Business Transactions and Counseling

At Simmons Perrine PLC, we counsel business owners in all aspects of their commercial transactions, legal organization and regulation.

Business Transactions and Counseling

We understand that effective legal counsel requires an understanding of the business needs of the client. Our business attorneys have the deep experience that matters, having served as in-house counsel or acted as general counsel to financial institutions, manufacturing companies, and services companies.

Our Business Transactions and Counseling Services

We advise regarding business formation and structuring of various types of entities. Assist with ongoing maintenance of organizational documents and advise regarding changes in the law and the impact of those changes on the organization.

  • Advise public, private or family-owned businesses in the formation and structuring of their organization
  • Organize new companies such as corporations, limited liability companies and partnerships
  • Form and advise non-profit organizations
  • Form and advise cooperatives
  • Assist with the ongoing maintenance of an organization such as filing reports, drafting minutes of annual meetings and special meetings, preparing notices and proxies, and amending and restating organizational documents
  • Advise regarding changes in the law and the impact of those changes on the organization

We advise and draft commercial contracts such as non-disclosure agreements, licenses, leases, intellectual property licenses, independent contractor agreements, distribution agreements, supply agreements, purchase contracts and credit agreements.

Advise franchisees on the development of franchise systems, including:

  • Drafting franchise agreements and franchise disclosure documents
  • Assisting franchisees with franchise registration
  • Serving as local counsel for national, regional and local franchisees
  • Representing franchisees with evaluating and negotiating franchise agreements
  • Drafting and negotiating trademark licenses, distribution agreements and software licenses
  • Counseling and protecting trademarks, copyrights, trade secrets and patents

Advise regarding shareholder agreements, shareholder disputes, assisting with stock issuance and transfer and redemption agreements.

We advise on a variety of tax matters, including:

  • Tax planning considerations in selecting the form of entity
  • Tax advice for joint ventures and partnerships
  • Tax planning to design incentive compensation and benefit plans
  • Tax advice and entity formation to restructure business operations in anticipation of a merger or acquisition
  • Advice regarding the tax effects of transactions and sales

Our experience in wind energy generation includes the representation of project owners and contractors in connection with the development of more than 3,000 megawatts of power in 18 states comprising over 45 different wind projects, including the engineering, procurement and construction of a 400-megawatt project in the State of Indiana.

We represent clients in all stages of mergers and acquisitions, including:

  • Structuring leveraged buyouts and reverse mergers
  • Negotiating and drafting stock purchase agreements and asset purchase agreements
  • Structuring transactions to optimize tax consequences
  • Structuring transactions for family and closely held businesses to optimize estate planning objectives

We assist with:

Assisting with:

  • Secured transactions
  • Debt restructuring
  • Bankruptcy matters
  • Structuring asset protection planning

We assist with:

  1. Private placement offerings
  2. Mezzanine financing
  3. Venture capital
  4. Counsel regarding angel investors

We provide:

  • Advice regarding corporate and business law and the effect of changes in the law on all stakeholders in the organization
  • Advice regarding corporate governance issues, including fiduciary duties of directors, partners and members

Contact Us

If you have questions regarding our business law practice contact us today.

Business Transactions and Counseling

Practicing Attorneys

Member

Paul P. Morf

Attorney

Philip D. Brooks

Attorney

Jacob K. Vetter

Attorney

David L. Wenzel