Services:
Initial Decision on Choice of Entity and Formation
• Sole Proprietorships
• General Partnerships
• Limited Partnerships
• Corporations
• Limited Liability Companies
• Limited Liability Partnerships
• Joint Ventures
• Professional Corporations
• Sub Chapter S Corporations
Transactions and Contracts
• Joint ventures and partnerships
• Website acquisitions and divestitures
• Supply, procurement, sales and service agreements
• Real Estate and Equipment Leases
• Contracts and Agreements
Intellectual Property
• IP counseling and due diligence
• Confidentiality/non-disclosure agreements
• Copyright and domain name registration and counseling
• Licensing Agreements
• Trademark Registration
• Counseling on Trade Secrets/Trade Secret Agreements
Employment and Consulting
• Employment and consulting agreements, offer letters and separation agreements
• Employee policies and guidelines
• Confidentiality, invention assignment, non-competition and other IP-related agreements
• Compliance review of employment practices, policies and documents
• Counseling on California/Federal Employment Law
• Incentive Stock Option Plans
• Non-Tax Benifited Stock Option
Corporate Law and Governance
• Startup and business entity counseling
• Corporation and subsidiary formation, maintenance and dissolution
• Limited liability company (LLC) formation, maintenance and dissolution
• Board of Directors and member/shareholder matters
• Codes of ethics, whistle blower policies and other governance documents
Corporate Finance & Securities Law
• Preparation and Filing of Form 10
• Preparation of Form S-1
• Preparation of Form S-4 for Public Business Combinations
• SCOR Offering (Form U-7)/Regulation D 504
• Regulation A Offerings
• Preparation of Form 10-K
• Preparation of Form 10-Q
• Preparation of Form 8-K
• Preparation of Form 15 (c) 2-11
• Preparation of Proxy Material
• Rule 144 Transactions
• Transfer Agent Issues
• Investment Adviser Issues
• Broker/Dealer Issues
• Blue Sky/State Securities Law Issues
• Counseling on Proper Corporate Disclosure
• Venture Capital Issues
Private Placements
• Regulation D Rules 504, 505, and 506
• Exemptions under Section 4(2) of the Securities Act of 1933
• Exemptions under Section 4(6) of the Securities Act of 1933 : Accredited Investor Exemption
• Offerings under California Corporations Code Sections 25102 (f) and (n)
• Intrastate Offerings Pursuant to Rule 147
• Regulation S
S.E.C. Investigations & Enforcement
• Informal Investigations
• Formal Investigations
• Rights of Witnesses in Investigative Testimony
• Well Submissions
• S.E.C. Enforcement Actions
• Broker/Dealer Disciplinary Actions
Stock Broker Litigation
• Arbitrations before FINRA
• Duties of Stock Brokers to their Customers
• Suitability
• Churning
• Insider Trading
• Risky Investments and Misrepresentations
• Breach of Fiduciary Duty
• Account Documents and Statements
• How to Avoid Problems
Mergers & Acquisitions
• Purchase/Sale of Stock
• Purchase/Sale of Assets
• Taxable and Tax Free Reorganizations
• Sale of a Business
• Statutory Mergers
• Schedule 13D Disclosures
Dispute Avoidance and Resolution
• Litigation risk management and mitigation
• Demand letters and negotiated settlements
• Litigation and alternative dispute resolution strategy
General Counsel Services
• Advice to Senior Executives and Board members
• Attendance at Board meetings
• Strategic planning for growth companies' legal needs
• Recommendation, management and oversight of legal service providers and vendors
• Legal resource planning, budgeting, forecasting and expense management
• Enterprise risk management and mitigation