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New attorney general to take oath Wednesday with Bush, top dignitaries, employees looking on LARA JAKES JORDAN Associated Press Writer (AP) - WASHINGTON-The chief justice of the Supreme Court prepared to issue a ceremonial oath of office to Attorney General Michael Mukasey, who in his short term at the Justice Department has promised to enforce laws fairly and independent of political pressure.
Judith Regan files $100 million lawsuit against publisher SAMUEL MAULL Associated Press Writer (AP) - NEW YORK-One-time book publishing powerhouse Judith Regan filed a $100 million (euro68.46 million) defamation lawsuit Tuesday saying her former employers asked her to lie to federal investigators about Bernard Kerik, the former police commissioner who was once her lover, and tried to destroy her reputation.
NY Gov. Eliot Spitzer said to abandon illegal immigrant driver's license plan DEVLIN BARRETT Associated Press Writer (AP) - WASHINGTON-New York Gov. Eliot Spitzer has decided to abandon a controversial plan to issue driver's licenses to illegal immigrants, officials familiar with the decision told The Associated Press.
Court Clears Way for Egg Rights Showdown P. SOLOMON BANDA Associated Press Writer (AP) - DENVER-The Colorado Supreme Court cleared the way Tuesday for an anti-abortion group to collect signatures for a ballot measure that would define a fertilized egg as a person.
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 Services |
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Forming a New Business Entity:
Our attorneys can help you form, organize and set up the right legal structure for your business including California corporations, Delaware corporations, limited liability companies (LLCs), general partnerships, limited partnerships, corporate subsidiaries, international offices and non-profit organizations. Our attorneys can help you with all aspects of the formation process including articles of incorporation, bylaws, partnership agreements, operating agreements, incorporator's certificate, initial shareholder meeting, initial director's meeting, managing partner or manager's meeting, stock certificates, share registration, EIN application, tax exemption filing, reseller's permits, state business authorizations, business licenses, option plans, employment compliance, invention assignments, non-disclosure agreements (NDAs) and employment agreements.
Venture Capital or Private Equity Financings:
Our attorneys can help you through the process of raising capital from venture capital firms, angel investors and other investors. Our attorneys are experienced in dealing with venture capital firms and other private investors. We handle all types of security offerings including private placements of common stock, preferred stock, convertible notes, warrants and bridge financing. We will help you avoid the expenses of stock registration and structure the offering to comply with available state and federal exemptions. We will help prepare the offering memoranda and other disclosure documents to comply with applicable securities laws. We are experienced in handling both national and international offerings and can advise you on how to comply with the vastly complex securities laws that regulate how offerings are conducted.
Drafting and Reviewing Contracts:
Our attorneys have experience in drafting, reviewing and negotiating all types of contracts and agreements. In today's sophisticated business world, a company is ill-advised to rely on form contracts. We can prepare all of your critical agreements and advise you with respect to important agreements that are presented to you.
Mergers & Acquisitions, Purchases & Sales of Businesses:
Our attorneys have led many mergers and acquisition transactions. Our attorneys can advise on the most appropriate acquisition structure among statutory mergers, forward mergers, reverse mergers, triangular mergers, reverse triangular mergers, stock acquisitions, asset purchases, tender offers and management takeovers. We can advise on important tax, payment and liquidity issues. We can prepare the letters of intent, acquisition agreement, the multitude of schedules, legal opinions and regulatory filings. Our attorneys can play an important role in the due diligence process. We can help advise on important deal points. We can act as a creative dealmaker, yet tough-minded negotiator in representing your interests.
Employment Related Issues:
We can advise on general employment matters. We can prepare employment agreements, consulting agreements, non-disclosure agreements, employee invention assignment agreements, stock option or stock purchase plans, advise on compensation issues for officers, directors and employees and provide advice on termination matters.
Legal Opinions:
We can provide a legal opinion where a business transaction requires it. Typical transactions that require such an opinion are restricted stock transfers and merger & acquisition transactions.
Independent Counsel:
If your company has retained another attorney or law firm as corporate counsel, and there are issues between the company and one or more of its officers, directors and shareholders, separate independent counsel should be obtained to avoid a conflict of interest. We can act as independent counsel to help alleviate this conflict.
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