Walker Corporate Law provides a broad range of corporate legal services, which can be divided among three distinct practice groups:

1) General Corporate Matters

Many of our clients retain us to act as their “outsourced inhouse counsel.”  This arrangement has three principal benefits: (i) we develop an in-depth familiarity with your business, culture and legal needs; (ii) we maintain a long-term relationship, which facilitates efficiency of service (with no additional employee headcount); and (iii) we become an integral part of your management team.  The specific general corporate services we provide include:

  • Startup counseling
  • Formation of corporations, LLC’s and other entities, and preparation of related documentation
  • Founders’ agreements, operating agreements and limited partnership agreements
  • IP agreements, including licensing agreements, confidentiality and inventions assignment agreements, and terms of service/use and privacy policy
  • Employment and consulting agreements
  • Stock option plans and agreements
  • Commercial contracts, including services agreements, partnering agreements, vendor/supplier agreements and reseller agreements
  • Structuring of equity ownership, including vesting issues
  • Corporate governance, including board of director matters and stockholders’/voting agreements
  • Trademark advice and registration

2) Corporate Transactions

Our transactional practice is the core of our business.  Each of our attorneys has 10-25 years of experience and has handled major transactions at some of the biggest and most prestigious law firms in the country.  Accordingly, we understand how to get deals done efficiently and at a cost that makes business sense.  We handle the following types of transactions:

  • Mergers & acquisitions
  • Financings (see “Securities Law Matters” below)
  • Licensing and other technology transactions
  • Debt transactions
  • Strategic alliances, joint ventures and other partnering transactions
  • Acquisitions of specified assets
  • Leveraged buy-outs
  • Divestitures and dispositions
  • Restructurings and recapitalizations
  • Sales of businesses

3) Securities Law Matters

The securities laws are complex and require experienced lawyers to help navigate them.  Indeed, non-compliance with applicable securities laws could result in serious adverse consequences, including a right of rescission for the securityholders (i.e., the right to get their money back, plus interest), injunctive relief, fines and penalties, and possible criminal prosecution.  We have a strong team of experienced securities attorneys, who assist our clients in all kinds of securities-related matters, including:

  • Creation of capital structure and related securities law analysis and guidance
  • Seed financings, including “friends & family”
  • Angel and venture capital financings
  • Subscription agreements and “accredited investor” documentation
  • Private placements, including drafting private placement memoranda and related documentation
  • Crowdfunding
  • SEC and state securities law compliance and filings
  • Securities law audits and rescission offers