Corporate, Securities, and Business Law
Our Corporate, Securities, and Business Law attorneys advise and represent businesses and their principals in various corporate and commercial matters. Our clients include small, mid-size, and large companies, and the scope of our services ranges from simple start-ups to complex transactions reaching hundreds of millions of dollars in enterprise value. Our team provides critical legal knowledge and experience to assist our clients in achieving their ultimate business goals.
We strive to build long-term professional and personal relationships with our clients. We are vested in their success and celebrate their achievements, but we are also there when times are tough. Through it all, we aim to exceed our clients’ expectations by delivering the high-quality legal service they deserve.
Corporate and Business Law
Our attorneys represent and counsel businesses and their principals at all stages of the business lifecycle. We work in a broad range of industries, including commercial and residential real estate and development, manufacturing, construction, healthcare, technology, energy, professional services, entertainment, and hospitality, among others.
We assist clients in forming entities and preparing and negotiating organizational documents, while also advising our clients on issues regarding choice-of-entity, corporate structuring, fiduciary duties, limitation of liability, governance, entity conversions, acquisitions and dispositions of equity interests and assets, recapitalizations, winding up and termination of entities, and other corporate matters.
In addition to general corporate matters, we also represent clients in complex corporate transactions, including mergers and acquisitions (M&A). We conduct legal due diligence, prepare and negotiate definitive agreements and ancillary documents, and provide representation throughout the entire deal process. We also assist our clients with indemnity claims and disputes that may arise during or after an M&A transaction, and when necessary, we work in tandem with the attorneys in our Litigation practice area to advocate for our clients’ interests.
We also represent clients in various types of joint ventures. Many of our clients entering into joint ventures focus on the acquisition and development of commercial real estate (including large multifamily properties). We advise our clients regarding choice of entity and governance, and we prepare and negotiate organizational documents and joint venture agreements on our clients’ behalf. We also advise clients in joint venture disputes, in addition to matters involving the termination of, or a desired exit from, a joint venture.
Our attorneys advise our business clients on day-to-day business issues, oftentimes together with our Labor & Employment and Real Estate attorneys. We draft, review, and negotiate a variety of commercial contracts, including loan documents. In addition to transactional services, we also represent our clients in commercial disputes together with the attorneys in our Litigation practice area.
Our attorneys represent private financial sponsors and private equity funds when entering capital markets through a capital raise or an investment in another venture. We counsel our clients on the legal requirements and advisable strategies of conducting private offerings of securities exempt from registration under state and federal securities laws. We prepare private placement offering documentation, including private placement memoranda, subscription agreements, and ancillary operating agreements. Additionally, we prepare and file notice filings with federal and state securities agencies and advise our clients with respect to prudent disclosure practices. When representing a client in an investment, we perform extensive diligence and advise with respect to various terms for the benefit of our client, such as major decision rights, buy-sell provisions, preferred equity, convertible debt, and anti-dilution mechanisms. We collaborate with investment banks, broker-dealers, institutional investors, and other professionals to compose a custom investment structure for each transaction.
Our Corporate, Securities, and Business Law practice area operates under the leadership of Himesh Gandhi and Justin Markel. Himesh and Justin collectively have over 20 years of relevant experience representing clients in various corporate, securities and business law needs. Both Himesh and Justin serve as outside general counsel for numerous clients. Himesh’s practice focuses on commercial real estate and corporate law, and he is Board Certified in Commercial Real Estate by the Texas Board of Legal Specialization. Justin has vast experience in corporate and employment law, and he is Board Certified in Labor and Employment Law by the Texas Board of Legal Specialization. Justin and Himesh lead a large team of Shareholders, Associates and Paralegals who can handle all of your corporate and commercial real estate needs.