Corporate Law

BUSINESS FORMATION AND PLANNING
We advise clients forming new businesses concerning the appropriate business structure for their needs. For corporations, we prepare articles of incorporation, bylaws, shareholder buy-sell agreements, initial meeting minutes and appropriate securities documentation, including offering memoranda. In addition, we advise corporations regarding the rights and duties of officers, directors, and shareholders, and assist corporations in complying with corporate formalities and maintaining corporate minutes. We advise clients regarding the formation of new general and limited partnerships, limited liability companies and limited liability partnerships. We prepare general and limited partnership agreements and operating agreements and draft securities documentation, including offering memoranda, for these entities. In addition, we assist with business planning and offer general business counseling.

TRANSACTIONAL LAW
Transactions can range from simple sales agreements between individuals, to highly complex arrangements between multiple parties. However, too often lawyers can spot the problem or the legal issue and all the impediments to meeting the client's objective but fail to show the creativity required to find a solution that works. Our objective when assisting in transactions is to assist our client with the transaction, not get in the Client’s way of completing it. Successful transactions can require extensive counseling, negotiation, document review and drafting. Many transactions require long-term involvement to ensue the continued relationship between the parties. We have experience and can assist with numerous transactions, including:
* Distribution Agreements
* Licensing Agreements
* Consulting Agreements
* Confidentiality/ Non-disclosure Agreements
* Non-competition Agreements
* Employment Agreements
* Franchise Agreements
* Website and Internet Agreements
* Settlement and Release Agreements
* OTHER SERVICES ARE ALSO AVAILABLE

LABOR AND EMPLOYMENT
We counsel clients on pre-employment screening procedures, employment contracts, employee privacy issues, labor relations, wage issues, policy and procedure manuals, employee benefit packages and termination procedures.
We represent and counsel individuals and entities involved in disputes regarding wrongful termination, trade secrets, unfair competition, sexual harassment, employment discrimination and privacy matters.

INTELLECTUAL PROPERTY
We assist individuals and entities in establishing and protecting their trademarks, copyrights and trade secrets. We can provide advice and counsel about licensing intellectual property and can prepare all necessary licensing, assignment and non-disclosure agreements. In the event of an infringement of a client's intellectual property, we will prepare cease-and-desist letters and, if necessary, represent them in litigation.

ADMINISTRATIVE LAW
We can handle professional licensing and disciplinary matters before regulatory agencies. Our representation includes counseling clients, appearing with clients at investigatory interviews and, where necessary, representing licensed professionals in administrative trials.

CIVIL DISPUTES AND LITIGATION
My self and available staff are licensed to practice in all state courts, as well as the US District Court for the Eastern and Northern District of California. These matters include corporate and partnership disputes, contractual disputes, employment issues, intellectual property disputes, trade secret matters, unfair competition disputes and debt recovery matters.