Fox Rothschild Selects New Leadership, Adds Partner
Diana Palacek is now the Managing Partner of Fox Rothschild’s Charlotte office. She practices commercial real estate transactions and focuses on financing (closing, servicing and enforcement), purchase and sale, ground-up development and leasing. She previously served as in-house counsel for a financial services organization in Greensboro and a financial services organization in Winston-Salem. She is a member of CREW Charlotte, a chapter of the Commercial Real Estate Women Network. She holds a law degree from Wake Forest University School of Law and a bachelor’s degree from Erskine College.
Susan Fradenburg is now the Managing Partner in the firm’s Greenville office. She has practiced health care law for more than 25 years. She focuses on representing long-term care providers, pharmacies and hospitals. She has argued at the North Carolina Court of Appeals and the 4th Circuit Court of Appeals. She works alongside the firm’s health law team to provide crisis management assistance to health care facilities. She has served as a speaker, and she has written articles on the topic of providing a response to crisis events, CARES ACT funding and more. She is a member of Rotary and serves at her local elementary school as a study buddy volunteer. She holds a law degree from Wake Forest University School of Law and a bachelor’s degree with highest distinction from the University of Kansas.
Terrill Johnson Harris is now co-chair of the Health Law Practice Group. She advises a range of health care providers on regulatory compliance, major transactions and dispute resolution. She has more than thirty years of experience assisting clients in matters of regulatory compliance, strategic planning and risk management. From 2022-2024, she served on the Legal Committee for the nonprofit LeadingAge. She also served as chair of the Board of Trustees of Friends Homes, Inc., from 2017 to 2019. She volunteers with the Women’s Resource Center. She received her law degree from Duke University School of Law and her bachelor’s degree, magna cum laude, from Wake Forest University.
Jason Vogel has joined the firm as a partner. He will practice in the Raleigh office and will be a member of the Intellectual Property Department. Vogel is an international trademark and copyright attorney. He provides counsel to clients on U.S. and international trademark and copyright strategy, clearance, protection, enforcement and transactions. He is experienced in multijurisdictional trademark and copyright registration, enforcement and litigation. He holds a law degree from the Benjamin N. Cardozo School of Law and his bachelor’s degree from Berklee College of Music.
This spring, the YLD Pro Bono Leadership Cohort came together through a meaningful series of pro bono clinics, civic engagement programs and community-building events across North Carolina. Rather than functioning as isolated service opportunities, these experiences collectively reflected a shared commitment to access to justice and helped participants begin to see pro bono service as something deeper than an obligation, an evolving part of professional identity, leadership and how we show up in the legal community.
Throughout the spring, cohort members engaged in hands-on service, collaborative programming, and informal networking that created space not only for legal impact but also for reflection, relationship-building and professional growth.
https://ncbarblogprod.wpengine.com/wp-content/uploads/2018/06/Blog-Header-1-1030x530.png00NCBA YLDhttps://ncbarblogprod.wpengine.com/wp-content/uploads/2018/06/Blog-Header-1-1030x530.pngNCBA YLD2026-04-24 09:30:192026-04-24 09:30:19Where Service Becomes Leadership: Pro Bono in the Lives of Emerging Lawyers
Compliance with the Foreign Investment in Real Property Tax Act (FIRPTA) doesn’t have to be a dealbreaker; it just requires early attention and the right approach.
In this Annual Meeting preview video, Nena Mills, National Education Director with FIRPTA Solutions, shares what to expect from her upcoming CLE session, “FIRPTA Fun: Nothing Says “Fun” Like Tax Withholding,” and offers insight into how attorneys can approach FIRPTA transactions with greater clarity and confidence.
A good hairstyle (or cut) is the gateway to a positive self-image. Your self-image is the armor needed to battle the ups and downs in the workplace and in life. At times, what you see in the mirror, your hands, face, legs and other body parts, is shaped by outsider comments that influence how you think, feel and react. In those times, you feel the most vulnerable about your appearance.
Your hair is no exception. You feel pressure to acquiesce to demands from family, friends, and society. “Is that the best color for your hair type?” “You didn’t ask me if you could cut/color/change your hair.” “I’m surprised that you cut your bangs.”
