California has taken a significant step in debt collection regulation by expanding the Rosenthal Fair Debt Collection Practices Act (RFDCPA) to cover specific commercial debt obligations. This move introduces a new layer of legal exposure for creditors, lenders, and collection professionals involved in commercial finance-particularly those engaging with individual borrowers and personal guarantors.

As of July 1, 2025, covered commercial debts in California will be subject to the same strict collection practices previously reserved for consumer debts.

This includes avoiding:

• Harassment or abusive collection practices
• Contacting a debtor’s employer without authorization
• Communicating with a represented debtor
• Any deceptive or misleading collection tactics

Key Legal Update: What Senate Bill 1286 Changes

Traditionally, the RFDCPA applied only to consumer debts-obligations incurred primarily for personal, household, or family use. Now, the law will include:

• “Covered commercial credit” and “covered commercial debt”- defined as debts owed by natural persons, including personal guarantors, for commercial purposes, if the total transactional value is $500,000 or less.
• Types of debt affected include:
  • Commercial loans
  • Accounts receivable financing
  • Factoring and asset-based lending
  • Lease financing
  • Open-end credit lines

This means any individual-whether acting as a direct borrower or as a personal guarantor of a business obligation-will receive protections under the RFDCPA, provided the transaction meets the dollar threshold.

Effective Date and Scope

• Applies to commercial debt entered into, renewed, sold, or assigned on or after July 1, 2025
• Does not apply retroactively to prior transactions
• Applies to original creditors as well as third-party debt collectors and debt buyers

Implications for Credit and Finance Professionals

Violations of the RFDCPA can result in:

• Actual and punitive damages
• Attorney’s fees and costs awarded to the debtor
• Reputational and legal risk to your organization

Best Practices: Preparing for Compliance

 To position your business for regulatory readiness, we recommend the following steps:

Audit Your Commercial Collections Process

Review your current collection protocols, especially those involving personal guarantors or individual borrowers in California. Ensure all communications and outreach methods meet RFDCPA standards.

Implement Training for Staff and Third Parties

Educate internal collections teams, customer service representatives, and any third-party collection vendors on the new legal requirements. Emphasize prohibited conduct, including harassment, unauthorized employer contact, and deceptive communications.

Update Commercial Loan Documentation

Revisit your loan agreements and guaranty language to align with anticipated enforcement risks. Ensure clear delineation between business and personal obligations.

Strengthen Recordkeeping and Communication Controls

Ensure you have robust documentation of all borrower communications and can demonstrate compliance if challenged.

Partner with Legal Counsel Proactively

Engage experienced counsel to review your California-based commercial lending and collections operations. WFJ can help you identify exposure areas and implement changes before the law takes effect.

This new bill represents a growing trend of consumer-style protections being extended into the commercial finance space. For credit and finance professionals managing portfolios with individual guarantors or natural-person borrowers, this is the time to act.

WFJ is here to help you navigate this shift with clarity and confidence. Reach out to us today to learn how this new law may impact your business. 

When you finance or lease heavy equipment, you’re taking a risk-especially if the customer defaults or goes bankrupt. A Purchase Money Security Interest (PMSI) is one of the most powerful tools available to protect your investment and ensure you have top priority in recovering your equipment or getting paid.

A PMSI gives you a “super-priority” status, even over other creditors who previously filed a security interest. But here’s the catch: you only get that priority if you follow the rules to the letter.

If the equipment is inventory, such as parts or rental fleet assets, you must:

• File a UCC-1 financing statement before the customer takes possession
• Send authenticated notice to all other secured parties who have an interest in the same type of inventory.

If you’re financing equipment (like a bulldozer or excavator sold for long-term use), you have a bit more flexibility:

• File the UCC-1 within 20 days after the customer receives the equipment
• No notice to other creditors is required

Failing to meet these deadlines or skipping the notice step can cost you your priority status-meaning another creditor could take possession of the very equipment you financed.

This is where legal guidance becomes critical. 

Working with a trusted law firm ensures that your filings are done properly, your notices are sent on time, and your interests are protected at every step. It’s not just about paperwork-it’s about protecting your bottom line.

Don’t leave your priority to chance. 

