Gaw Poe LLP

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Representing companies and individuals in complex civil lawsuits and transactions

10/15/2026

Most civil cases settle. That's often treated as a reason to prepare every case to settle. We think it points the other way.

Settlement value depends on what each side expects a jury to do, and on how credible the threat of trial really is. Opposing counsel and insurers notice which lawyers try cases.

When the other side believes you're ready for verdict, discovery builds real trial evidence, experts are prepared to testify, and the number on the table reflects actual risk.

Readiness also protects clients. Sometimes the right call is to reject an offer, and that's only a confident call if the team can try the case.

When choosing litigation counsel, it's fair to ask: when did you last try a case to verdict?

10/08/2026

When business co-owners fall out, it's tempting to treat it as a contract dispute. But co-owners of a closely held company often owe each other something stronger: fiduciary duties of loyalty and care.

Breaches tend to look like:

• Diverting a business opportunity to a side venture
• Paying yourself or insiders on terms no one approved
• Freezing a minority owner out of information or distributions

One early question shapes the whole case: whose claim is it? Harm to the company may need to be pursued on the company's behalf. Harm to you individually may be a direct claim. Getting it wrong can cost months.

Operating agreements can modify these duties, so start with the documents.

10/01/2026

Growing businesses don’t always need a full-time General Counsel, but they do need a smart legal strategy.

Gaw | Poe’s Fractional General Counsel services give companies access to experienced legal leadership without the overhead. We have worked with private and publicly traded companies in a wide array of industries, from technology and finance to CPG, and have been lead transactional counsel on commercial, financing, and M&A contracts cumulatively worth over $850 million.

Contact us if you or someone you know might need assistance!

09/24/2026

"We have an NDA" is not the same thing as "we have a trade secret."

For information to qualify as a trade secret under California and federal law, a company generally has to show it derives independent economic value from not being known, and that the company took reasonable steps to keep it confidential. A signed NDA is one piece of that. It's not the whole case.

Companies that never restrict access, never mark documents confidential, or hand out sensitive information broadly inside the company often struggle to prove trade secret status later, even with an NDA on file.

Protecting something as a trade secret starts long before a dispute happens.

09/17/2026

Good litigation isn’t just about knowing the rules; it’s about knowing when to push and when to exercise restraint.

One of the most underrated skills in litigation is judgment: understanding that a “win” on paper can quickly turn into a strategic loss if it’s overplayed. Smart advocacy means recognizing when your client has achieved its objective and moving forward without unnecessary risk.

Our team believes strong results come from disciplined decision-making, not ego or theatrics. Litigation is rarely about a single motion or moment; it’s about the long game, credibility with the court, and protecting the client’s position at every step.

Sometimes, the best move is knowing when not to make one.

09/09/2026

A lot of people think an appeal is a chance for a "redo," a second trial in front of a different judge.

It isn't. An appeal isn't about re-arguing the facts. It's a review of whether the trial court made a legal error, misapplied the law, or abused its discretion.

That distinction matters because it changes the entire strategy. A strong appeal is built during the trial itself, through the objections raised and the record preserved, not invented afterward.

If a case is heading toward trial, it's worth thinking about the appellate record before a verdict ever comes in, not after.

09/02/2026

Big companies don't break antitrust law just by winning. They break it by using their size to cheat.

Sherman Act claims aren't about a company being the largest player in its market. They're about how that company got there or how it stays there. Predatory pricing designed to bankrupt smaller rivals, exclusive dealing arrangements that lock up distribution, and manufactured barriers that keep new entrants out are the kinds of tactics that cross the line.

08/26/2026

The Robinson-Patman Act requires suppliers to offer the same pricing, discounts, and promotional terms to competing buyers at the same level of distribution. If a
manufacturer is quietly giving a competitor better terms than you, on the same volume, that can be illegal.

If you've ever suspected a supplier was playing favorites, there may be a legal question behind that feeling.

08/17/2026

Gaw | Poe is thrilled to announce the addition of our new Of Counsel, Kristin Menon! Kristin joins us after consulting with the firm since 2020. Her practice draws on a distinctive combination of experience in litigation, patent practice, in-house counsel work, engineering, and production management.

Randy & Mark have known Kristin since Stanford Law and will be an excellent addition to the team.

08/13/2026

If you've ever sold a business with an earnout attached, you already know how this goes.

An earnout sounds simple on paper: hit certain targets after closing, get paid the rest of the purchase price.

The disputes almost always come down to the same question: did the buyer operate the business in good faith after the deal closed, or did they quietly make decisions that suppressed the numbers?

If you're negotiating an earnout, the language defining "good faith efforts" or "ordinary course of business" matters more than the headline purchase price.

Address

4 Embarcadero Ctr #1400
San Fransisco, CA
94111

Telephone

+14157667451

Website

https://www.gawpoe.com/

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