It must be hard for Jennifer Aniston, Halle Berry and Jamie Lee Curtis. These ladies exemplified pop culture’s gold standard of the iconic hairstyle: Jennifer’s “The Rachel,” Halle Berry’s pixie cut and Jamie Lee’s senior silver strands. Their immortal faces were stationed on every magazine cover. They were famous because of their hair. They inspired young and old. They inspired me, especially Halle. My first college haircut was straight from Ebony magazine, which featured a photo of Halle. I liked the pixie hairdo, and I thought it would look good on me. I said bye-bye to my shoulder-length hair and hello to stardom. I felt like an Oscar winner. I had to manage expectations from outsiders. I had to manage my internal voice.
https://ncbarblogprod.wpengine.com/wp-content/uploads/2018/06/Blog-Header-1-1030x530.png00womenintheprofessionhttps://ncbarblogprod.wpengine.com/wp-content/uploads/2018/06/Blog-Header-1-1030x530.pngwomenintheprofession2026-04-21 15:17:452026-04-21 15:18:41Take Care of Yourself
Budget impasses. Shifting case law. AI tools everyone’s talking about, but no one’s explained. If you’re a government attorney in North Carolina, you know the terrain is getting rougher — and the map keeps changing.
On Friday, May 1, the NCBA Government & Public Sector Section is hosting The Government Lawyer’s Survival Program at the Bar Center in Cary (also available via live webcast). This full‑day course delivers six hours of MCLE credit, including one hour of ethics and one hour of technology training, all built around the real‑world challenges government lawyers are facing right now.
And here’s a survival tip you won’t find in any field manual: at roughly $25 per CLE hour, this might just be the most affordable CLE in North Carolina — a deal so good it deserves its own compass rose.
https://ncbarblogprod.wpengine.com/wp-content/uploads/2018/06/Blog-Header-1-1030x530.png00GovernmentandPublicSectorhttps://ncbarblogprod.wpengine.com/wp-content/uploads/2018/06/Blog-Header-1-1030x530.pngGovernmentandPublicSector2026-04-21 14:21:082026-04-21 14:23:48Lost in the Legal Wilderness? This CLE Is Your Survival Guide
How Experienced Paralegals Can Streamline Procedures to Enhance Their Strategic Value
In today’s legal environment, complexity is the norm. Whether managing multi-party litigation, coordinating real estate closings, or tracking corporate compliance deadlines, experienced paralegals increasingly serve as the backbone of legal execution. Their expertise drives effective legal operations.
Without structured systems in place, even seasoned professionals can find themselves pulled into reactive task management. The difference between simply keeping up and leading strategically often comes down to one factor: the effective use of project management tools.
At this year’s 2026 NCBA Real Property Section Annual Meeting in Asheville, Natasha Branch, Vice President of Education and Underwriting Counsel at Title Resources Group, will walk through how to spot lien and judgment issues early and handle them efficiently before they disrupt your closing.
https://ncbarblogprod.wpengine.com/wp-content/uploads/2018/06/Blog-Header-1-1030x530.png00RealPropertyhttps://ncbarblogprod.wpengine.com/wp-content/uploads/2018/06/Blog-Header-1-1030x530.pngRealProperty2026-04-16 09:10:402026-05-12 11:25:562026 Real Property Section Annual Meeting Preview: Liens and Judgments with Natasha Branch
We hope you’ll join us in Asheville for the 2026 NCBA Real Property Section Annual Meeting. We’re looking forward to a helpful and practical program and are excited to share a preview of one of the CLE sessions focused on commercial leases.
In the preview video below, Jeff Benson, Executive Vice President at Investors Title, shares a brief overview of his presentation, titled Mission (Not) Impossible: Commercial Lease Edition, and highlights several key issues he will cover at the Annual Meeting.
https://ncbarblogprod.wpengine.com/wp-content/uploads/2018/06/Blog-Header-1-1030x530.png00RealPropertyhttps://ncbarblogprod.wpengine.com/wp-content/uploads/2018/06/Blog-Header-1-1030x530.pngRealProperty2026-04-13 16:35:532026-04-14 09:46:032026 Real Property Section Annual Meeting Preview: Commercial Leases with Jeff Benson
As the new Young Lawyer Delegate to the American Bar Association (ABA) House of Delegates, I would like to take this opportunity to provide an overview of the resolutions considered during February’s Midyear Meeting of the ABA House of Delegates in San Antonio, Texas.
