Business Planning

Our firm provides advice and planning for individuals and companies concerning strategies for the protection of trademarks and service marks, including brand or company names, taglines, slogans, logos, and designs, the marketing of such marks geographically, marking and notice requirements, guidelines for the appropriate usage and display of these marks in order to preserve their continued value and goodwill, and the coordination of other branding and trademark matters.

In addition to the firm assisting clients in structuring the formation and organization of multiple business entities, we advise the client on the most economic, cost-efficient, and liability-protected entities. The firm is experienced in restructuring partnerships into multiple entities through partnership divisions and reorganizations as well as restructuring corporations through business recapitalizations, reorganizations and divisions (including divisions pursuant to Section 355 of the Internal Revenue Code). Through the use of disregarded entities, partnerships and qualified subchapter S subsidiaries, our lawyers work to separate industries, properties and risk through structures of multiple entities.

Our firm’s attorneys work with family business owners to develop structures and procedures that help ensure the family business will continue into the next generation in a productive and harmonious manner. We work with families to develop family business mission statements and family creeds. Additionally, we work with more complicated structures related to the business that include benefits for key employees, and defined compensation programs, including stock appreciation rights plans and phantom stock plans.

The firm assists clients in the negotiation and drafting of buy-sell agreements for closely-held businesses to address control and ownership issues, ownership interest transfer restrictions, and control transitions. Our attorneys counsel with clients on key issues including valuation methodologies and various owner rights and obligations, such as put and call options, tag along and drag along rights, preemptive rights, rights of first refusal, employee-owner issues such as disability, retirement, and employment termination purchase obligations.

The firm offers business planning services to assist clients with the increasingly complex task of choosing an entity form under which to operate their business. In advising clients we consider such factors as (1) the appropriate state law jurisdiction (e.g., Texas, Delaware, Nevada); (2) the preferred entity form based on the type of business operations, the level of owner liability protection and the applicable state tax treatment (e.g., corporation, limited partnership, LLC, LLP); (3) the desired federal income tax treatment (e.g., separate corporate taxation, flow-through tax treatment, or disregarded entity treatment); (4) the applicable state and federal administrative law requirements particular to the client’s industry; and (5) the expectations of pertinent third parties (e.g., investment banks, venture capital funds). After analysis of such factors and the personal preferences of the client, the firm structures the entity form for the client.

The firm provides services to assist with the formation, operation and liquidation of closely-held corporations and limited liability companies. The firm’s corporate areas of practice routinely are related to closely-held business issues, including management, control and ownership issues, ownership interest transfer restrictions and management successor provisions. Additionally, the firm provides compliance services, including assistance with minutes and records maintenance. The firm also works with corporate management by advising on fiduciary responsibilities and the handling of minority shareholders. For family-owned business entities, the firm works with clients on such matters as family ownership succession planning, including management and control transitions. Finally, the firm also assists with entity contract negotiation and business tax planning matters.

Our firm provides planning and representation for individuals and entities that are considering Disadvantaged Business Entity (DBE) certification, Minority-/Woman-Owned Business Entity (M/WBE) certification, Small Business Administration (SBA) certification and/or participation in any of the SBA’s various small business assistance programs, Texas Statewide Historically Underutilized Business (HUB) certification, and other certification opportunities in connection with state and federal contract procurement.

Our firm boasts several attorneys who are qualified to provide services in the area of partnership law, as they have strong backgrounds in corporate law, real estate law, and tax law in addition to being well-versed in partnership issues. The firm provides tax planning services to individuals and existing businesses in connection with the formation, operation and termination of various types of partnerships including general partnerships, limited partnerships and limited liability partnerships. Additionally, the firm advises clients in the areas of buy-sell planning, diversification of the ownership among the partnerships’ employees/owners, and mergers, sales and liquidations of partnerships. The firm also provides tax planning services for its clients related to developing a strategy for operating in a limited partnership format and to minimize Texas state franchise taxes. These services include planning related to restructuring corporate entities to partnerships for state law purposes.

