Corporate & Business Law

Business Transactions

We are ready to help you start or grow your existing business. We are prepared to act as your in-house business counsel with any legal issue facing your existing or prospective business. Our team is ready with a full range of business setup and commercial transaction services. Our clients include many successful small and medium-sized businesses in Miami and abroad. We will continue to support you after your corporate entity has been established, or take your company and existing business to the next level. 

We provide valuable legal advice to entrepreneurs and small business owners and have significant experience in drafting and negotiating appropriate business agreements and related documents, such as:

Representations

• Representation as general counsel for companies in media and technology;

• Representation of foreign investors in the acquisition of target companies in the United States;

• Representation of telecommunication wireless application provider in connection with obtaining licensing rights from content providers such as newspapers and record labels throughout Latin America and the United States;

• Representation of Internet business-to-business companies in connection with software licensing deals, acquisitions and mergers in Latin America;

• Representation of television network as an associate to general counsel addressing corporate governance matters; industry-specific agreements, employment matters, and intellectual property registration and protection;

• Representation of Colombian company in negotiations with U.S. distributors for coffee products;

• Representation of the company in the negotiation of worldwide trademark licensing agreements;

• Representation of e-commerce retailer in private placement securities offering;

• Representation of individual investors in obtaining franchise agreements.

We provide valuable legal advice to entrepreneurs and small business owners and have significant experience in drafting and negotiating appropriate business agreements and related documents.

Types of Agreements

•  Shareholder Agreements and Operating Agreements;

•  Merger and Business Acquisition Agreements;

•  Joint Venture and Strategic Partnership Agreements;

•  Asset and Business Operations Buy/Sell Agreements;

•  Non Disclosure Agreements;

• Non-Compete and Solicitation Agreements and Confidentiality Agreements;

• Loan Agreements and Private Placement Offerings.

We are prepared to assist you in performing legal due diligence on prospective corporate targets or prospective partners. For foreign companies and individuals, we can provide you with the experience and know-how to enable you to establish a business presence in the U.S.

Business Formation

We are prepared to assist you in the formation of corporations and limited liability companies in almost any jurisdiction. One clear stated objective is to limit owner liability for business obligations. We can assist you in structuring buy/sell, profit sharing and other agreements between owners as well as implementing agreements between owners and management.

We will provide you with guidance and prepare internal documentation to maintain proper corporate formalities. We will follow up and assist you in planning and conducting shareholder and board meetings. The formation of an entity is only the beginning, we will be there for you to provide you with guidance and assistance throughout the life of your company or investment.

Employment

Employers and employees have certain rights and obligations in the workplace. When these rights or obligations are ignored, the party harmed can sue to recover financial damages. We can help you avoid common mistakes and prevent litigation before a claim arises.

Employment contracts are only as good as the terms and conditions contained in them. If they are unenforceable or include unreasonable terms, it is unlikely they will hold up in court. We are prepared to work closely with employers and employees in drafting and reviewing employment contracts. We review terms covering benefits, severance pay, executive compensation, confidentiality requirements, non-compete covenants, and other issues. We will help you identify potential legal problems surrounding various contract terms and conditions, alerting you to measures that need to be taken to protect your company from unwanted exposure to liability.

• Hiring a key employee

• Terminating an employee

• Developing formal employment policies and procedures

• Implementing pension plans, fringe benefits plans, and equity compensation plans (e.g. stock options)

• Preparing for the possible loss of a key employee

• Executing and enforcing non-competition and non-disclosure agreements

• Structuring executive compensation packages

Intellectual Property

We understand the value of your ideas and technology. That is why we are ready and work hard to protect them. We are focused on registering and protecting copyright and trademark rights only.  Whether you are an entrepreneur wanting to establish and finance a new start-up venture or a corporation looking to protect your IP and market share, we approach each copyright and trademark by focusing on your goals and objectives.