Selecting the right entity depends on factors such as liability protection, tax treatment, investment needs and management structure. Limited liability companies (LLCs) offer flexibility and pass-through taxation, while corporations provide clearer governance and easier access to capital markets. Partnerships are often used for professional practices or closely held ventures, and not-for-profit corporations serve charitable or educational missions. We evaluate your goals, ownership structure and growth plans to recommend an entity and draft formation documents to fit your needs. We also advise on federal and state licensing and help foreign businesses qualify to do business in the state. Proper entity selection lays the foundation for governance, financing and future expansion.

Corporate governance isn’t just for public companies. It refers to the system of rules, practices and processes by which a company is directed and controlled. Good governance balances the interests of equity holders, personnel and other stakeholders, and includes internal controls, performance monitoring and transparent disclosures. For small and mid-sized companies, strong governance can build investor confidence, facilitate financing, and prevent disputes by clarifying roles and responsibilities of the owners and personnel. It can also help businesses comply with regulations, protect trade secrets and avoid conflicts of interest. Our attorneys help clients adopt governance policies, maintain corporate records, document major decisions and prepare for annual meetings. Implementing these practices early allows growing companies to scale smoothly and reduces risk in the event of audits or litigation.

Due diligence is the process of carefully examining and verifying information before committing to a transaction. In an acquisition, it ensures the buyer understands the target company’s financial condition, liabilities, contracts, intellectual property and compliance status. Legal due diligence reviews corporate documents,, threatened or pending regulatory actions, disputes and litigation, commercial contracts and regulatory permits, licenses and associated filings. Financial due diligence examines financial statements, cash flow and tax exposure, while operational due diligence assesses business models and supply chains. Soft due diligence considers management experience and cultural fit. Our team coordinates these reviews to identify red flags, quantify risks and negotiate purchase price adjustments or indemnities. By uncovering issues early, due diligence enables buyers to make informed decisions and structure transactions that protect their interests.

Employers in New York must comply with federal laws such as the Fair Labor Standards Act and Title VII, as well as state laws governing wage and hour requirements, discrimination, harassment and retaliation. This includes classifying workers correctly as employees or independent contractors, paying minimum wage and overtime, providing meal and rest breaks, and following paid leave requirements. Employers must maintain anti-discrimination and anti-harassment policies and train managers on complaint procedures. When hiring, disciplining or terminating employees, businesses should document performance issues and follow policies consistently to minimize exposure. The Firm drafts employment agreements, handbooks and restrictive covenants; advises on employee and

independent contractor relationships; conducts internal investigations; and represents employers before agencies such as the DHR, EEOC and other government agencies. Proactive compliance and clear policies reduce the likelihood of costly disputes.

There are multiple financing options for businesses at different stages of growth. Traditional bank loans and SBA-backed financing offer debt capital without diluting ownership, though they require collateral and repayment. Private equity and venture capital provide equity capital in exchange for equity and typically involve investor oversight. Companies can also issue convertible notes or preferred stock to balance dilution and flexibility. In regulated industries, securities offerings must comply with federal and state securities laws, requiring detailed disclosures and filings. We help clients evaluate debt and equity options, negotiate loan terms, prepare private placement memoranda and subscription agreements, and ensure regulatory compliance. We also guide clients through government-guaranteed loan programs and project-based financing. By structuring capital raises carefully, businesses can fund growth while preserving control and minimizing risk.

Early engagement with legal counsel can prevent disputes from escalating. When disagreements arise—whether between business partners, shareholders, vendors or employees—we assess the facts, review contracts and advise on strategic options. We aim to resolve conflicts through negotiation or mediation to conserve resources and preserve relationships. If litigation becomes necessary, we represent clients in state and federal courts and in arbitration. Common commercial disputes involve breach of contract, breach of fiduciary duties, breach of express and implied warranties, restrictive covenant enforcement, misappropriation of trade secrets, negligence and product liability. In cases involving corporate governance failures, we may pursue derivative actions or dissolution. By involving counsel early, businesses can evaluate risks, maintain leverage and achieve cost-effective resolutions.