Vasallo Sloane’s corporate group focuses on advising closely held, emerging growth and middle market companies, as well as private equity and venture capital firms in a wide variety of domestic and international corporate, commercial, finance, governance, and transactional matters.  Our attorneys have practical, hands-on experience across diverse sectors of the economy, including retail, healthcare, distribution, manufacturing, real estate, defense, media, telecommunications and technology.  We have structured, negotiated and documented sophisticated domestic and cross-border transactions, including mergers and acquisitions, cross-border, joint ventures, technology exports, and commercial transactions. 

 

Our corporate group focuses in the following areas of emphasis:

 

Business Entities

• Formation and entity structure including sole proprietorships, general and limited partnerships, limited liability partnerships, limited liability

   limited partnerships, limited liability companies, C and Subchapter-S corporations, joint ventures, trusts, and off-shore entities

• Preparation of shareholder/partnership agreements, buy-sell agreements, joint venture agreements, and operating agreements

• Capital structure and equity/debt acquisition

• Succession planning and preservation of family wealth

• Strategic planning support

• Business relocation and expansion

 

Corporate Governance & Public Company Reporting

• Advising Boards of Directors and Committees on fiduciary duties and board practice

• SEC and Blue Sky reporting

• Listings on national or regional exchanges

• Stock Splits and Dividends

• Repurchase of Company securities

• Resale of restricted securities

• Internal investigations

 

Mergers & Aquisitions

• Asset and equity acquisitions and divestitures

• Non-taxable mergers

• Corporate restructurings, recapitalization and turnarounds

• Spin-off, spin-outs, split ups, divisive reorganizations and stock redemptions

• Leveraged buy-outs and management buy-outs

• International business combinations

 

Executive Compensation & Employee Benefits

• Executive employment agreements, including severance and golden handcuff issues

• Advising boards on SEC compensation reporting rules and compliance

• Non-competition and non-disclosure agreements

• Qualified and non-qualified stock incentive plans

• Deferred Compensation Agreements

• Declined Benefit and Defined Contribution Plans

• Health and Welfare Plans

 

Commercial Transactions

• Operating and capital lease transactions

• Franchising

• Consulting services and other commercial agreements

• Article 9 Secured transactions

 

Intellectual Property

• Trademark and service mark registration

• Copyright registration

• Licensing, sub-licensing and royalty agreements