The ABA House of Delegates serves as the policymaking body of the ABA. The House is responsible for drafting, debating and voting on resolutions that shape ABA policies regarding both professional and public matters. It represents not only various constituent groups within the ABA but also the broader legal profession, including delegates from state, local, and specialty bar associations. As the ultimate governing authority of the ABA, the House is committed to advancing the legal profession by addressing issues of significance to the legal community and to the law itself. The ABA maintains active policies across a diverse range of topics pertinent to the legal field, many of which have been central to the Association’s advocacy for many years.
https://ncbarblogprod.wpengine.com/wp-content/uploads/2018/06/Blog-Header-1-1030x530.png00NCBA YLDhttps://ncbarblogprod.wpengine.com/wp-content/uploads/2018/06/Blog-Header-1-1030x530.pngNCBA YLD2026-04-09 09:12:232026-04-09 09:30:41Report From the ABA Midyear Meeting
In my prior post, Installment Sale Notes Owned by S Corporations, I discussed sales of S corporation assets in exchange for a promissory note, invoking the installment sale method of Section 453. Buyers commonly use the installment sale method for earnouts, which provide additional contingent consideration based on the performance of the business after the sale. When the S corporation liquidates after closing, distributing closing cash and the earnout right to the S corporation shareholders, the Section 453 rules have an unexpected trap. That often arises where there is a stock sale and Section 338(h)(10) election, which is treated as an asset sale by the S corporation followed by its deemed liquidation. For more on Section 338(h)(10) elections, see my prior blog post Basics of 338(h)(10) Elections.
The Section 453 tax trap is caused by the installment sale rules’ requiring the shareholders to allocate the tax basis of their S corporation stock among the cash distributed and the earnout right, despite the earnout potentially never being paid. That stretching of the basis triggers liquidation gain for the shareholders that would not otherwise exist. If the earnout is never paid, the shareholders recognize a long-term capital loss but are not able to carry the loss back to the liquidation year to offset the liquidation gain. Rather, they can only utilize the capital loss to offset future capital gains. Fortunately, there are a few ways to avoid this tax trap.
https://ncbarblogprod.wpengine.com/wp-content/uploads/2018/06/Blog-Header-1-1030x530.png00TAXhttps://ncbarblogprod.wpengine.com/wp-content/uploads/2018/06/Blog-Header-1-1030x530.pngTAX2026-04-07 15:22:482026-04-09 09:30:52Section 453 Trap for S Corporation Asset Sales
Checking In: April 28, 2026
Checking InCompiled by Jessica Junqueira
Fox Rothschild Selects New Leadership, Adds Partner
Diana Palacek is now the Managing Partner of Fox Rothschild’s Charlotte office. She practices commercial real estate transactions and focuses on financing (closing, servicing and enforcement), purchase and sale, ground-up development and leasing. She previously served as in-house counsel for a financial services organization in Greensboro and a financial services organization in Winston-Salem. She is a member of CREW Charlotte, a chapter of the Commercial Real Estate Women Network. She holds a law degree from Wake Forest University School of Law and a bachelor’s degree from Erskine College.
Susan Fradenburg is now the Managing Partner in the firm’s Greenville office. She has practiced health care law for more than 25 years. She focuses on representing long-term care providers, pharmacies and hospitals. She has argued at the North Carolina Court of Appeals and the 4th Circuit Court of Appeals. She works alongside the firm’s health law team to provide crisis management assistance to health care facilities. She has served as a speaker, and she has written articles on the topic of providing a response to crisis events, CARES ACT funding and more. She is a member of Rotary and serves at her local elementary school as a study buddy volunteer. She holds a law degree from Wake Forest University School of Law and a bachelor’s degree with highest distinction from the University of Kansas.
