Gravel & Shea PC

Social Security Withholding Relief Initial Guidance Released

On August 8, 2020, the President issued an executive memorandum stating that certain social security tax withholding obligations for September to December 2020 would be deferred due to the COVID-19 emergency, subject to forthcoming guidance from the Secretary of the Treasury.  On August 28, 2020, the Treasury Department released Notice 2020-65, implementing the option to defer withholding, deposit and payment of an employee’s share of social security tax.

Notice 2020-65 delays the due date for employees’ share of social security and railroad retirement tax withholdings that would otherwise be due on paychecks issued between September 1, 2020 and December 31, 2020.  The deferral only applies to paychecks of $4,000 or less in gross wages or compensation per bi-weekly pay period (or the equivalent amount depending upon the pay period used by the employer).

Employers who wish to defer withholdings and deposits may simply defer, without filing any notification or election form.  However, whenever an employer does withhold taxes, the employer must deposit them, as withholding triggers the deposit obligation.  If an employer elects to defer withholding pursuant to the Notice, the deferred tax must be withheld and paid ratably between January 1, 2021, and April 30, 2021.  The tax can either be withheld from earnings during that period or, if necessary, the employer may collect it directly from the employee.

Employers are not required to participate in this deferral option.  While Notice 2020-65 does not explicitly say that the deferral is optional, Treasury Secretary Mnuchin has stated elsewhere that employers are not obligated to take advantage of it.

Although the executive memorandum directed the Treasury Department to consider options for eliminating the deferred tax liability, the Notice does not provide any information about forgiveness of the debt.  In fact, it states that interest, penalties, and additions to tax will begin to accrue on May 1, 2021, if any portion of the deferred tax remains unpaid.

Due to the temporary nature of the deferral program, the need to pay the deferred taxes in early 2021, and the fact that the Notice is silent on key issues, employers should be cautious about making changes to their standard withholding procedures.

Click here to read COVID-19 News and Updates

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For more information about the Social Security Withholding Guidance, please contact your attorney at Gravel & Shea PC or Heather Hammond (

dOrg Launches First Limited Liability DAO

dOrg, a blockchain development cooperative, announced today that it is now the first legally established Decentralized Autonomous Organization (DAO) under United States law.

After deploying its DAO to the Ethereum blockchain, dOrg formed a Blockchain-Based Limited Liability Company (BBLLC) in Vermont, dOrg LLC. By linking the DAO to this BBLLC, the DAO has official legal status, allowing it to enter contractual agreements and offer participants liability protections.

dOrg’s legal DAO is only the first step in a wider research collaboration to develop best practices and software that automates DAO legal formation. dOrg hopes that these efforts will catalyze a new wave of DAOs that can interoperate with the broader economy.

“We want to make what we just did accessible to anyone in the world,” according to a statement ratified by dOrg’s proposal engine. “Ultimately, the process of configuring and deploying a legally registered DAO will be as easy as creating a social media account.”

Vermont enacted the law that enables BBLLCs in July 2018. The law creates an enforceable legal framework for blockchain-based governance and organizational structures.

“dOrg asked us to help design a DAO legal wrapper after discovering the potential of BBLLCs,” said Oliver Goodenough, a law professor at Vermont Law School and special counsel to Gravel & Shea. “We believe that dOrg is now the first legal entity that directly references blockchain code as its source of governance. Its material operations and ownership interests are managed entirely on-chain.”
dOrg uses DAOstack– an open-source blockchain-based framework for decentralized governance– as the underlying technology for its DAO.

“We are very excited about the launch of dOrg’s legal DAO. This is a bold experiment to bridge the blockchain world with legacy systems,” said Matan Field, Chief Architect and CEO of DAOstack Technologies.

For more information, visit To view interviews about dOrg, visit

About dOrg

dOrg is a blockchain development shop that specializes in Decentralized Autonomous Organizations (DAOs). We build open-source tooling, execute on client work, and conduct research that advances the DAO ecosystem.


Ori Shimony:

Gravel & Shea
Oliver Goodenough:
Catherine Burke:

Patrick Rawson:

Blockchain-Enabled Consensus Community Engagement App Launches in South Burlington, Vermont






The City of South Burlington and the Toronto-based artificial intelligence/ blockchain company Consensus announced the official launch today of a groundbreaking app using blockchain technology to gather real-time feedback from residents about municipal issues. The Consensus app is the first blockchain-based citizen engagement platform in use by a city government in the U.S.  The app pushes questions the city government generates to users in real-time and seamlessly feeds their responses to city leaders. This allows people to voice concerns or register their satisfaction quickly and directly to the city government on a wide variety of issues, from paving schedules and commutes to parks and recreation options.

