Business & Corporate Law

We know firsthand how difficult it can be to start and grow a business. That is, in our business and corporate law practice, we strive to work by three guiding principles:  (1) To clearly communicate with our clients about their goals and options; (2) To provide the highest quality legal work as quickly and efficiently as possible; and (3) To remain efficient and cost conscious at all times.

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To learn more about our group and our services, send us a message or schedule a consultation today.

The Tenets of our Corporate Practice

Corporate Counsel

A surprising number of businesses take very few steps to make sure that the corporate governance of their business is properly established and licensed, and clearly written to limit their liability and effectively manage their organization. Contact us to learn how we can help your business establish its corporate governance documents and procedures, and prepare for all stages of the business life cycle—from establishment, to partnership to exit.

Securities & Capitalization

Access to capital is very often one of the first (and, sometimes, the last) challenges many business face. Further, the capital raising process can present, in different forms, at all life cycles of a business. Investors from all different groups—including friends & family, angel investors, private equity, and crowd funders—can have very different expectations about what makes a company ‘investible’. We help our clients navigate these challenges at every stage of the capital raising process.

Corporate Training

Our practice built its reputation on being thought leaders in our space and providing interesting, informative and engaging content for audiences in a variety of contexts. We continue that tradition by regularly conducting lectures, CLEs and speaking engagements for small and large groups. We welcome the opportunity to speak with your organization, employees, or stakeholders on any of the topics below, which we offer in one-time lecture or series formats, to fit different needs.

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Corporate Counsel

Entity Formation

  • Entity Selection and Business Formation (profit and non-profit) – Corporations (S, C & B-Corps), LLCs, Partnerships
  • Governing Document Drafting & Review – Articles, Bylaws, Operating Agreements, Partnership Agreements, Shareholders’ Agreements
  • Founders & Employee Restricted Stock or Vesting Agreements
  • Preparation of Stock Option/Stock Issuance Plans and Agreements
  • Optimal Tax Planning and Preparation

Business Ops

  • Comprehensive Contract Drafting, Review, & Negotiation
  • Mergers, Acquisitions or Sale of Business Transactions
  • Complex Commercial Liability Consulting
  • General Business Consulting
  • Corporate Dissolution and Winding-up
  • Software and Website Development Agreements
  • Website Terms of Use and Privacy Policies
  • Product Conditions of Use Agreements
  • Privacy and Security Laws

Transactional

  • Mergers, Acquisitions or Sale of Business Transactions
  • Structuring of U.S. & International Business Transactions
  • Asset Purchase Agreements/Transactions
  • Stock Purchase Agreements/Transactions
  • Structuring of Domestic & International Business Transactions
  • Intellectual Property Licensing Agreements
  • Sales and Distribution Agreements
  • Non-Disclosure, Confidentiality and Non-Disparagement Agreements

Employment & HR

  • Offer Letters for At-Will Employees
  • Employment, Independent Contractor and Consulting Agreements
  • Employee Non-Compete and Non-Solicitation Agreements
  • Intellectual Property Assignment and Protection
  • Employee Policy, Procedure and Best Practices Manuals

Securities & Capitalization

Capital Raising Documentation

  • Term Sheet Drafting and Negotiation
  • Private Placement Memorandum (PPM) and Offering Circulars
  • Securities Subscription Documents
  • Form D / State Filings

Regulatory & Compliance

  • Securities and Exchange Commission (SEC) and State Securities Agency (“blue-sky”) Legal Compliance, Communication/Correspondence and Filings
  • Securities Exemption Structuring – Regulation D (Rule 506), Regulation A+, Crowdfunding
  • Compliance Reporting and Investor Communications for Public and Private Companies

Investor Relations

  • Investor Communications Templates and Strategies
  • Crowdfunding Offerings and Fulfillment Consulting
  • Transfer Documentation, and Rule 144 Letters

Corporate Education & Training

Corporate Culture

  • Corporate Seminar Series – Legal Basics for Professionals.
  • Corporate Seminar Series – Recurring Lectures in Legal “Hot Topics”.
  • Cultivating and Responding to Different “Styles of Influence”
  • Basic and Advanced Legal Topics in Human Resources
  • Corporate Secretary Training
  • Complying with the Securities Laws – Public Company Series
  • Understanding Fiduciary Responsibilities – Board Training

Intellectual Property

  • Identification of IP Assets, including Patents, Trademarks, Copyrights, and Trade Secrets
  • Due Diligence and Freedom to Operate Assessments
  • Brand Engagement and Management
  • Intellectual Property Protection for Management and Staff
  • Emerging Trends in Enterprise Technology

Capital Raising & Crowdfunding

  • Pitch Practice & Presentation Skill Cultivation
  • Basics of Capital Raising Legal Concepts
  • Understanding Your Crowd – Designing Winning Campaigns
  • Managing Crowdfund Investors and Stakeholders