Business Formation

Start-up and emerging growth companies retain us to act as their “outside general counsel.”  This service offers our clients the benefits of a dedicated in-house attorney, in a more cost-effective manner.  To facilitate efficient legal service, we strive to become an integral part of our clients’ management teams, developing deep familiarity with each company’s business, culture and legal needs, while building a long-term relationship.  Our general corporate services include:

  • Start-up company counseling
  • Entity formation, including corporations, limited liability companies, limited partnerships and other entities
  • Negotiation and preparation of entity organizational documentation, including articles, bylaws, operating agreements, limited liability company agreements and limited partnership agreements
  • Advice regarding equity ownership structures and joint ventures
  • Transactional advice involving preferred stock, convertible promissory notes, warrants and other securities
  • Restricted Stock Purchase Agreements and other founder agreements, operating agreements and limited partnership agreements
  • Buy-Sell agreements, including restrictions on transfer, rights of first refusal, “tag” and “drag” rights and similar arrangements
  • Employment and consulting agreements, including intellectual property assignment and confidentiality programs
  • Equity incentive programs, including stock options, restricted stock units, and similar equity arrangement, and related documentation
  • Commercial contracts, including partnering agreements, distribution agreements, vendor/supplier agreements and reseller agreements
  • Corporate governance, supporting the functions of boards of directors, board committees and stockholders’/voting agreements