Our Business Law Practice Group provides a wide range of services for corporations, limited liability companies, partnerships and other business organizations. We act as general counsel for numerous entities, from sole proprietorships to large corporations. Our attorneys are often called upon to act as local counsel concerning complex business transactions and corporate litigation.
We regularly advise business clients on matters involving the sale and distribution of goods and services, restraint of trade, employee relations, the purchase, sale and leasing of real and personal property, and the formulation and implementation of tax strategies.
With this depth, we are ideally suited to the representation of both – small and medium-sized companies as “outside general counsel” and representing in-house counsel in complex matters and areas of special expertise.
In today’s complex business and legal environments, meaningful commitments require careful consideration of a broad array of relationships, subject matter and tax laws. A good agreement is the result of a thoughtful and purposeful negotiation that is ultimately established in a well-written document. Our business attorneys have extensive experience in guiding clients through the process of analysis, negotiation and formation of their contracts. If there is a default or other issue that arises after the execution of the contract, a well-drafted agreement cannot be understated in its importance to the parties in effectively reaching a resolution.
Our business attorneys assist our clients in a broad range of contract matters, including:
Corporate governance documents
Business transactional documents
An ever-growing number of businesses have realized the opportunities presented for growth using franchise and distribution networks.
There is an extensive array of federal and state laws governing franchises and distributorships. Our business attorneys can help our clients with entering a franchise or distributorship relationship and with the planning and formation of franchise and distributor programs.
The SEC and the various self-regulatory organizations have increased regulations to make sure officers and directors of both public and private entities are properly governed and that the integrity of their financial statements is unquestionable. Carlile Patchen & Murphy LLP attorneys help guide busy executives and board members through regulatory obligations, so company stakeholders are better positioned to make informed decisions concerning the operation of their business while still complying with regulatory requirements.
CPM can help boards of directors and corporate executives to understand and fulfill their duties to government agencies, self-regulatory organizations and their shareholders. We can offer guidance both before and after problems arise. Our attorneys can also help businesses establish policies and procedures that provide a roadmap to assist their officers and directors to better understand and adhere to their duties.
In times past, most employees went to work for a company where they planned to stay for their entire career. In today’s mobile society, that is no longer the case. Today, most employers need to be creative in the ways that they compensate and motivate key employees. This is especially true in those industries where the employer’s most valuable asset walks out of the door each evening.
Our experienced business lawyers can help employers in structuring compensation arrangements that motivate and help keep key employees, including those situations where the employer wants to provide the employee with some level of ownership or other benefits.
Many plans and programs can offer tax advantages as well as long-term incentives for employees. We help to provide our clients with plan design and employee communication materials that are understandable to the employee and that comply with the applicable tax, labor and securities law requirements.
Being a public company can provide special opportunities, such as accessing capital for business growth and acquisitions, using marketable securities as non-cash capital, and having a “ready market” for shareholders to sell their shares.
However, public companies have many compliance regulations about the issuance of their securities, as well as information dissemination and disclosure.
The laws affecting public companies do not exist in a static environment. Old rules are changed and new rules are promulgated with frequency. Our lawyers are well-informed about new developments, and we can provide sound counsel and advice regarding ever-changing rules and regulations.
Public companies have many directors and a diverse and large number of shareholders. Procedure, process and formality rule the actions of public company boards. Directors of public companies not only have the traditional fiduciary duties of care and loyalty, but also are subject to the judicially developed business judgement rule. Directors of public companies have a risk of liability to their shareholders and there can be a liability to non-shareholders as well. Avoidance of liability is critical to all directors and having adequate D&O insurance is a must.
Our attorneys understand the role of directors of public companies and the importance of corporate governance policies and standards. We have the experience and knowledge to advise corporate boards and provide the counsel they need to perform their duties in a manner that avoids liability.
We advise companies seeking to go public and management teams of existing public companies on matters of:
Many business owners are unaware of the benefits that can be provided using a captive insurance company. Often, we find these owners have heard of “captives” or think only large corporations utilize them. The fact is that thousands of closely held companies have risks insured by one or more captive insurance companies. A captive insurance company provides increased flexibility in managing business risk.
We focus on the use of a captive insurance company by closely held businesses that we believe are qualified by revenue and pre-tax profits to benefit from the use of a captive. We counsel such companies on the insurance features, risk assessment, formation, planning and ongoing management of the captive.
In our interconnected global society, more than ever, businesses are seeking to draw upon the skills and knowledge of foreign professionals and specially trained individuals. The immigration process can be complex, and at times even discouraging. Our firm has been assisting business clients for decades with their immigration needs. We understand the law and the often-unpredictable nature of the process.
When considering immigration, careful planning is essential. Status, qualifications, criteria and availability of a visa must all be considered. It is not just a matter of completing and filing the right “form.” In some cases, it may be desirable to engage consular processing at a U.S. consulate abroad.
Our attorneys advise clients on frequently changing policies of the United States Citizenship and Immigration Services.
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