Partner with a legal team that understands the nuances of PMSIs and the unique risks faced by heavy equipment dealers. The right legal strategy today could be the reason you recover your equipment tomorrow.

Minnesota employers, change is coming and it’s time to prepare. Beginning in 2026, the State’s new paid family and medical leave program, which is the State is calling MN Paid Leave, will provide workers with paid time off for life events like bonding with a new child, recovering from an illness, or caring for a loved one. If you’re feeling overwhelmed by the details, you’re not alone. At Wagner, Falconer & Judd, we believe in simplifying the complex, so here’s what you need to know.

The Basics: What is MN Paid Leave?

Minnesota passed MN Paid Leave in 2023, and it is a state-run insurance program that provides up to 20 weeks of paid leave per year for qualifying family or medical reasons.

• Contributions Start: January 1, 2026
• Benefits Available to Employees: January 1, 2026
• Administered by: The Minnesota Department of Employment and Economic Development (DEED)

Employer Responsibilities: What You Need to Do

Here’s your action list:

Submit Wage Reports: Starting already on October 31, 2024, you must file quarterly wage detail reports.

Start Payroll Deductions: Contributions being January 1, 2026. Employers and employees share the cost of the total premium rate of 0.88%, with employers and employees each typically paying 0.44% (employees cannot be required to pay more than 0.44%).

Post Notices: You’ll be required to post workplace notices and distribute individual notifications by December 1, 2025.

Maintain Coverage: While an employee is out on MN Paid Leave, you must maintain their health insurance and other benefits coverage.

WFJ Tip: Employers can opt out of the State program if they offer a private plan that meets State standards.

Eligibility: Who Qualifies?

Covered Employers

All private and public employers are covered and must participate in MN Paid Leave (except the federal government).

Covered Employees

To qualify for MN Paid Leave, employees must meet all of the following:

1. Earn at least 5.3% of the statewide average annual wage in the past year (about $3,700 in 2024); and

2(a) Worked at least 50% of their time in MN in a calendar year; or

2(b) If an employee (i) does not work at least 50% of their time in MN or in any other state, and (ii) the employee performs some work in MN and (iii) lives in MN for at least 50% of the calendar year.

Eligible employees includes full-time, part-time, temporary, and most seasonal employees.

Seasonal employees who work less than 150 days during any consecutive 52-week period in hospitality are generally not eligible to MN Paid Leave benefits.

Remote Employees Count Too: Even if your company is based out of state, if you have just one employee working remotely in Minnesota that satisfies the State’s eligibility requirements, then your business must participate in MN Paid Leave.

Independent contractors are not eligible under the employer’s MN Paid Leave contributions, but they may opt into the MN Paid Leave program on their own.

What Leave is Covered?

There are two main types of leave under MN Paid Leave:

• Medical Leave (up to 12 weeks): For the employee’s own serious health condition
• Family Leave (up to 12 weeks): For bonding time with a new child, caring for a family member with a serious condition, addressing a military exigency, or taking safe leave.

Combined Cap: An employee may take up to 20 total weeks of paid leave per benefit year.

Intermittent Leave: Leave can be taken in small blocks (e.g., a few hours or days at a time), with a cap of 480 hours per year for intermittent use.

Reporting and Payroll Deductions: What Goes Where?

Here’s what you’ll need to track and report:

• Quarterly wage detail reports to the State
• Employee payroll deductions (starting in 2026)
• Coordination with PTO/STD: If an employee is also receiving short-term disability (STD) or using PTO, you must report it. Benefits are adjusted to avoid duplication.

How Does MN Paid Leave Work with Other Benefits?

One of the biggest questions we hear from employers is: How does this fit with the FMLA or other leave policies?

• MN Paid Leave and FMLA run concurrently if the reason for leave is a qualifying reason under both MN Paid Leave and FMLA. If an employee qualifies for both, they can’t stack one on top of the other.
• Job protection under MN Paid Leave kicks in once an employee has worked 90 calendar days. 
• Employees can use MN Paid Leave intermittently, but you may limit them to 480 hours of intermittent leave per year.

If you already offer parental leave or short-term disability, MN Paid Leave doesn’t cancel them out, but it will likely require coordination to avoid overpayment or compliance gaps.

Private Plans: Is It Worth Opting Out?

