A business organization is its own evolving life form, and you’re its caretaker. You assume the rights and responsibilities — both legally and practically — that nurture its ongoing growth. Of course you want to sell and scale. But selling and scaling must not be achieved in sacrifice of sound corporate compliance that benefits employees as well as shareholders. These intrinsic legal steps are the crux of maximized potential — detailed attention today, for big dividends tomorrow.
We understand that regulations get convoluted. It’s one thing to establish a business entity, and another thing to govern it. You don’t want to expose your corporation or LLC to unnecessary liabilities. Your business’s size, structure, jurisdiction, board makeup, stock class, and multiple external factors influence how you choose to run and record your enterprise. We give you the structures and operations that put you in a position for desirable investment and acquisition.
There are the money clauses, and then there are the non-money money clauses. The non-money money clauses are the ones that take you by surprise. Often overlooked as downstream or low-probability hypotheticals, these clauses actually include legalese like indemnification, setoff, venue and jurisdiction, notice, warranties, covenants, representations — a sweep of coded language you need to stay abreast of. Our attorneys have gone toe-to-toe with the likes of Google, Samsung, IBM, Honeywell, Synthetic Genomics. We’ve been exposed to all the tricks that skew a fair term sheet into a bad deal and how to help businesses negotiate not only the best terms, but also the best contracts. This ensures that today’s closing doesn’t mean tomorrow’s closure.
Just because you live in D.C. doesn’t mean your company should be chartered in D.C. You might be better off as a Delaware corporation, or public benefit corporation, or a public benefit LLC. Where and how to organize your business is critical to your market objectives. We can help you evaluate the pros and cons of certain formations over others to optimize your potential for success.
If you’ve got 100+ pages of fine-print gobbledygook surrounding an asset transaction, why not make sure that gobbledygook sufficiently protects you? Especially if the goal is to never see it again. For tech companies in particular, IP constitutes a big pieces of the due diligence process. We’ll help you evaluate your position in a potential purchase or sale, and follow through with all the proper negotiations, disclosures, and formalities.