Jeremiah Baba Pagano

Jeremiah Baba Pagano, Esq. LLM


Jeremiah Baba Pagano, Esq., LL.M., CEPA serves as an Attorney at Jacko Law Group, PC (“JLG”) where he supports the critical needs of our clients every day. His knowledge and experience, not only, enhances our ability to provide counsel that aligns with our clients’ transactional needs, but also their overall corporate objectives and strategy for long-term success. Mr. Pagano’s practice was founded on his tax experience, and his ability and foresight to align clients to position their businesses for growth.

As a solutions-led attorney, Mr. Pagano counsels JLG clients on their regulatory, corporate, and tax matters, including analyzing, evaluating, and ensuring compliance processes in the review of all tax and financial documents, analyzing tax consequences for mergers and acquisitions, drafting contracts and agreements, and more. His experience has built the foundation for his passion to strategically advocate for clients and their businesses, to position them to thrive.

Mr. Pagano brings a wealth of experience in investment adviser, broker-dealer, and fund regulatory compliance matters, internal control development, transition services, and operational risk management. His knowledge within the financial services industry allows him to address the needs of his clients, allowing them to mitigate risk and grow to their full potential. Mr. Pagano advises both firms and individuals on their legal and regulatory risks. Counseling his clients on how to mitigate risk while aligning their strategic business practices is a staple in his practice area. Mr. Pagano additionally interfaces with the various state and federal regulatory agencies on behalf of his clients, fiercely advocating for their professional interests. He is also a frequent commentator on securities regulation and investment-related matters.

When developing a Corporate Counsel practice, Mr. Pagano assesses the needs of the business as a genuine trusted partner. Throughout the years, he has provided counsel at various phases of a business, including formation, growth, and final transition and/or sale. Clients leverage his insight when finding methods to enhance their organizations and drafting of corporate documents, including complex shareholder agreements. While serving our clients, the JLG team collaborates with Mr. Pagano when devising plans and strategy – as he has a holistic approach to assessment, including risk mitigation, corporate restructuring, and management transitions.

Mr. Pagano’s clients have also relied on his counsel when navigating the intricacies of Mergers and/or Acquisitions (“M&A”). His continued experience in corporate law allows for strategic planning when it comes to the M&A process. From reviewing sensitive material like NDAs, term sheets, and purchase agreements, Mr. Pagano advocates for JLG’s clients and their best interests. Leveraging his business acumen, Mr. Pagano also assesses the impacts when it comes to his practices, providing ample counsel for transition considerations, such as employment and vendor arrangements. Over time, his ability to steer clients and create their custom timeframe and business strategy is one of many benefits and values he brings to the JLG team.

To complement Mr. Pagano’s M&A experience he also is a Certified Exit Planning Advisor (CEPA), which has proven to be invaluable to JLG clients as they grow their businesses and plan for the future. Understanding the strategy and path necessary for clients’ goals and long-term objectives, from inception, is one of his many talents within his legal practice. With this designation, he continuously advocates for clients' interests in a multitude of phases of their business, including formation, merger, acquisition, transition, and succession. As an exit planning adviser, he strives to effectively engage business owners and help them build more valuable companies, stronger personal financial plans, and align their personal goals. From formation to succession, he has been able to construct specific strategies for achieving 3, 5, and 10 years - and beyond, navigating significant changes when consolidating businesses with confidence and success.

Throughout his career, Mr. Pagano has focused his practice on tax law, managing matters with the Internal Revenue Service, the United States Tax Court, and the California tax authorities. Mr. Pagano uses his tax acumen to strategically plan and advise clients on the tax effects of a variety of corporate transactions, including taxable and tax-free reorganizations, mergers, sales, and acquisitions. He counsels clients on a variety of subjects, including tax-free reorganizations, tax-efficient return of capital to owners, Qualified Small Business Stock, and various state pass-through entity taxes. Mr. Pagano also drafts tax portions of Operating and Shareholder Agreements for businesses in different industries.

Mr. Pagano is also an industry thought leader, as he has been featured in a handful of publications, including Barron’s Advisor and the National Society of Compliance Professional’s (NSCP) Newsletter. By leveraging his knowledge and experience in tax and other service areas, he has been able to leave an impression on numerous industries, including finance and corporate securities.