Some employers may choose to offer a private plan instead of participating in the State-run program. To qualify, your plan must:

• Offer benefits at least equal to those provided by the State
• Be approved by DEED
• Be monitored to ensure compliance

Benefits of a private plan may include faster claims processing, better integration with existing policies, and more administrative control.

Penalties and Enforcement

Don’t ignore this law. Employees can sue to enforce rights under MN Paid Leave, and employers can face penalties between $100 and $10,000 per violation. Retaliation against employees who request or take this leave is strictly prohibited.

Your Next Steps

Here’s how to get ready now:

✅ Audit Your Workforce: Identify who may be eligible based on wage and work location.
✅ Evaluate Current Leave Policies: Understand where MN Paid Leave overlaps or conflicts with your current leave policies.
✅ Update Payroll Systems: Prepare for future contributions and reporting.
✅ Plan Your Communications: Clear employee education is critical.
✅ Consider Private Plan Options: If you want more control, explore alternatives.

Need Help Making Sense of MN Paid Leave?

At Wagner, Falconer & Judd, we’re here to help you prepare for changing laws with confidence-not confusion. From policy review to training your HR team, our attorneys can help you navigate the new law while protecting your business.

Contact us today to ensure you’re ready for Minnesota Paid Leave in 2026 and beyond. 

When you’re buying a home, it’s easy to get swept up in the excitement of paint colors, neighborhoods, and mortgage approvals. But there’s one crucial piece of the puzzle that can make or break your ownership: the title. 

A home’s title is the legal documentation that proves you own the property-and it must be clean and clear for the sale to go smoothly. Unfortunately, title issues are more common than you might think. And if they’re not caught early, they can lead to serious legal and financial consequences down the road. Here’s what every homebuyer-and homeowner- needs to know to avoid title trouble.

What is a Title, and Why Does it Matter?

The title to a property is your legal claim to ownership. It includes a history of who has owned the property, any legal claims made against it (like mortgages or liens), and rights of access or use (like easements).

If the title isn’t clear, you could end up buying someone else’s legal problems-like unpaid taxes, surprise ownership claims, or even disputes over property lines.

Common Title Issues that Can Derail Your Deal

• Unpaid Liens or Judgments: Contractors, the IRS, or previous lenders may have placed liens on the property for unpaid debts-and those liens don’t disappear just because you buy the house.
• Boundary Disputes: A fence that’s off a few feet can become a big legal problem if neighbors disagree about where the property line actually is.
• Forgery or Fraud in Past Transfers: If a previous deed was forged or transferred without proper authorization, you could find your ownership challenged.
• Heirs or Co-Owners You Didn’t Know Existed: Sometimes, long-lost heirs or former co-owners come forward claiming they have a legal right to the property, even after you’ve closed.
• Easments or Access Rights: Utility companies, neighboring properties, or the public may have access to part of your land-sometimes without your knowledge.

How to Protect Yourself: Legal Best Practices

Work with a Real Estate Attorney: While title companies handle much of the due diligence, an attorney can review your title report and contract to ensure your legal interests are fully protected.

Always Get Title Insurance: Title insurance protects you from financial loss due to title defects. A one-time payment at closing covers you as long as you own the home.

Request a Detailed Title Search: Make sure your title company does a full search, not just a quick scan. Ask to review the report-and have an attorney explain anything that’s unclear.

Understand What Title Insurance Does (and Doesn’t) Cover: Not all title insurance policies are the same. Some don’t cover zoning issues, post-purchase boundary disputes, or problems that arise after construction. Know what’s in your policy.

Resolve Issues Before Closing: If the title search uncovers red flags, don’t rush forward. Work with your attorney to clear them-or walk away if they can’t be resolved.

Already a Homeowner? Here’s What to Watch For

Even if you’ve already closed, it’s smart to keep an eye on your property’s legal status. For example:

• Double check that your deed was properly recorded with the county
• Watch for any legal notices or tax issues involving your property
• If you add someone to your deed, consult a lawyer to avoid unintended consequences

When to Talk to a Lawyer

A real estate attorney isn’t just helpful during closing, they’re essential if:

• You’re buying a home with a complex history or shared ownership

• The title report shows unresolved liens, easements, or legal claims

• You’re facing a dispute with a neighbor or HOA over property boundaries

• You’re selling your home and need to ensure a clean transfer

Conclusion: Your Dream Home Deserves a Clean Title

You’re investing a lot—emotionally and financially—when you buy a home. Don’t let hidden legal problems sneak in through the fine print. Taking the right steps now can save you years of legal headaches and financial loss later.

