Services

Finding a lawyer with the right combination of knowledge, experience, and demeanor is essential to finding the right solution to your legal and business issues. Explore all the services and industries in which we have experience.

    • 1
    • Outside General Counsel to Mid & Small Cap Companies

    I represent many small and midsized companies. I act as the point of contact for all legal matters much like the General Counsel of a large company.  I regularly coordinate legal work among varying lawyers and law firms in order to ensure that the client receives the most appropriate legal advice with the greatest value.

    • 2
    • Business & Securities Law and Counseling

    There are myriad of laws affecting a business.  Some laws apply to all businesses, and other laws apply only to certain industries.  Based on my experience in many industries, I advise clients concerning wide array of laws affecting their business (Business Law), including laws pertaining to the issuance or sale of ownership in their businesses (Securities Law).

    • 3
    • Business Agreements: Purchase & Sale, Manufacturing, Distribution & Supply Agreements

    I advise clients concerning the appropriate terms for agreements for the purchase and sale of goods and services, the manufacture, distribution and supply of goods, between manufacturers, distributors and customers with the goal of minimizing misunderstanding between the parties as to the terms of the agreement and the consequences of violating the terms of the agreement.

    • 4
    • Business Formation and Organization

    There are many types of business entities to choose from: sole proprietorships, partnerships, limited liability companies, C corporations, and subchapter S corporations.  Choosing the right type of business entity can be challenging.  Each type of entity has its own advantages and disadvantages.  I advise clients on the pros and cons of each type to help them select the type of entity that is best for them now and in the future.

    • 5
    • Corporation, LLC & Partnership Operation, Dissolution & Taxation

    Most people are familiar with how corporations operate. Limited liability companies (LLCs) and partnerships are far more flexible entities.  Their flexibility, however, poses challenges in drafting documents that adequately protect the interests of the members and partners.  In addition, S-corporations, LLCs, and partnerships pose different taxation issues.  Besides being entities that help shield their owners from certain liabilities, these entities can be used to minimize taxes do on the death of the owner. I have over 30 years of experience advising clients regarding the formation, operation, dissolution, and taxation of corporations, s-corporations, LLCs, and general and limited partnerships, particularly the varying issues regarding financial and voting arrangement and the transfer of ownership by the shareholders, members and partners.

    • 6
    • Mergers & Acquisitions; Sale and Purchase of Businesses

    Most business clients know how to run their businesses.  However, few clients have acquired or sold or merged their businesses.  The sale or acquisition of a business can be time-consuming and full of pitfalls.  I have over 30 years of experience advising clients in many industries concerning the sale of their businesses, the acquisition of other businesses and entities, as well as the merger of their companies with another company.

    • 7
    • Management and Leveraged Buyouts; Rollovers

    I advise management regarding their participation in buying the company they work for from its current owners, as well as advising management in connection with the purchase of the company they work for by 3rd parties. In addition, I have represented owners and management in retaining or “rolling-over” some or all of their ownership in the business as co-owners with the buyer.  Each situation has its issues and pitfalls.

    • 8
    • Trademark and Brand Management

    Trademarks can be one of the most valuable assets of a business.  Buyers of business focus on trademarks and other intellectual property when determining the value of the business.  I advise clients regarding the protection of their trademarks and trade names, as well as the management of the various trademarks including the licensing of their various trademarks with the goal of allowing the client to retain the value of their trademarks and trade names.

    • 9
    • Intellectual Property Counseling and Licensing

    Some of the most valuable assets of the business consist of various types of intellectual property, including trademarks, trade names, patents, trade secrets, know-how, copyrights, and know-how.  The law regarding intellectual property is complex and in some instances counter-intuitive. I advise clients regarding the protection of their intellectual property rights with a view toward maximizing their value to the business.  In particular, I advise clients regarding the terms of agreements pertaining to the licensing of their intellectual property (e.g. trademarks, software, know-how, copyrights), as well as terms of agreements pursuant to which they license the intellectual property of other parties.

