Business Planning

The business law attorneys at Zell Law provide a wide variety of legal services to businesses throughout Northern Virginia and the Washington D.C. Metropolitan Area. Our business law attorneys have the experience to meet the needs of businesses, whether those needs revolve around a start-up venture or an established business.

Zell Law’s business planning practice consists of advising and representing clients in the areas of corporate and business law, tax law, mergers and acquisitions and venture capital and private equity financing. We serve as corporate counsel and business adviser to small and medium-sized closely held companies that emerge as start-ups and grow into mature companies.

Extensive Experience

We provide advice and counsel to management teams, boards of directors and general counsel in connection with on-going operations and strategy, with a view towards providing value, understanding the clients’ business and applying extensive experience to solve clients’ problems. Wayne Zell, President and founder of Zell Law, is one of a rare breed of business law attorneys with proven expertise in both tax and securities law, with the ability to see legal problems in terms of business solutions and opportunities.

Our business law attorneys have a reputation for drafting tailored business agreements that meet the unique needs each individual client. Some of the business agreements we have recently handled include:

• Negotiation and drafting of merger and acquisition agreements and ancillary documents and preparation of tax opinions in connection with tax-free reorganizations

• Complex operating agreements for Virginia, Maryland, D.C. and Delaware limited liability companies

• Corporate buy-sell agreements, including cross-purchase and shareholder agreements

• Entity formation documents, including certificates of incorporation, certificates of rights, preferences and designations, articles of incorporation, bylaws and organizational minutes

• Borrowing and lending documents, including commercial loan agreements, private indebtedness, security agreements, collateral assignments and pledge agreements

• Executive employment agreements, consulting agreements, stock option plans and stock option awards, equity incentive plans, stock appreciation rights and phantom stock agreements, non-compete agreements, proprietary inventions and non-disclosure agreements, and non-qualified deferred compensation agreements

• Sales agreements, sales representative and agency agreements, distribution agreements, value-added reseller agreements, incentive compensation plans

• Software and technology licenses, content licenses, software development agreements, turnkey computer systems installation agreements, web hosting agreements, web development agreements, and application service provider agreements

• Private equity subscription documents, confidential term sheets, and private placement memoranda

• Leases and sub-leases of commercial office space

• Teaming agreements, partnership agreements and services agreements

Business Formation

We have helped numerous businesses select which type of organizational entity under which to operate and have reorganized many local businesses. We commonly form LLCs, corporations (regular and S corporations), general and limited partnerships and limited liability partnerships in all of the local jurisdictions and Delaware. Our business law attorneys strive to create on-going relationships with our start-up clients.

Once the initial business decisions are finalized and appropriate documents are filed with appropriate authorities, we assist client with on-going post-formation actions related to corporate governance, such as preparation of director and shareholder resolutions and establishment of board committees, and with preparation and negotiation of transactional documents that assist the client in growing their businesses.

For start-up and established businesses, our business lawyers provide legal representation on matters involving business planning, tax planning, mergers and acquisitions, and venture capital and private equity, including drafting and negotiating business contracts, technology licenses, mergers and acquisitions, shareholder agreements and disputes, leases, employment agreements, equity incentive agreements, commercial borrowing and other transactions.

For more information on Business, check out our Business Practice Center and our monthly Business Newsletter.

Contact our business law lawyers today