The new Consensus app was unveiled at the South Burlington City Hall today.  City Council Chair Helen Riehle, City Manager Kevin Dorn, Vermont Attorney General TJ Donovan, Consensus Founder and CEO Oleg Gutsol, and Consensus Chief Strategy Officer Dustin Plett all attended the announcement. They invited South Burlington residents to get involved and make their voices heard by downloading the app, responding to survey questions, and giving Consensus and the City feedback about improving the app. The free Consensus app is now available for Apple and Android users in the iTunes Store and in Google Play, and via a link on

City and state government leaders touted the Consensus app as an invaluable and innovative tool for the city to keep its pulse on residents’ concerns, as well as another sign of the City’s competitiveness in attracting tech jobs to Vermont.

Riehle explained that “effective government leaders” need “timely, informed and thoughtful feedback from residents.”  She characterized the feedback the City will receive through the Consensus app “so important to our form of representative government.” Attorney General TJ Donovan added that the “bold leadership” shown by South Burlington leaders in adopting the Consensus pilot project would allow the City to be “more responsive, more competitive” and to increase access to government.

Consensus, the company that developed the app, also highlighted the Consensus app’s value as a secure tool to improve citizen engagement and enable rapid decision-making in government. Plett called the pilot “an incredibly innovative initiative” to foster citizen engagement and improve democracy. He added that the three- to four- month pilot would allow Consensus to test user adoption and scalability of the secure Consensus app while preparing for its commercial launch. Plett confirmed that the Consensus app includes security features that protect users’ personal information and  “ensures no outside influences” affect or corrupt residents’ votes.

Blockchain supporters who gathered for the launch echoed the enthusiasm of Consensus’ developers and the government officials at the launch.  The “race is on for states to attract blockchain companies,” said David Thelander, Special Counsel at Gravel & Shea PC, which aided Consensus in landing the pilot in South Burlington. Thelander noted that the City of South Burlington had distinguished itself as a leader in that race, including through its earlier partnership with Propy to complete the first U.S. real estate transaction conducted entirely on the blockchain. “Our firm, and the rest of the blockchain industry, are eager to see how this pilot helps improve blockchain products and paves the way for their use by cities, states, and towns,” Thelander added.

Those interested in downloading the Consensus app or getting more information about the pilot project are encouraged to visit

Gravel & Shea Announces New Innovative Financial Technology/Blockchain Practice Group

Gravel & Shea is pleased to announce the formation of a new legal group specializing in analysis and resolution of legal issues related to blockchain technology headed by David Thelander. The practice group expects to afford special focus on legal issues related to financial/technology and real estate applications of blockchain technology.

In that regard, Gravel & Shea is proud to disclose that it has been retained by Propy, which uses blockchain technology to enable the purchase of real estate on line.   Gravel & Shea has also been retained by BlockNotary, which is engaged in the provision of blockchain enabled remote identity verification, blockchain enabled notarization and other related blockchain technology enabled products.

As part of its practice, Gravel & Shea is dedicated to assisting with the development and implementation of legislative and other legal solutions for blockchain related industries in the State of Vermont. Gravel & Shea’s work in this area was recently highlighted:

Gravel & Shea Welcomes Three New Attorneys

The team at Gravel & Shea is growing. We’re happy to welcome three new attorneys who bring a broad array of skills and backgrounds, enhancing the breadth of issues where we can provide expert legal service.

In March of this year, Celeste Laramie joined our litigation department as an associate. Celeste came to us from the Committee for Public Counsel Services’ Public Defender Division in Worcester, Massachusetts, where she worked for five years as a Staff Attorney. While there, she represented hundreds of indigent individuals charged with crimes ranging from simple misdemeanors to serious felonies. “We’re excited to add Celeste to our litigation team,” said Litigation Partner Jerry O’Neill. “After years as a public defender, she thinks well on her feet in difficult situations and writes persuasively. She’ll bring new insight to a wide range of cases here.”

Celeste received her JD from Boston College Law School.

Brent Lanoue became an associate in the corporate practice in August. Prior to joining Gravel & Shea, Brent worked for several years at a large law firm in Boston, where he provided advice on labor and employment issues, drafted and negotiated employment agreements, and counseled employers on compliance issues under ERISA and the Internal Revenue Code.

“It is great to have Brent here,” said Corporate Partner Peter Erly. “Brent brings to us a strong background in employee benefits and in executive compensation, an area of the law not heavily practiced by other attorneys in Vermont. He will make a great addition to our team working in these and other business areas of our practice.”

