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Conn Kavanaugh's business lawyers recognize that effective representation requires not only legal and technical expertise, but also listening skill, practicality, and a willingness to invest the time and effort to understand the nature of a client's enterprise.
We pride ourselves on building productive professional relationships with business owners, executives, managers, in-house counsel, and other decision makers. We are there for our clients at all times and in all situations, maintaining both flexibility and accessibility. Whether a business is large or small, a matter complex or simple, clients deserve the same level of respect, attention and promptness of response from their lawyers . The firm's business lawyers have a depth of skill honed from years of experience working with clients across a broad spectrum of industry. Our clients include closely held and family businesses as well as more widely held and emerging enterprises, smaller publicly held companies and subsidiaries of larger public corporations. Conn Kavanaugh's business clients are representative of many sectors of the economy, including manufacturing, technology, construction, transportation, consumer goods, advertising, marketing, retail and service. We also represent architects, engineers and other licensed professionals. We do not believe in the "hands off" approach to the practice of business and corporate law where some lawyers tend to immediately involve other attorneys at the first sign that a particular issue may expand beyond its most narrow scope. We know that no business operates in a vacuum and therefore expect our lawyers to broaden their skill set in order to move freely across a multitude of business disciplines. This enables us to provide continuity of representation, and to exercise sound judgment when it is appropriate to expand the team of professionals. Our business practice is remarkably diverse and the following is illustrative of some broad areas of experience. FormationOur business lawyers regularly work with entrepreneurs seeking to chart a path for a new venture. We provide advice and counsel on choice of entity, capitalization, organization, control, and all other aspects associated with formation. We also participate in assembling a team of other professionals, as and when needed, including accountants, insurance advisors and others. Business CounselOur clients often seek our advice and counsel on day to day matters including the hiring and dismissal of employees, utilization of independent contractors, corporate governance, and assessment of expansion opportunities. We are also engaged regularly in the review, negotiation, and preparation of all types of business agreements. Many of our family and closely held clients view us as an extension of their management team and seek our counsel in connection with significant business decisions. While we are mindful of the differences between business and legal considerations, we frequently are asked to fill the void and step into a more active partnership with our clients to help resolve problems and provide future direction. Our commitment to delivering the best advice and the highest quality work product has contributed to a strong track record of results. Control/SeparationWe are experienced in addressing the complexities involved with maintaining control among founders and other business principals while at the same time fostering an environment for greater outside participation. We regularly advise on capitalization strategies, and structure arrangements among principals including stock redemption, cross purchase, and hybrid agreements. In all cases, we craft solutions that are well conceived and carefully implemented. Our lawyers are also skilled in dealing with succession planning, taking a central role to guide the transition of a business from one generation to the next. At times, we are called upon to handle business separations, including those involving professional service firms which, after initial periods of success, sometimes experience changes in vision that necessitate an organized divestiture. Employment Contracts/Incentive CompensationWe advise and structure for our clients appropriate employment arrangements for new and key executives and managerial hires. We prepare compensation , bonus and other incentive plans, including incentive stock option, non qualified option, restricted stock and phantom equity plans. We prepare employment contracts and employee agreements, and regularly advise on issues of non-competition, non-solicitation and other restrictive covenants. We are experienced in negotiating separation and severance arrangements both from an employer and departing employee perspective, having represented senior executives in their departure from both public and privately-held companies. Business Acquisitions and SalesOur business lawyers have decades of experience negotiating deals for the acquisition and sale of companies as well as operating divisions, through mergers, consolidations, asset and stock transactions. We are strong advocates, effective negotiators, and skilled in anticipating and identifying issues before they become future problems. We prepare comprehensive, well drafted deal documents, knowing full well what needs to be done to accomplish client objectives. However, we never lose sight of the fact that in many cases both sides will need to "live" with each other for some period after a closing and that the need to prevail on each and every point often results in acrimony that can harm the business moving forward. We are deal makers and not deal breakers and our clients are always kept closely informed of any and all key issues involved in a business transaction. We provide peace of mind that the transaction has been handled properly and that prospects for future exposure by way of indemnification have been minimized. Financings/Strategic Partnerships Our lawyers have represented numerous clients in procuring working capital lines of credit and term loans from traditional sources such as banks, including SBA guaranteed programs. We also serve our clients' needs in raising debt and equity financing through private exempt transactions under the Securities Act of 1933 and Reg. D offerings. On many occasions we negotiate joint venture and strategic partnership agreements enabling our clients to build synergistic relationships to exploit market opportunities. Intellectual PropertyConn Kavanaugh attorneys are routinely called upon to advise on the protection of our clients' intellectual property assets, including trade secrets, proprietary information, trademarks, and copyrights. We develop programs tailored to our clients' needs based on intellectual property audits and, as appropriate, budgetary considerations. We advise clients on trademark selection, handle prosecution, registration, maintenance and enforcement, and in certain cases manage portfolios for our client companies. We understand the importance of protecting IP assets. Our representation in this area extends to licensing these assets, as we have negotiated and documented several deals involving trademarks, technology, business and enterprise software. If you wish to inquire further about our Business Law Group, please contact Bob B. Rosenthal or Barry E. Gold |