    • 10
    • Emerging Business and Venture Finance

    New and emerging businesses face a wide range of issues, some of which may be unique.  Based on my years of experience and advising many types of business, I advise new companies regarding all aspects of the law affecting their formation and future operations, as well as negotiating on their behalf with investors including venture financing firms.

    • 11
    • Closely Held Businesses and Succession Planning

    Closely held business owners have particular challenges in determining how their business will transition not only after their deaths, but also during their lifetime.  I advise owners regarding the ultimate disposition of their companies, whether such disposition includes the sale of the company or the transfer of ownership to their descendants.  In addition, I inform owners regarding the appropriateness of having independent advisers and/or directors, as well as  the use of professional management in the operation of their company.

    • 12
    • Independent Contractor & Consulting Agreements

    Many are in the business of providing consulting or other services to customers as independent contractors instead of employees. Independent contractor and consulting agreements pose there own set of issues. Few lawyers have experience with oil and gas leases or mineral interests. I have advised clients concerning oil and gas leases as well as ways to own mineral interests to avoid probate.

    • 13
    • Executive Employment and Consulting Agreements

    The employment of executives can involve some unique issues.  There is always tension between employers desiring to hire highly effective executives and executives desiring to protect the benefits of their new employment from the risk of their employers being sold, etc.  I advise clients, both employers and executives regarding appropriate terms of employment, especially with regard to incentive compensation (be it cash or ownership interests in the employer) and a severance packages,as well as the impact of Internal Revenue Code section 409A and section 280 G on the taxation of those benefits.

    • 14
    • Executive Deferred and Incentive Compensation

    Companies are constantly looking for ways to incentivize and compensate for their management teams.  I advise clients in the appropriateness in terms of various types of deferred and incentive compensation packages for their employees, including stock option plans, deferred compensation plans, bonus plans, phantom stock plans, stock appreciation rights plans (SARs).

    • 15
    • Asset Protection & Estate Planning for Owners, Executives, and High Net Worth Individuals

    Business owners, executives and other high-net-worth individuals have particular challenges in planning their estates.  Having worked hard to build businesses and individual wealth, many clients desire to protect their assets and their wealth not only for their benefit but for multiple generations of their descendants.  I advise clients on various ways of minimizing estate and other transfer taxes that would result from their death.  In addition, I counsel clients on various means of protecting their assets during times of financial hardship.  I also help clients determine the amount of assets to pass to their heirs or to charities as well as the manner in which those assets are transferred or otherwise made available to their heirs and/or charities.

    • 16
    • Wills, Revocable & Irrevocable Trusts, GRATS, IDGITs, Powers of Attorney, & Health Care Directives

    I have 30 years of experience assisting individuals, particularly business owners and executives with their estate planning documents I understand the difficult clients can have dealing with the prospects of dying, the care of their loved ones they leave behind as well as the disposition of a lifetime of effort as well as the prospect of paying taxes on their death. I assist clients in fulfilling their wishes for the care of their loved ones and the disposition of their assets by assisting them in preparing and executing the wills, revocable & irrevocable trusts, powers of attorney, & health care directives.

    • 17
    • Probate Proceedings & Probate Avoidance

    Absent an exception, the transfer of ownership of a deceased person’s property requires the heirs to go through a court process known as probate. I help family work through the probate process. More importantly, I help clients and their families minimize if not avoid the need to go through the probate process through the use of various techniques long recognized under the law.

    • 18
    • Commercial Real Estate Leases

    A real estate lease is often one of the largest expenses incurred by many businesses and the one item almost every business needs to operate. Without the needed space, a business will find it difficult, at best, to be successful. A real estate lease is also one of the most complex agreements a business will ever be a party to and may often involve personal guaranties by the business owners. I assist clients in determining their space requirements, negotiating the best possible lease terms and understanding the terms before they sign.

    • 19
    • Oil & Gas Leases

    Few lawyers have experience with oil and gas leases or mineral interests. I have advised clients concerning oil and gas leases as well as ways to own mineral interests to avoid probate.

    • Small Business Law in Minneapolis