GENERAL CORPORATE

Our General Corporate Planning and Structuring practice helps businesses design, implement, and maintain legal structures that support efficient operations, risk management, and long-term growth.  We work with entrepreneurs, closely held businesses, and investors to align corporate form, governance, and ownership arrangements with business objectives and applicable law.

We advise on entity selection and formation, ownership and control structuring, operating and shareholder agreements, capitalization planning, management arrangements, and internal governance frameworks.  Our guidance is tailored to address liability protection, tax considerations, succession planning, and flexibility for future financing, expansion, or exit.

Our services also include restructuring existing entities, addressing ownership transitions, and preparing businesses for investment or transactional activity.  We collaborate with accounting and financial advisors to ensure corporate structures are both legally sound and commercially practical.

Whether launching a new venture or refining an existing organization, we provide legal planning designed to create durable, compliant business structures that support sustainable growth and informed decision-making.

Our General Corporate Tax Planning and Structuring practice helps businesses design and maintain tax-efficient organizational structures while remaining compliant with federal, state, and local tax laws.  We advise business owners, executives, and investors on aligning entity structure, governance, and operations with sound tax planning principles and long-term business objectives.

We provide guidance on entity selection and classification, ownership and capitalization structures, intercompany arrangements, and transactional tax planning.  Our services address federal and state-specific considerations, including state income tax, sales and use tax, nexus issues, and the tax implications of mergers, acquisitions, restructurings, and ownership transitions.

We work collaboratively with accountants and financial advisors to evaluate tax exposure, identify planning opportunities, and ensure that corporate strategies are both legally defensible and operationally practical.  Our approach emphasizes proactive planning to reduce tax risk, avoid unintended consequences, and support sustainable growth.

Whether forming a new business, restructuring an existing entity, or preparing for investment or exit, we deliver tax planning and structuring solutions designed to protect value and support informed decision-making.

At Seyburn Law, tax considerations are integrated into every aspect of our practice, including our Corporate Contracts and Transactions practice, providing Clients with a unique and valuable perspective on structuring deals efficiently and effectively.  Our deep experience in taxation allows us to analyze and address potential tax implications seamlessly, ensuring our Clients’ transactions are both legally sound and financially optimized.

We represent Clients in a wide range of business contracts and transactions, from straightforward agreements to complex, multi-party deals, including, but not limited to:

• Mergers and Acquisitions
• Shareholder and Operating Agreements
• Confidentiality and Non-Disclosure Agreements
• Joint-Venture Agreements
• Contract Drafting, Review, and Negotiation
• Purchase Agreements
• Commercial and Residential Real Estate Agreements
• Employment Agreements
• Private Aircraft Transactions
• Entertainment Law Contracts
• License Agreements

Over the years, we have drafted, reviewed, and negotiated virtually every type of agreement, understanding that even the smallest transaction can have significant implications for our Clients.  Whether your business matter is complex enough for a large firm or seemingly too small to warrant sophisticated counsel, we provide experienced, practical, and client-focused representation.

Our General Corporate Cash Flow Modeling practice provides businesses with legally informed financial analysis to support strategic planning, operational decision-making, and long-term sustainability. We help business owners, executives, and investors understand how legal structure, contractual obligations, tax considerations, and regulatory requirements impact cash flow across the lifecycle of a business.

We assist Clients in developing and reviewing cash flow models that reflect entity structure, financing arrangements, tax obligations, lease and debt service requirements, and transaction-related risks. Our analysis supports planning for growth, capital expenditures, workforce expansion, restructurings, and contingency scenarios, while ensuring alignment with state law and applicable regulatory frameworks.

Our services are frequently used in connection with business formation and structuring, investment and financing transactions, mergers and acquisitions, and ownership transitions. We work alongside accountants, financial advisors, and lenders to ensure cash flow projections are realistic, defensible, and consistent with the client’s legal and operational realities.

By integrating legal insight with financial modeling, we help businesses anticipate cash constraints, evaluate strategic options, and make informed decisions that promote stability, compliance, and long-term success.

Our General Corporate Legal Consulting practice provides ongoing, practical legal guidance to businesses on a broad range of corporate and operational matters. We work with business owners, executives, and investors to address day-to-day legal challenges, support strategic initiatives, and ensure compliance with federal, state, and local laws.

We advise on corporate governance, regulatory compliance, contracts and agreements, risk management, ownership transitions, internal restructurings, and general operational matters. Our services also include guidance on financing, mergers and acquisitions, dispute prevention, and coordination with accountants, financial advisors, and other professional service providers.

Whether serving as outside general counsel or providing targeted advice, we help businesses anticipate and navigate legal risks, make informed business decisions, and operate efficiently in a complex regulatory environment. Our goal is to provide clear, actionable guidance that supports business growth, protects value, and ensures long-term operational stability.

Our General Corporate Mergers and Acquisitions (“M&A”) practice assists businesses, investors, and private equity firms in navigating the complex legal and strategic considerations involved in buying, selling, and merging companies.  We provide end-to-end support for transactions of all sizes, from initial planning and due diligence to negotiation, structuring, documentation, and post-closing integration.

We advise on entity selection and restructuring, ownership and governance considerations, contract review, regulatory compliance, tax implications, and risk management.  Our team helps Clients evaluate transaction structures, assess liabilities, and optimize terms to protect value and support strategic business objectives.

Our services cover asset and stock purchases, mergers, joint ventures, recapitalizations, and change-of-control transactions, with careful attention to state law, regulatory approvals, and contractual obligations.  We work closely with accountants, financial advisors, and other professionals to ensure transactions are commercially sound, legally defensible, and aligned with long-term goals.

Whether acquiring a new business, selling an existing company, or pursuing a strategic merger, we provide legal guidance designed to facilitate smooth, efficient, and successful transactions.

Our General Corporate Financing practice provides businesses with comprehensive legal support for raising capital, structuring financing transactions, and managing lender and investor relationships. We advise business owners, executives, and investors on debt and equity financing, venture capital, private placements, mezzanine financing, and other funding arrangements to support growth, expansion, and strategic initiatives.

We assist with negotiating and drafting loan agreements, security documents, subscription agreements, investor rights agreements, and related transactional documentation. Our guidance also addresses corporate governance, ownership structures, regulatory compliance, and tax considerations to ensure financing arrangements are legally sound and operationally practical.

Whether securing startup funding, expanding operations, refinancing debt, or preparing for a strategic investment, we provide legal solutions that balance risk management, regulatory compliance, and commercial objectives. Our goal is to help businesses access capital efficiently, protect value, and achieve long-term financial and operational success.

Our General Corporate Windup practice assists businesses with the orderly and compliant dissolution of corporate entities, partnerships, and limited liability companies. We guide business owners, executives, and stakeholders through the legal, financial, and regulatory steps required to wind down operations while minimizing liability and protecting value.

We provide guidance on statutory requirements under state law, including notice to creditors, settlement of debts and obligations, distribution of remaining assets, filing termination documents with state administrators, and compliance with tax obligations. We also advise on employee matters, contractual terminations, and the resolution of pending disputes.

Whether closing a business due to strategic decisions, ownership transitions, or financial challenges, we deliver practical legal solutions to ensure a structured, compliant, and efficient windup. Our goal is to help business owners complete the process with clarity, minimize risk, and facilitate an orderly conclusion of corporate affairs.

One of the specialized skillsets that we can perform is to ensure that the terms of documents are being properly accounted for and, thereafter, taxes are properly reported. We call this area being “the glue guy.” We believe that this is important to ensure that all of the work and effort put into the planning is being properly implemented.