Corporate counseling designed around your business needs

Last updated on February 22, 2024

The attorneys at Graubard Miller counsel numerous public and private companies. Our approach is to work with principals of our clients’ businesses to focus their growth initiatives, effectively plan for capital financing requirements, focus on essential business issues, and promote effective personal relationships among principals and management. In our capacity as counsel to public companies, we advise on matters such as reporting requirements, compliance with the applicable SEC rules and regulations (including Sarbanes-Oxley), and relevant stock exchange listing requirements.

We also serve as general counsel to a large number of private companies. In this role, we help private companies through their start-up and development phases and provide advice in all areas of their operations as they grow and mature. Of course, we also handle all general contract work for the companies we represent, including the preparation and negotiation of employment agreements, stock option agreements and other compensatory arrangements, license agreements, intellectual property matters, secured financing and general business agreements.

We have substantial experience in assisting our clients in connection with listing their securities on national securities exchanges, such as NASDAQ and the NYSE, as well as the OTC Bulletin Board, including the OTCQX marketplace, the premier tier of the OTC Market. As a Designated Advisor for Disclosure (DAD) on the OTCQX marketplace, we have been selected by the OTCQX to serve as a securities professional knowledgeable in both the disclosure requirements of U.S. securities laws and the most effective investor communications practices.

Services and guidance for new and emerging business ventures

Our attorneys assist clients in all aspects of enterprise start-up, including:

• Filing appropriate formation documents with federal and state agencies
• Designing and drafting corporate governance documents such as limited liability company operating agreements, partnership agreements, corporate by-laws, shareholder agreements, and voting agreements
• Working with clients to negotiate and secure financing for their start-up and development-stage enterprises
• Counseling clients in selecting appropriate forms of business organization, including general and limited partnerships, corporations and limited liability companies and planning their initial capitalization structures

Within a diversified corporate finance practice, our lawyers guide clients through the negotiation and consummation of public and private offerings, the creation of private equity funds, commercial debt financings, and numerous other types of venture capital transactions and structured financings.

Employment law representation as your business grows

Our attorneys  have substantial experience representing companies and individuals in employment matters, including:

• Negotiation and preparation of employment and stock option agreements
• Counseling regarding employee termination and severance
• Ensuring compliance with federal, state and local laws
• Structuring employment-related agreements to provide favorable tax treatment

At some point, nearly every business risks facing a discrimination or harassment claim. Our attorneys will work with you to both prevent and respond to claims of discrimination or harassment based on age, race, gender, sexual orientation, national origin, disability and other protected characteristics.

Protecting your company’s Intellectual Property

Our firm can help you address a broad range of intellectual property matters, including trade secret, non-disclosure and non-circumvention agreements to protect intellectual property, and licensing, franchising and joint venture agreements pertaining to the development, ownership and use of intellectual property. Although we do not directly handle product and process patents, we are sensitive to issues related to such patents and work closely with specialists at patent law firms to assure client needs are met regarding such issues.