Business and Corporate Law

Hawley Troxell’s corporate attorneys work as a team to help you reach your goals and address legal and business issues in a practical, cost-effective, and creative way. We make an investment in understanding your business, enabling us to provide strategic and practical, efficient, and cost-effective solutions. We counsel established local, regional, national, international businesses and emerging growth companies, as well as venture and private equity investors. We serve as outside general counsel and assist in-house counsel.

Entity Formation

Our attorneys provide practical strategic advice to emerging companies and their founding teams, as well as existing companies looking to form subsidiaries, regarding corporate structure, founder’s agreements, employment, shareholders, licensing, distribution, executive compensation, and exit strategies. We represent entrepreneurs and family businesses to mature companies in structuring, negotiating, and documenting the formation and governance of business relationships, partnerships, and joint ventures with other companies.

Capitalization 

We advise clients in all types of financing as they seek debt or equity capital to operate and expand their businesses. Our multidisciplinary approach, involving attorneys specializing in securitization, securities, investment funds, tax, real estate, commercial, banking, bankruptcy, and ERISA, enables us to provide clients with sophisticated legal advice and documentation on their most complex and challenging transactions.

Governance

We counsel companies concerning corporate governance and the legal relationships among stockholders, board of directors, and management of for-profit and nonprofit corporations, members and managers of limited liability companies, and partners of partnerships. Our extensive experience allows us to anticipate future issues and create present policies and legal structures to address them.

Business Operations

We facilitate business operations by counseling, negotiating, and drafting contracts covering all aspects of relationships and transactions between and within businesses. In addition, we help businesses comply with statutory, regulatory, and judicial requirements that affect operations, including obtaining necessary licenses and permits. Additionally, we assist with mergers and acquisitions, due diligence, intellectual property, technology transactions, employment, compensation and benefits, tax, and securities.

Corporate Compliance

Hawley Troxell advises public and private companies, management, officers, and directors in regulated industries about compliance and risk management programs for specific activities for the entire enterprise. Our familiarity with appellate laws and regulations allows us to anticipate future issues and view issues from the regulator’s perspective.

Franchise

Our franchise work encompasses the areas of franchising and distribution, proprietary rights protection and licensing, as well as antitrust and unfair competition. We can assist in the sale, distribution, and marketing of products and services through distribution, franchise, dealer, agency, and other forms of relationships. We have a high-level perspective of the franchise, allowing us to help you efficiently navigate the issues that come with running one.

Sales

Our attorneys have significant experience representing wholesalers and retailers in litigation and transactions. In supply chain management, we advise clients on Uniform Command Code issues, distribution agreements, warranty and indemnity issues, and delivery and collection disputes. We advise retail clients on sourcing, brand and trademark protection, licensing and outsourcing, consumer issues, trade and advertising regulations, labor and employment claims, wage and hour issues, state and local tax matters, and real estate transactions.

Executive Compensation

We design and implement executive compensation arrangements to help clients recruit, retain, and reward talented employees and executives. Our work includes restricted stock, stock options, deferred compensation, supplemental retirement pensions, stock appreciation rights, phantom stock, employment termination, confidentiality covenants, and non-compete arrangements. We have significant experience in evaluating the tax, securities, accounting, and corporate fiduciary issues that arise under deferred compensation and equity-based pay plans, including Section 280G and Section 409A of the Internal Revenue Code.

Tax-Exempt Entities

Our attorneys advise nonprofit organizations with respect to corporate formation, governance, and tax, including 501(c)(3) tax-exempt status. Our years of experience working with many leading nonprofit organizations help us provide clients with guidance on day-to-day and strategic legal issues.

Opinion

Our third-party opinion practice provides assistance with secured lending, including real estate secured loans, securitized loans, renewable energy project financing, leasing transactions, and Uniform Commercial Code. We also assist with insurance coverage opinions, securities opinions, and audit responses.

Agribusiness

The Hawley Troxell agribusiness group understands not only the industry, but also its complexities, risks, challenges and opportunities. Our attorneys have the expertise necessary to deliver innovative, leading-edge solutions to the challenges you’re facing. We know what it takes to help agribusinesses grow, profit and succeed.