Brent attended Harvard Law School and clerked for the Honorable Brian L. Burgess at the Vermont Supreme Court.

David Thelander joined the corporate practice as special counsel in September. He also serves as Chief Operating Officer and Chief Legal Officer of the U.S. affiliate of Par Equity LLP, a UK-based venture capital fund.

“We are very excited to have David join us,” said Erly. “He has an extensive background in legal issues related to investment advisers and securities, including stints with the Securities and Exchange Commission, a prominent law firm and major investment firms. He has also been integrally involved in the legal developments related to the rapidly expanding use of blockchain technology in financial, real estate, and other business ventures.”

David received his JD from Vermont Law School, after which he practiced law in Vermont for several years before moving to Washington, DC. He served as a Ward 6 Alderman in Burlington and as a Trustee for nine years for Vermont Law School, where he is currently a Fellow for the Center for Legal Innovation.

“With these two new attorneys in our corporate practice, we’re expanding our expertise into some really interesting and dynamic areas of the law where not many local firms specialize,” said Erly.

Gravel & Shea Helps Secure Major Public Records Act Victory

Gravel & Shea Partner Bob Hemley claimed a win for government transparency last week. Representing a number of media clients, Hemley submitted an Amicus brief in the case of Toensing v. State of Vermont, which the Vermont Supreme Court decided on October 20, 2017.

In a unanimous decision, the Court held that the Attorney General—and in the future, all state agencies—must search the private e-mail servers of their employees when responding to a Public Records Act request. The case arose when, after receiving a request for documents related to allegations of improper campaign finance activities, the Attorney General’s office denied access to private e-mails.

At trial, the Attorney General argued that private e-mails are not subject to search, and the Civil Division of the Chittenden County Superior Court concurred. At oral argument, the Attorney General backed off his original position but maintained that the burden of demonstrating the necessity of a search should fall to the requester. The Supreme Court strongly disagreed.

As Hemley’s Amicus brief argued, the Supreme Court’s decision makes clear that private e-mails used for government business are public records and that state employees are required to produce them in response to a records request. To read the Supreme Court’s full decision, click here. For more on the Attorney General’s response to the decision, click here.

Super Lawyers Recognizes 12 Gravel & Shea Attorneys

Super Lawyers is a prestigious legal ranking organization that uses a rigorous, peer-reviewed model to identify lawyers at the top of their field.  Attorneys attract the attention of Super Lawyers through nominations by their peers, third-party feedback and surveys of managing partners. The Super Lawyers staff then performs independent research into the attorneys’ activities, including verdicts, awards, educational presentations and work within the community. Finally, the candidates are reviewed by a blue ribbon panel made up of their peers (top attorneys in the same area) for final inclusion in the Super Lawyers list.

Five percent of the attorneys in Vermont are recognized by Super Lawyers and 2.5% of the attorneys are designated as Rising Stars. In addition, Robert Hemley was once again named as one of the “Top 100 New England Attorneys” in Super Lawyers.

The 2017 Gravel & Shea recognized Super Lawyers are:

Jeanne C. Blackmore
Heather Rider Hammond
Robert B. Hemley
William A. Mason, IV
Jerome F. O’Neill
Robert F. O’Neill
Robert H. Rushford

We are proud to have excellent young attorneys at Gravel & Shea. Five were chosen as Super Lawyers Rising Stars for 2017. These are picked from Vermont lawyers under 40 or practicing fewer than 10 years. This year’s Rising Stars are:

Livia K. DeMarchis
Pauline Law
Daniel J. Martin
Ethan B. McLaughlin
Navah C. Spero

To find out more about Super Lawyers and Gravel & Shea’s recognized attorneys, click here.

Chambers & Partners High Net Worth Guide Ranks Gravel & Shea as a Band 1 Firm and Jeanne C. Blackmore as a Leading Attorney

In its annual High Net Worth Guide, Chambers & Partners once again recognizes Gravel & Shea as a top-ranked firm in Private Wealth Law and Partner Jeanne C. Blackmore as a leading Vermont attorney.  The Guide is an objective, independent and research-based guide that recognizes the world’s leading high net worth advisers. 

As stated in the Guide, Jeanne “advises clients on all aspects of estate planning and tax planning as well as with trust and probate administration. . . [she] also counsels business-owning clients on succession planning.“

In recognizing Gravel & Shea as a Band 1 firm, the High Net Worth Guide states, “Gravel & Shea is a full-service law firm that advises on estate planning matters, drafting wills and trusts, estate and gift tax minimisation and charitable planning. The firm also handles probate and litigation matters. There is also a family business succession planning group within the firm, which represents families in business successions and sales, employee stock option plans and life insurance planning.”

