited Liability of Independent Directors
Emerging Companies and Outside Director Compensation
Extending the Exercise Period of a Stock Option
Delaware Decision Reviews Directors’ Fiduciary Duty to Creditors
Renowned Attorney John Hession Joins Firm
A Reminder on Break-up Fees in M&A Transactions
Shadow Preferred Stock:
Kind of a Drag: Recent Delaware Decision Underscores Importance Of Following Procedural Rules Of Contracts
Open Source Issues in Mergers & Acquisitions
M&A Privacy & Data Security Considerations:
From Trados to Nine Systems: And Now for Something Completely Different?
Common Stock Valuation and Option Pricing by Private Companies
Delaware Courts Apply Business Judgment Rule to Controlling Stockholder Transactions
Materiality Scrape Provisions in Merger & Acquisition Agreements
Can A Party Be Liable For Expectation Damages Under A Non-Binding Term Sheet? Delaware Court Says Yes
Investment Banker Engagement Letters
The Threat of Social Media Diligence on the Confidentiality of the M&A Process: The Problem and Possible Solution
Delaware Decision Calls Into Question the Value of Preferred Stockholder “Blocking Rights”
Delaware Case Confirms Validity of CEO’s Removal
With General Solicitation Now Permitted, Has New Day Dawned for Private Placements?
“Stealth Mode” Venture Capital Financings and the Pending Jobs Act Regulations
Exits for Venture-Backed Companies
When Nothing is Fair: In re Trados and the Fiduciary Duties of Investor Directors
On the Trail of Fairness: The Lessons of Bloodhound
Does a Reverse Triangular Merger Constitute An Assignment by Operation of Law?
The “Acqui-hire” Trend: Issues for Founders and Investors and Drafting Options
Hiring a Professional To Serve as Stockholder Representative
Seed Convertible Note Discounts
The NVCA Venture Capital Forms: Will East Coast Meet West Coast?
Helping Smaller Public Companies Navigate the NASDAQ Delisting Process
Sales and OID – A Primer
LLC Formation Checklist
Enhanced Whistleblower Provisions Under Dodd-Frank Act
National Venture Capital Association Modifies Documents in Response to In Re Trados Case
Venture Capital Transactions:
Fiduciary Duty Obligations to Common Stockholders:
Fiduciary Duties of Directors to Creditors
Disclosure Obligations for Stockholder Notices
Extending the Deadlines for Filing Quarterly and Annual Reports
Planning for a Liquidity Event
The Down Round Financing
Founders’ Representations and Warranties in the Venture Capital Transaction
Double Trigger Acceleration:
Attorney-Client Privilege Waived as a Result of Special Committee Investigation Report to Full Board
Proper Notice and Conduct of Board Meeting Necessary To Ensure Valid Corporate Action
The Making of a Winning Term Sheet: Understanding What Founders Want
Founders’ Equity
The Making of a Winning Term Sheet: Understanding What Founders Want
Bridging the Option Pool Gap
Data Mining the Venture-Backed Company Charter
The Liquidation Preference of Non-Participating Preferred
Protecting the Legal Interests of Founders in a Startup Emerging Technology Company
Motivating Employees in the Face of Substantial Liquidation Preferences
The Low Down on Start-Ups
Events
Virtual Workshop: Integrating AI Into Your SaaS Offering
Celebrating Data Privacy Week 2025
WEBINAR: 30 Mins: Navigating the Corporate Transparency Act
Building Resilient Biotechnology Research in the Shadow of The Biosecure Act
WEBINAR: Preparing for an M&A Exit
WEBINAR: Corporate and Employment Considerations for Entrepreneurs Starting a Business
Celebrating Data Privacy Week 2025
WEBINAR: 30 Mins: Navigating the Corporate Transparency Act
Building Resilient Biotechnology Research in the Shadow of The Biosecure Act
WEBINAR: Preparing for an M&A Exit
WEBINAR: Corporate and Employment Considerations for Entrepreneurs Starting a Business