If you’re buying, selling, or just want peace of mind about your home’s legal standing, contact our real estate attorneys today. We’re here to protect your investment—so you can focus on making your house a home.

If your business offers subscription services, auto-renewing memberships, or any type of recurring billing program-whether to consumers or other businesses-change is coming. And it’s coming fast. 

Starting July 14, 2025, the Federal Trade Commission’s (FTC) new Click-to-Cancel Rule will take effect, creating significant compliance obligations for companies that utilize what the agency calls “Negative Option Features”. This new rule is designed to make it just as easy for customers to cancel a subscription as it was to sign up in the first place-and failure to comply will lead to regulatory scrutiny.

At WFJ, we’re tracking developments because we understand how quickly evolving federal rules can impact your day-to-day operations. Below, we break down what the Click-to-Cancel Rule requires and what steps your business should be taking now to prepare.

What is a “Negative Option Feature”?

A Negative Option Feature is a provision in a contract where a customer’s silence or inaction is interpreted as acceptance or continuation of a recurring service or payment. Think of automatic renewals, continuity plans, or free-to-paid trial conversions.

The FTC’s new rule applies broadly-to both business-to-consumer (B2C) and business-to-business (B2) transactions.

What Does the Rule Require?

The rule has three core requirements, two of which go into effect on July 14, 2025. The third requirement is already enforceable.

1.Simple Click-to-Cancel Mechanisms

Effective July 14, 2025

If your business allows customers to sign up for a subscription online, you must also allow them to immediately cancel it online-with no unecessary hurdles.

• Online Cancellations must be easy to find and use. If a customer signed up without talking to a representative, they cannot be required to speak with one to cancel.
• Telephone cancellations must be handled promptly, during normal business hours, and can not cost more than the initial call.
• In-person cancellations can’t be the only cancellation method-even if the original sign-up was in person.

Bottom line: The cancellation process must be as easy as the sign-up process. 

2.Clear Disclosures of Material Terms

Effective July 14, 2025

Before you collect billing information, you must provide clear and conspicuous disclosures, including:

• That charges will occur and may increase after trial periods
• How and when customers can cancel
• The cost and frequency of recurring charges
• The cancellation method required under the new rule

These disclosures must appear immediately next to the consent mechanisms and before the customer agrees to the terms.

3.No Misrepresentations

Already in effect

The rule prohibits misrepresenting any material fact about your recurring service-including:

• The cost
• The cancellation process
• The nature or effectiveness of the service
• Any aspect likely to influence a customer’s purchasing decision

If it could affect someone’s choice to sign up or continue a service, it must be stated truthfully and clearly.

Why This Matters Now

Although some aspects of the rule won’t be enforceable until mid-2025, the FTC has already made it clear that transparency and fairness in subscription-based services are a top enforcement priority. With the July 14 deadline approaching, busineses should begin reviewing customer onboarding flows, updating cancellation procedures, and ensuring disclosures meet the new standards. 

It’s also important to note that state laws may impose stricter requirements, and complying with federal rules doesn’t guarantee compliance at the state level.

How WFJ Can Help

At Wagner, Falconer & Judd, our attorneys and Compliance Center team are dedicated to keeping businesses like yours ahead of the curve when it comes to legal and regulatory changes. We know that each business model is different-and compliance isn’t one-size-fits-all.

Whether you need a comprehensive reivew of your current subscription practices, help drafting compliance disclosures, or advice on how this rule interacts with your state’s laws, we’re here to guide you every step of the way.

Reach out to WFJ’s Compliance Center today to ensure your business is ready for the Click-to-Cancel rule and stays compliant.

Starting and running a small business comes with many challenges, but by following key best practices, you can set yourself up for success and minimize legal and financial risks. This guide provides actionable insights to help small business owners and aspiring entrepreneurs navigate common pitfalls and build a strong foundation for growth.