From Chambers High Net Worth Guide and Chambers USA.

Gravel & Shea Attorneys Honored As Lawyers of the Year in The Best Lawyers in America©

Best Lawyers - Honored Attorneys
Peter S. Erly, Timothy M. Eustace, Michelle N. Farkas, Heather Rider Hammond, Robert B. Hemley, William A. Mason, IV, Jerome F. O’Neill, Robert F. O’Neill, Robert H. Rushford, Norman Williams

Best Lawyers has named 10 Gravel & Shea attorneys to the 2018 edition of The Best Lawyers in America©, a recognition based on the ranking organization’s peer review methodology. Leading lawyers in the Burlington area were contacted by Best Lawyers and asked to fill out anonymous ballots about nominated attorneys. Those who received high marks, indicating that the voting attorneys would be likely to refer clients to them, are recognized as exceptional in their field.

Best Lawyers also recognizes those attorneys who receive the highest marks for their practice area in their geographical location. Gravel & Shea congratulates three of our attorneys on their recognition as Lawyer of the Year in Burlington:

Heather Rider Hammond:  Employment–Management Law Lawyer of the Year
Peter S. Erly:   Mergers & Acquisitions Law Lawyer of the Year
Robert H. Rushford:   Real Estate Law Lawyer of the Year

Gravel & Shea attorneys consistently rank highly in Best Lawyers‘ peer reviewed process, and we are proud to have the following attorneys recognized by Best Lawyers for 2018:

Peter S. Erly:  Corporate Law; Mergers and Acquisitions Law; Securities / Capital Markets Law; Securities Regulation

Timothy M. Eustace:  Litigation – Real Estate

Michelle N. Farkas:  Real Estate Law

Heather Rider Hammond:  Employment Law – Management; Litigation – Labor and Employment

Robert B. Hemley:  Bet-the-Company Litigation; Commercial Litigation; Criminal Defense: General Practice; Criminal Defense: White-Collar; First Amendment Law; Mass Tort Litigation / Class Actions – Plaintiffs; Medical Malpractice Law – Plaintiffs; Personal Injury Litigation – Plaintiffs

William A. Mason, IV:  Corporate Governance Law; Corporate Law

Jerome F. O’Neill:  Commercial Litigation; Criminal Defense: White-Collar; Personal Injury Litigation – Plaintiffs

Robert F. O’Neill:  Commercial Litigation; Criminal Defense: General Practice; Criminal Defense: White-Collar

Robert H. Rushford:  Real Estate Law

Norman Williams:  Appellate Practice; Mass Tort Litigation / Class Actions – Plaintiffs

Chambers & Partners 2017 Guide Recognizes Gravel & Shea as Leading Firm

The 2017 Chambers & Partners Guide to lawyers and law firms once again recognizes Gravel & Shea as one of the leading law firms in the Vermont.

Gravel & Shea received the top ranking (Band 1) in three areas: Corporate/Commercial, Real Estate, and Litigation: General Commercial. Partner Heather Hammond was also recognized for her labor and employment practice.

The Guide states that the group has “an impressive track record across a broad range of business law matters counseling both local and out-of-state clients. Areas of excellence include M&A, finance, taxation and construction law…. Sources point to the group’s primacy in the startups space, saying the team is ‘at the top of the emerging growth sector in the corporate/commercial practice area.’”

Recognized Attorneys:

Peter S. Erly
William A. Mason, IV

Litigation: General Commercial
The Guide calls Gravel & Shea’s litigation practice top-tier, “covering an impressive range of contentious commercial matters, including IP disputes, trust litigation and general business disputes. Other areas of excellence include product liability and bankruptcy litigation and alternative dispute resolution.”

Recognized Attorneys:

Matthew B. Byrne
Robert B. Hemley

Real Estate
According to the Chambers Guide, the real estate team covers “a broad range of real estate matters, including transactional matters and development work with respect to residential, commercial or mixed-use properties, [and is] also active in environmental and land use matters throughout the state. Interviewees praise the firm’s broad strength, with one client calling it ‘a full-service firm that we have had very good experiences with.’”

Recognized Attorneys:

Timothy M. Eustace
Michelle N. Farkas
Robert H. Rushford

As a credible source of guidance for more than 25 years, Chambers & Partners assesses law firms on technical legal ability, professional conduct, client service, commercial astuteness, diligence, commitment, and other qualities most valued by clients. Individual lawyers are ranked on the basis of their legal knowledge and experience, their ability, their effectiveness, and their client-service. The Chambers USA guide is widely used by firms and businesses to provide quality counsel and referrals.