Corporate Law

Corporate law varies by state. A corporation is a legal entity that is separate from its owners or "shareholders." They are formed by filing certificates or articles of incorporation with the Secretary of State where the business will operate.

State corporate law governs the duties of corporate shareholders, as do the corporate bylaws. Corporations are governed by the shareholders, who elect the directors, who elect the officers, who actually run the corporation.

Because the corporation exists apart from its shareholders, directors, and officers, it continues to exist even if something happens to the people who own and operate it. There are many types of corporations, such as closed corporations, professional corporations, S-corporations, nonprofit corporations, and general corporations. We work with  issuers, investment banks, lenders, borrowers, and a variety of other parties in connection with corporate finance transactions, including: 

• Private placement of securities
• Debt financing with banks and insurance companies
• Venture capital financing
• Municipal bond financing
• Asset security
• Merger and acquisition financing
• Tender offers
• Spin-offs, restructurings, and recapitalizations

We can assist you in identifying and managing to solve a wide variety of legal issues that apply to the formation of new businesses, corporate governance, employee benefits, executive compensation, information technology, and tax matters.  We want to provide the information and legal assistance you need.