Prior to joining JLG, Mr. Pagano served as an Attorney Advisor for the U.S. Small Business Administration, where he coordinated numerous efforts and community works, such as the $16 Billion Shuttered Venue Operators Grant (SVOG) emergency relief program. Similarly, Mr. Pagano has served as in-house counsel to a 501(c)(3) public charity. Before that, Mr. Pagano gained valuable experience with a number of firms and organizations, such as the University of San Diego Federal Tax Clinic, Eaker Pérez Law, and Higgs, Fletcher, & Mack LLP. Prior to law school, Mr. Pagano followed his entrepreneurial spirit, founding and running his own business in the telecommunications industry. This specific background allows Mr. Pagano to connect with his clients on a deeper level than many other legal professionals. Ultimately, his professional background helped develop his legal acumen, nimble approach to service, and determination, further attesting to his talent and how strong of an asset he is to the JLG team.

In his free time, Mr. Pagano prefers to use his talents to give back to the community. Currently, he volunteers as a Helpline Volunteer with Savvy Ladies, a 501(c)(3) non-profit organization that brings financial planning education to women. The goal of Savvy Ladies is to ensure that women have a trusted and reliable resource to get educated about their financial lives and encourage women to build and preserve economic security. The intended outcome is to decrease the number of women who fall prey to financial abuse and exploitation and increase the number of women who understand the importance of educating themselves.

Read less
Practices :
Tax LawDrafting & Execution of Contracts & AgreementsBusiness FormationCorporate & Securities Law
Essential Checklist for Employee Contracts and Onboarding
Blog Client Contracts, Independent Contractor & Employee Agreements & Other Documents Contract Review Labor & Employment Law Services Outsourced-General Corporate Counsel
May 19, 2022

Establishing the talent to manage the steady increase of clients and employee turnover
from COVID-related changes has created a trending issue for any industry. But the
demand of the job market often underscores the value of a comprehensive employee
contract and how it is leverage in mitigating your firm’s risk.

The most effective employee contracts are those that address specific areas consistent
with federal, state, and local laws. Having outside counsel draft specialized language for
employee contracts helps firms avoid problems that may impact client service.

The purpose of an employee contract, also known as an employment agreement, is to
cite and define the obligations and responsibilities of both the employer and employee.
Employee contracts can cover W-2 and 1099 contract employees. They’re commonly
used when hiring executives, senior-level managers, freelancers, and short-term,
temporary, or part-time employees.

Information To Include

Much of the necessary language for employee contracts can be included in a firm’s new
employee handbook. Exceptions are employee responsibilities, reporting structure, and
length of employment, which should be tailored to each individual.

Corporate counsel can draft a standard employee contract to cover the scope of
employment and restrictive covenants such as non-compete and non-disclosure

Firms often fail to include language for assignment clauses that can stipulate any patents
developed and claimed by an employee during their tenure belong to the company. Thorny
issues such as grounds for termination and methods of dispute resolution should be written
or reviewed by specialists in employment law.

Term and Termination of Agreement. Whether a contract or full-time position,
the firms should always establish the timeframe of employment. While this
generally refers to the length of employment, with most positions the term is
indefinite, as all employees in the state of California (and most states in the
country) are at-will employees, meaning the employee or the employer can
terminate employment at any time with or without cause. On occasion
employment may be for a limited time frame, like a contract position, those
details should be included within the terms of the agreement.

Benefits. Are health or life insurance benefits included? What’s the dollar
amount of commissions and bonuses, how are they calculated, and when are
they payable? Is there a 401(k) plan? Profit sharing? Stock options? The benefits
a company provides are essential to clearly define in today’s competitive job
market. The possibility of working from home is more important to some people
than sick leave or vacation time.

Compensation. This is the part of an employee contract that understandably
garners the most interest from new hires. What is the employee’s base pay? Will
the employee be paid weekly, biweekly, or monthly? Experts in labor law can
help your firm benefit from the advantages and avoid the common disadvantages
to employee contracts.

A contract can give your company more control when it comes to reprimanding or
terminating a clearly substandard employee. But a contract binds the employer to the
covenant of acting in good faith and fair dealing. Violating this covenant can lead to
serious legal challenges.

Offer Letters v. Employee Contracts and Agreements

It’s important to note the legal differences between an offer letter and an employee
contract. Offer letters are only presented to prospective employees and are not legally
binding. They tend to cover only such areas as benefits, compensation, and title, but
can be written to include non-disclosure and non-compete agreements.
Once a prospective employee accepts the provisions in an offer letter, an employee
contract becomes critical because it is a legally binding document between the firm and
the individual. For more information or assistance with drafting your firm’s employee
contract, contact us at (619) 298-2880 to schedule a consultation.

Leave a Reply

Your email address will not be published. Required fields are marked *