General Corporate

Brody Wilkinson’s Business Group advises clients in organizational and operational matters such as formation of business entities, corporate governance, contracts, licensing, distributorships, advertising, trade regulation, recapitalizations, financing and succession planning. We represent a broad base of clients of varying size and maturity including public and privately-held businesses such as manufacturers, financial institutions, family offices, service providers, retailers, professional practices and start-ups as well as charitable organizations.

For many clients, we act as general counsel and manage all legal needs throughout the lifecycle of the business, including drafting of organizational documents, contract preparation and review, employment matters, tax advice and planning, strategic acquisitions and alliances, and exit planning. In addition, we often serve as local counsel to out-of-state companies and law firms on Connecticut-oriented commercial transactions.

Attorneys in the Business Group routinely handle matters such as:

  • Business-to-business agreements
  • Buy-out agreements
  • Buy-sell agreements
  • Consulting agreements
  • Corporate governance
  • Cross-entity mergers & conversions
  • Director & officer liability
  • Distribution & supply agreements
  • Domestication of entities
  • Employee & executive equity incentive plans
  • Entity formation & entity filings with federal, state & local authorities
  • Equipment & real estate leases
  • Marketing & licensing agreements
  • Non-disclosure, non-competition & non-solicitation agreements
  • Ownership agreements such as operating, shareholder & partnership agreements
  • Reorganizations & recapitalizations
  • Tax disputes (federal & state)
  • Vendor agreements

Representative matters include:

Representation of a small manufacturing concern in connection with the creation of a restricted stock plan for certain key employees followed by a partial redemption of the owner’s stock. This approach was used to pass equity and control to a pre-selected group of key employees who would manage the business while the owner transitioned to retirement. The redemption was done before year-end to lock in favorable capital gains rates.

Representation of a foreign entity in its domestication to a Connecticut liability company.

Representation of a business owner in connection with his separation from a former business partner.

Representation of a clothing retailer with an agreement with a designer and manufacturer to produce a joint product line.

Representation of a fuel company in a product supply agreement with another fuel company.

Representation of numerous companies in connection with national and international distribution and supply agreements.

Representation of several business entities in connection with corporate restructuring to reflect needs such as expansion, asset protection and/or tax benefits. Efforts included, among other things, forming parent companies with multiple subsidiaries and forming holding companies for intellectual property and real estate.

Representation as outside general counsel to numerous small- to mid-sized businesses to assist with all of their legal and contractual needs.

 

 

 

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