Jeremiah Baba Pagano
Attorney

Jeremiah Baba Pagano, Esq. LLM

Attorney

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.

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Practices :
Tax LawDrafting & Execution of Contracts & AgreementsBusiness FormationCorporate & Securities Law
Recruiting and Interviewing Prospective Employees
Employment Law Labor & Employment Law Services Legal Risk Management Tips
November 29, 2022

In recent years, the industry has seen its share of ebbs and flows when it comes to employment, with the main contributor to its fluidity being the COVID-19 pandemic. As organizations continue to grow and hunt for stronger and skilled talent, it is becoming more apparent that the process of assessing prospective candidates is essential to establish a unified and cohesive corporate culture and team.

However, prior to posting a new job opportunity or scheduling an interview, there are requirements and considerations that firms should be aware of when making the necessary talent additions at their firms.

This month’s legal tip will focus on preparing Firms and Companies for the legalities of recruiting and interviewing prospective employees. There are federal, state, and local employment and labor laws that apply to job postings, interview questions and employment contracts that must be considered during the entire hiring process.

Drafting Your Job Opportunity

Once your company has decided to recruit and hire new staff, the first step is to draft and post the job opportunity. However, in doing so, be sure to consider your state’s requirements for information to include or exclude from your postings. For example, in California, employers with 15 or more employees are required to include the salary (or hourly wage) range in all internal and external job postings. In Florida, employment and recruiting services are prohibited from guaranteeing a job in their postings. Other common requirements include posting the job opportunity internally and externally, providing job postings in multiple languages, and taking steps to ensure that job postings do not discriminate against job applicants in  U.S. Equal Employment Opportunity Commission protected categories.

The Wave of Pay Transparency

Pay Transparency laws are trending around the country, with New York being the most recent addition. These laws are designed to require employers with a certain number of employees to list salary and wage ranges for all job opportunities and make salary and wage information available to existing employees. Furthermore, an employer must divulge salary and wage range information to current employees and external applicants upon their request.  It should be noted that many of these laws, also include document retention obligations, pay equity reporting to their state, and requirements related to compensating employees equitably irrespective of a protected class, such as gender.

It’s critical for employers to meet these state requirements because violations will result in penalties and fines, ranging from $500 – $1,000 per penalty. Thus, organizations should also include verbiage reflecting these requirements within their company Human Resources’ policies and procedures, as well as the Employee manual. For example, job postings by Washington-based companies are required to disclose a salary range, a description of the discretionary and nondiscretionary wages and benefits.

International Career Opportunities

As the remote work world continues to expand more organizations are onboarding the right talent – regardless of their location. Many companies are open to recruiting international talent, but before doing so, it is important to become familiar with the laws of foreign countries where you will be recruiting.

Below are a few key areas to consider during the recruiting process of international candidates so that your firm or company does not draw attention from a foreign country employment commission for violations of local laws.  There may be:

  • Legal limits on an employer’s ability to conduct background checks. Depending on the employee’s location, certain regulations may prohibit the utilization of a third-party service provider to perform the background check. In some instances, employers may request the candidate to obtain the records and review.
  • Requirements for certain pre-employment screening procedures. In some countries, employers are prohibited from making conditional job offers, thus all screening and assessments will need to be completed early in any hiring process.
  • Anti-discrimination laws which, in some countries, include different protected classes. Not all countries define “protected classes” the same and require more of a critical eye when reviewing. South Africa, Brazil, and the United States have some of the more critical considerations for these protections.
  • Recognition and legal limits on “at-will” employment
  • Differences in work-day hours, holidays and work-week days
  • Taxation of Foreign employee earnings

Best Practices for Interviewing Candidates

Once candidates have been selected for interview, crafting specific interview questions is an integral step to candidate selection. Well thought-out questions can help assess whether the candidate is qualified and a good cultural fit for the organization.  Questions should be carefully crafted and designed to address the roles and responsibilities of the position and explore that individual’s career objectives and expectations of the employer.  It is also important to explore the candidate’s communication style and work experience. When considering interview questions, it is prudent to become familiar with any local and/or state employment laws requirements on questions that you cannot pose to prospective candidates.  For example, in some states, the employer is not permitted to ask questions related to current salary and wage earnings, length of time at current of previous residence, credit worthiness, family or parental status.

Generally, many states and the federal laws protect categories of people from discrimination including, gender, race, age, national origin, citizenship, marital status, disabilities, arrest and conviction record, military discharge status and pregnancy status.  Thus, unless the question directly relates to a function of the job position, it is illegal to inquire about these matters with interviewees. Keep in mind, as the hiring process moves forward, you may be allowed to conduct a background check that will reveal information that you could not cover in the interview.

Conclusion

The recruiting process can be complex given the various employment laws that apply. If you or your firm need job postings reviewed for legal sufficiency, our counsel at Jacko Law Group, PC (“JLG”) can assist as you prepare for local, national, and international publication. We assist clients with reviewing interview questions and assisting with recruitment and on-boarding processes which comply with local and state employment law regulations. For more information, please contact JLG at info@jackolg.com or 619.298.2880 for assistance.

Author: Jeremiah Baba Pagno, Attorney; Editor: Michelle L. Jacko, Managing Partner of Jacko Law Group, PC (“JLG”).  JLG works extensively with investment advisers, broker-dealers, investment companies, private equity and hedge funds, banks and corporate clients on securities and corporate counsel matters.  For more information, please visit https://www.jackolg.com/.

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The Risk Management Tip is published solely based off the interests and relationship between the clients and friends of the Jacko Law Group P.C. (“JLG”) and in no way be construed as legal advice. The opinions shared in the publication reflect those of the authors, and not necessarily the views of JLG. For more specific information or recent industry developments or particular situations, you should seek legal opinion or counsel.

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