Terrill Johnson Harris is now co-chair of the Health Law Practice Group. She advises a range of health care providers on regulatory compliance, major transactions and dispute resolution. She has more than thirty years of experience assisting clients in matters of regulatory compliance, strategic planning and risk management. From 2022-2024, she served on the Legal Committee for the nonprofit LeadingAge. She also served as chair of the Board of Trustees of Friends Homes, Inc., from 2017 to 2019. She volunteers with the Women’s Resource Center. She received her law degree from Duke University School of Law and her bachelor’s degree, magna cum laude, from Wake Forest University.
Jason Vogel has joined the firm as a partner. He will practice in the Raleigh office and will be a member of the Intellectual Property Department. Vogel is an international trademark and copyright attorney. He provides counsel to clients on U.S. and international trademark and copyright strategy, clearance, protection, enforcement and transactions. He is experienced in multijurisdictional trademark and copyright registration, enforcement and litigation. He holds a law degree from the Benjamin N. Cardozo School of Law and his bachelor’s degree from Berklee College of Music.
Submit an announcement for Checking In.
Where Service Becomes Leadership: Pro Bono in the Lives of Emerging Lawyers
Young Lawyers DivisionThis spring, the YLD Pro Bono Leadership Cohort came together through a meaningful series of pro bono clinics, civic engagement programs and community-building events across North Carolina. Rather than functioning as isolated service opportunities, these experiences collectively reflected a shared commitment to access to justice and helped participants begin to see pro bono service as something deeper than an obligation, an evolving part of professional identity, leadership and how we show up in the legal community.
Throughout the spring, cohort members engaged in hands-on service, collaborative programming, and informal networking that created space not only for legal impact but also for reflection, relationship-building and professional growth.
Read more
2026 Real Property Section Annual Meeting Preview: FIRPTA With Nena Mills
Real PropertyCompliance with the Foreign Investment in Real Property Tax Act (FIRPTA) doesn’t have to be a dealbreaker; it just requires early attention and the right approach.
In this Annual Meeting preview video, Nena Mills, National Education Director with FIRPTA Solutions, shares what to expect from her upcoming CLE session, “FIRPTA Fun: Nothing Says “Fun” Like Tax Withholding,” and offers insight into how attorneys can approach FIRPTA transactions with greater clarity and confidence.
Join us in Asheville on May 15-16.
Early registration is available at a reduced rate through April 26.
Read more
Take Care of Yourself
Women in the ProfessionA good hairstyle (or cut) is the gateway to a positive self-image. Your self-image is the armor needed to battle the ups and downs in the workplace and in life. At times, what you see in the mirror, your hands, face, legs and other body parts, is shaped by outsider comments that influence how you think, feel and react. In those times, you feel the most vulnerable about your appearance.
Your hair is no exception. You feel pressure to acquiesce to demands from family, friends, and society. “Is that the best color for your hair type?” “You didn’t ask me if you could cut/color/change your hair.” “I’m surprised that you cut your bangs.”
It must be hard for Jennifer Aniston, Halle Berry and Jamie Lee Curtis. These ladies exemplified pop culture’s gold standard of the iconic hairstyle: Jennifer’s “The Rachel,” Halle Berry’s pixie cut and Jamie Lee’s senior silver strands. Their immortal faces were stationed on every magazine cover. They were famous because of their hair. They inspired young and old. They inspired me, especially Halle. My first college haircut was straight from Ebony magazine, which featured a photo of Halle. I liked the pixie hairdo, and I thought it would look good on me. I said bye-bye to my shoulder-length hair and hello to stardom. I felt like an Oscar winner. I had to manage expectations from outsiders. I had to manage my internal voice.
Read more
Lost in the Legal Wilderness? This CLE Is Your Survival Guide
Government & Public SectorBudget impasses. Shifting case law. AI tools everyone’s talking about, but no one’s explained. If you’re a government attorney in North Carolina, you know the terrain is getting rougher — and the map keeps changing.
