Corporate & Partnership

Overview

The Corporate & Partnership service area advises clients on the formation, operation, liquidation, merger, purchase, reorganization, and sale of business entities as well as day to day operational issues. This includes the selection of the best form of entity from a tax, liability, and operational standpoint; entity formation; and continued representation on matters such as employment agreements, buy-sell agreements, contracts, leases, retirement plans, and other matters related to the operation of a business.

Particular emphasis is placed on choice of entity considerations as they relate to asset protection, liability planning, taxation and operational concerns. Members of this group also work closely with the Estate Planning and Taxation groups on the formation and operation of nonprofit corporations and private foundations.

We represent every type of business, including a significant number of professional corporations throughout the Southeast, and are integrally involved in all legal aspects of such entities. Our attorneys have experience in structuring physician buy-ins and buy-outs and sales and mergers of practices. We regularly draft physician and shareholder agreements, real estate and equipment purchase or lease documents, employment agreements, restrictive covenant agreements, and customized retirement plans. Several attorneys in this group maintain an advanced practice in the qualified retirement plan area including defined benefit pension plans, 401(k) profit sharing plans, cross-tested plans, cash balance plans, and deferred compensation plans.

Our representation of partnerships includes general partnerships, limited partnerships, limited liability companies, and family partnerships.

Areas

Within this area of the law, we perform a variety of services and address a number of issues including:

• Banking and credit facilities
• Buy-Sell agreements and funding Issues
• Commercial law
• Commercial litigation
• Contracts
• Corporate governance
• Corporate reorganizations, dispositions, and liquidations
• Covenants not to compete
• Employment agreements
• Entity selection and formation
• Fringe benefit plans
• Leases
• Limited liability companies
• Mergers and acquisitions
• Nondisclosure agreement
• Non-qualified plans
• Partnership operations
• Preparation of corporate minutes
• Qualified Retirement Plans
• Real estate transactions
• S-corporations
• Secured transactions
• Securities law