The partnership law attorneys work closely with the firm’s estate planning practice group to assist individual clients with wealth migration and family planning issues. This coordination allows the individual client to obtain an overall management succession plan which is consistent with the client’s desires for his or her family in the future and allows such client to provide for his or her family’s financial needs in the most tax efficient manner. One tool used to facilitate the client’s estate planning goals is the family limited partnership. By utilizing the family limited partnership as a part of the overall estate plan, clients have the ability to keep assets within the family control to avoid factional ownership interests, and to provide a management structure for succeeding generations by structuring control of the assets in the most capable hands.

In today’s marketplace, it is critical that businesses have access to the expert advice that can only be provided by effective legal counsel. Our attorneys understand that need and advise companies from a wide spectrum of industries and in all stages of growth. We serve as outside general counsel to many of our clients, providing assistance in virtually all aspects of their day-to-day business, including transactions, employment matters, real property and/or lease issues, regulatory compliance, taxation, executive compensation, and communications.

For our clients who are starting new businesses, we provide guidance for choosing and forming the proper business entity to meet our client’s specific needs, whether that means setting up a corporation, joint venture, or partnership, or forming strategic alliances, securing financing, and managing risk. For clients with established businesses, we draw upon our attorneys’ experience to navigate their continued growth in ever-changing market condition by assisting directors, trustees, officers, owners, and other key personnel in making strategic decisions for both today and the future.

Our firm boasts several attorneys who are qualified to provide services in the area of partnership law, as they have strong backgrounds in corporate law, real estate law, and tax law in addition to being well-versed in partnership issues. The firm provides tax planning services to individuals and existing businesses in connection with the formation, operation and termination of various types of partnerships including general partnerships, limited partnerships and limited liability partnerships. Additionally, the firm advises clients in the areas of buy-sell planning, diversification of the ownership among the partnerships’ employees/owners, and mergers, sales and liquidations of partnerships. The firm also provides tax planning services for its clients related to developing a strategy for operating in a limited partnership format and to minimize Texas state franchise taxes. These services include planning related to restructuring corporate entities to partnerships for state law purposes.

The partnership law attorneys work closely with the firm’s estate planning practice group to assist individual clients with wealth migration and family planning issues. This coordination allows the individual client to obtain an overall management succession plan which is consistent with the client’s desires for his or her family in the future and allows such client to provide for his or her family’s financial needs in the most tax efficient manner. One tool used to facilitate the client’s estate planning goals is the family limited partnership. By utilizing the family limited partnership as a part of the overall estate plan, clients have the ability to keep assets within the family control to avoid factional ownership interests, and to provide a management structure for succeeding generations by structuring control of the assets in the most capable hands.

Our firm assists in all stages of contest and promotion planning and implementation, including recommending the appropriate structure for the promotion in order to comply with state laws and regulations, preparing any necessary government filings, and drafting all necessary documentation such as contest rules, entry forms, prize supplier agreements, and winners’ eligibility affidavits and liability waivers.

Our firm can help analyze and assess your business’ areas of risk and potential liability in order to recommend and help implement appropriate risk minimization strategies. This planning often consists of recommending appropriate types and levels of insurance coverage and developing strategies to avoid potential disputes and lawsuits through the use of appropriate disclaimers, releases, liability waivers and other written agreements.

Our firm provides assistance to clients in the planning, negotiation, and drafting of various types of shareholder agreements related to closely-held business issues. The matters often contemplated by such agreements include management, control, and ownership issues; ownership interest transfer restrictions; preemptive rights; rights of first refusal; purchase options and obligations such as put and call options, tag along, and drag along rights; employee-owner issues; and management succession and control transitions.

We assist clients in technology-based transactional matters including structuring and drafting technology contracts and agreements for development, hosting, service, and licensing. Additionally, the firm represents clients in negotiations regarding both the procurement and distribution of proprietary technology. Such services are provided by the firm to both suppliers and consumers of such technology.