On Friday, May 1, the NCBA Government & Public Sector Section is hosting The Government Lawyer’s Survival Program at the Bar Center in Cary (also available via live webcast). This full‑day course delivers six hours of MCLE credit, including one hour of ethics and one hour of technology training, all built around the real‑world challenges government lawyers are facing right now.
And here’s a survival tip you won’t find in any field manual: at roughly $25 per CLE hour, this might just be the most affordable CLE in North Carolina — a deal so good it deserves its own compass rose.
Read more
The Strategic Paralegal: Elevating Legal Practice with Project Management Tools
Paralegal DivisionHow Experienced Paralegals Can Streamline Procedures to Enhance Their Strategic Value
In today’s legal environment, complexity is the norm. Whether managing multi-party litigation, coordinating real estate closings, or tracking corporate compliance deadlines, experienced paralegals increasingly serve as the backbone of legal execution. Their expertise drives effective legal operations.
Without structured systems in place, even seasoned professionals can find themselves pulled into reactive task management. The difference between simply keeping up and leading strategically often comes down to one factor: the effective use of project management tools.
Read more
2026 Real Property Section Annual Meeting Preview: Liens and Judgments with Natasha Branch
Real PropertyBy
Natasha Branch
Even the cleanest title can hide problems.
At this year’s 2026 NCBA Real Property Section Annual Meeting in Asheville, Natasha Branch, Vice President of Education and Underwriting Counsel at Title Resources Group, will walk through how to spot lien and judgment issues early and handle them efficiently before they disrupt your closing.
Join us in Asheville on May 15-16: register online.
Read more
2026 Real Property Section Annual Meeting Preview: Commercial Leases with Jeff Benson
Real PropertyWe hope you’ll join us in Asheville for the 2026 NCBA Real Property Section Annual Meeting. We’re looking forward to a helpful and practical program and are excited to share a preview of one of the CLE sessions focused on commercial leases.
In the preview video below, Jeff Benson, Executive Vice President at Investors Title, shares a brief overview of his presentation, titled Mission (Not) Impossible: Commercial Lease Edition, and highlights several key issues he will cover at the Annual Meeting.
Read more
Report From the ABA Midyear Meeting
Young Lawyers DivisionHappy April All!
As the new Young Lawyer Delegate to the American Bar Association (ABA) House of Delegates, I would like to take this opportunity to provide an overview of the resolutions considered during February’s Midyear Meeting of the ABA House of Delegates in San Antonio, Texas.
The ABA House of Delegates serves as the policymaking body of the ABA. The House is responsible for drafting, debating and voting on resolutions that shape ABA policies regarding both professional and public matters. It represents not only various constituent groups within the ABA but also the broader legal profession, including delegates from state, local, and specialty bar associations. As the ultimate governing authority of the ABA, the House is committed to advancing the legal profession by addressing issues of significance to the legal community and to the law itself. The ABA maintains active policies across a diverse range of topics pertinent to the legal field, many of which have been central to the Association’s advocacy for many years.
Read more
Section 453 Trap for S Corporation Asset Sales
Tax SectionIn my prior post, Installment Sale Notes Owned by S Corporations, I discussed sales of S corporation assets in exchange for a promissory note, invoking the installment sale method of Section 453. Buyers commonly use the installment sale method for earnouts, which provide additional contingent consideration based on the performance of the business after the sale. When the S corporation liquidates after closing, distributing closing cash and the earnout right to the S corporation shareholders, the Section 453 rules have an unexpected trap. That often arises where there is a stock sale and Section 338(h)(10) election, which is treated as an asset sale by the S corporation followed by its deemed liquidation. For more on Section 338(h)(10) elections, see my prior blog post Basics of 338(h)(10) Elections.
The Section 453 tax trap is caused by the installment sale rules’ requiring the shareholders to allocate the tax basis of their S corporation stock among the cash distributed and the earnout right, despite the earnout potentially never being paid. That stretching of the basis triggers liquidation gain for the shareholders that would not otherwise exist. If the earnout is never paid, the shareholders recognize a long-term capital loss but are not able to carry the loss back to the liquidation year to offset the liquidation gain. Rather, they can only utilize the capital loss to offset future capital gains. Fortunately, there are a few ways to avoid this tax trap.
Read more