Register Trademarks and Copyrights

Why it Matters: Your brand name, logo, and creative works define your business identity. Protecting these assets prevents others from using them without your permission.

Action Steps:

• Conduct a trademark search to ensure your business name is available
• File for trademark protection with the U.S. Patent and Trademark Office
• Register copyrights for original content, such as websites, marketing materials, and product designs

Draft Strong Contracts

Why it Matters: Clear, legally sound contracts reduce disputes and provide protection in case of disagreements with employees, vendors, or clients.

Action Steps:

• Work with an attorney to draft customized agreements
• Ensure contracts cover key terms like payment schedules, deliverables, and termination clauses
• Regularly review and update contracts as your business evolves

Comply with Employment Laws

Why it Matters: Failing to comply with wage, hour and anti-discrimination laws can lead to lawsuits and penalties.

Action Steps:

• Stay informed on federal, state, and local labor laws
• Establish clear policies on wages, overtime, and employee classification
• Provide anti-discrimination and harassment training for employees

Get Proper Business Insurance

Why it Matters: Insurance protects your business from financial losses due to accidents, lawsuits, and unforseen events.

Action Steps: 

• Obtain general liability, professional liability, and worker’s compensation insurance
• Review coverage annually to ensure it meets your business needs
• Work with an insurance expert to identify additional risks specific to your industry

Stay Compliant with Tax Laws

Why it Matters: Failure to meet tax obligations can result in penalties and audits.

Action Steps: 

• Work with a CPA to ensure compliance with federal, state, and local tax requirements
• Keep accurate financial records to streamline tax filing
• Plan for estimated tax payments to avoid year-end surprises

Use a Compliance Partner

Why it Matters: Regulations change frequently, and staying compliant can be complex.

Action Steps: 

• Partner with a law firm or compliance expert to stay ahead of regulatory changes
• Schedule regular compliance audits
• Implement policies and training to ensure ongoing adherence to laws

Separate Business and Personal Finances

Why it Matters: Mixing business and personal finances can create tax issues and legal liability.

Action Steps: 

• Operate separate business bank accounts and credit lines
• Track your business expenses separately for accurate financial reporting
• Pay yourself a salary rather than withdrawing money directly from business accounts

Have Clear Payment Terms

Why it Matters: Updaid invoices can hurt cash flow and profitability.

Action Steps: 

• Require upfront deposits for services or large orders
• Include clear payment terms in contracts
• Implement late payment policies and enforce them consistently

Create an Employee Handbook

Why it Matters: An employee handbook sets clear workplace policies, reducing confusion and disputes.

Action Steps:

• Outline expectations, workplace rules, and disciplinary procedures
• Include policies on harassment, benefits and time off
• Have employees sign an acknowledgment of receipt

Monitor Cash Flow and Financial Health

 Why it Matters: Poor cash flow management can lead to business failure.

Action Steps:

• Regularly review financial statements
• Track income and expenses to detect inefficiencies
• Work with a financial professional to create a budget and forecast future financial needs

Work with a Trusted Law Firm

Why it Matters: Proactive legal counsel can help prevent costly issues before they arise.

Action Steps:

• Establish a relationship with a business attorney early on
• Consult legal counsel before signing
• Stay informed about industry-specific legal requirements

By implementing these best practices, small business owners can mitigate risk, improve financial stability, and position their businesses for long-term success. Proactive planning and professional guidance are key to navigating the complexities of entrepreneurship. To learn more about the strategic partnership Wagner, Falconer & Judd offers business clients, reach out today!

Minnesota employers, change is coming-and it’s time to prepare. Begining in 2026, the state’s new Paid Family and Medical Leave (PFML) program will provide workers with paid time off for life events like bonding with a new child, recovering from illness, or caring for a loved one. If you’re feeling overwhelmed by the details, you’re not alone. At Wagner, Falconer & Judd, we believe in simplifying the complex, so here’s what you need to know.

The Basics: What is PFML?

Minnesota’s PFML law, passed in 2023, is a state-run insurance program that provides up to 20 weeks of paid leave per year for qualifying family or medical reasons.

• Contributions Start: January 1, 2026
• Benefits Available to Employees: January 1, 2026
• Administered by: The Minnesota Department of Employment and Economic Development (DEED)

Employer Responsibilities: What You Need to Do

Here’s your action list:

Submit Wage Reports: Starting October 31, 2024, you must file quarterly wage detail reports.

