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General Corporate and Business Services

  • Organization of corporations, limited liability companies, limited partnerships, and joint ventures
  • Consultations regarding tax and other issues associated with choice of business entity
  • Ownership and operating agreements among shareholders of corporations, partners of general and limited partnerships, and members of limited liability companies
  • Ongoing operational matters for business entities
  • Employment contracts, consulting agreements, and noncompetition agreements
  • General contract preparation and review
  • Counseling and consultations regarding corporate governance issues

Mergers and Acquisitions

  • Asset acquisitions, stock acquisitions, and mergers
  • Securities laws issues
  • Counsel to special committees
  • Taxation of business acquisitions
  • Leveraged buy-outs and recapitalizations
  • Going-private transactions

Securities Regulation

  • Issuer representation in public offerings of equity and debt securities
  • Private placements of securities to individual and institutional investors
  • Compliance matters for reporting companies and their directors and officers

Business and Corporate Finance

  • Representation of financial institutions as lenders
  • Representation of borrowers in connection with credit facilities and related matters
  • Representation of private investors in structuring equity investments, loan agreements, and other credit arrangements

Venture Capital and Entrepreneurial Transactions

  • Representation of issuers and investors in debt and equity investments
  • Options and warrants
  • Shareholder agreements and control arrangements
  • Exit strategies

Taxation

  • Federal, state, and local income tax, estate and gift tax, and property tax issues
  • Corporate and limited liability company tax issues
  • Taxation of business transactions
  • Tax planning for businesses and individuals in light of on-going tax law changes

Executive Compensation and Employee Benefits

  • Stock option, stock bonus, and other incentive compensation plans
  • Tax-qualified retirement plans
  • ERISA compliance
  • Compliance with IRS, SEC, and Department of Labor regulations

Employment Law

  • Counsel to employers concerning employment practices, discrimination, wrongful discharge, and harassment
  • Representation of companies in EEOC investigations
  • Preparation and review of employee handbooks and employment policies
  • Compliance with employment and wage laws, including EEOC and Department of Labor regulations

Commercial Law

  • Preparation and review of a wide variety of contracts
  • Leasing arrangements for equipment and other business assets
  • Consultations regarding the Uniform Commercial Code, including purchase orders, sale confirmations, and product warranty issues

Tax-Exempt Entities and Charitable Organizations

  • Counsel to nonprofit entities in organizational, governance, and operating matters
  • Consultation relating to planned giving programs and related tax issues
  • Services relating to applications for tax-exempt status
  • Counsel to tax-exempt entities in fiduciary and tax matters

Litigation

  • Assistance in obtaining litigation counsel and monitoring the progress of litigation matters
  • Assistance to other law firms in litigation matters involving corporate and business law issues






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