Start Payroll Deductions: Contributions being January 1, 2026. Employers and employees share the cost-each typically pays 0.44% of wages (for a total of 0.88%).

Post Notices: You’ll be required to post workplace notices and distribute individual notifications by December 1, 2025.

Maintain Coverage: While an employee is out on PFML, you must maintain their health insurance.

WFJ Tip: Employers can opt out of the state program if they offer a private plan that meets state standards.

Eligibility: Who Qualifies?

Covered Employers

If you employ at least one person in Minnesota, even remotely-you’re subject to the PFML law.

Covered Employees

To qualify for benefits under the Minnesota PFML program, employees must meet all of the following:

• Earn at least 5.3% of the state’s average annual wage in the year prior to the leave (about $3,781.23 in 2024)
• Perform at least 50% of their work in Minnesota, or if no single state meets the 50% threshold, the employee must live in Minnesota and perform some work here
• Be a current employee, or in some cases, a former employee separated from employment for less than 26 weeks
• Provide appropariate notice and documentaiton for the leave requested

This includes full-time, part-time, seasonal, and temporary employees.

Remote Employees Count Too: Even if your company is based out of state, if you have just one employee working remotely in Minnesota, that employee is eligible and your business must comply .

Independent contractors are not eligible under the employer’s PFML contributions-but they may opt into the program on their own.

What Leave is Covered?

There are two main types of leave under PFML:

• Medical Leave (up to 12 weeks): For the employee’s own serious health condition
• Family Leave (up to 12 weeks): For bonding with a new child, caring for a family member with a serious condition, addressing a military exigency, or taking safe leave.

Combined Cap: An employee may take up to 20 total weeks of paid leave per benefit year.

Intermittent Leave: Leave can be taken in small blocks (e.g., a few hours or days at a time), with a cap of 480 hours per year for intermittent use.

Reporting and Payroll Deductions: What Goes Where?

Here’s what you’ll need to track and report:

• Quarterly wage detail reports to the state
• Employee payroll deductions (starting in 2026)
• Coordination with PTO/STD: If an employee is also receiving short-term disability (STD) or using PTO, you must report it. Benefits are adjusted to avoid duplication.

Payroll systems must be updated to reflect PFML deductions and payments on employee earning statements.

How Does PFML Work with Other Benefits?

One of the biggest questions we hear from employers is: How odes this fit with the FMLA or other leave policies?

• PFML and FMLA run concurrently when applicable. If an employee qualifies for both, they can’t stack one on top of the other.
• Job protection under PFML kicks in once an employee has worked 90 consecutive days. 
• Employees can use PFML intermittently, but you may limit them to 480 hours of intermittent leave per year.

If you already offer parental leave or short-term disability, PFML doesn’t cancel them out-ut it will likely require coordination to avoid overpayment or compliance gaps.

Private Plans: Is It Worth Opting Out?

Some employers choose to offer a private plan instead of participating in the state-run program. To qualify, your plan must:

• Offer benefits at least equal to those provided by the state
• Be approved by the Minnesota Department of Employment and Economic Development
• Be monitored to ensure compliance

Benefits of a private plan may include faster claims processing, better integration with existing policies, and more administrative control. \

Penalties and Enforcement

Don’t ignore this law. Employees can sue to enforce rights under PFML, and employers can face penalties between $100 and $10,000 per violation. Retaliation against employees who request or take this leave is strictly prohibited.

Your Next Steps

Here’s how to get ready now:

✅ Audit Your Workforce: Identify who may be eligible based on wage and work location
✅ Evaluate Current Leave Policies: Understand where PFML overlaps or conflicts
✅ Update Payroll Systems: Prepare for future contributions and reporting
✅ Plan Your Communications: Clear employee education is critical
✅ Consider Private Plan Options: If you want more control, explore alternatives

Need Help Making Sense of PFML?

At Wagner, Falconer & Judd, we’re here to help you prepare for changing laws with confidence-not confusion. From policy reivew to training your HR team, our attorneys can help you navigate the new law while protecting your business.

Contact us today to ensure you’re ready for Minnesota PFML in 2026-and beyond.