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

1) 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 quickly and 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/loan transactions
  • Strategic alliances, joint ventures and other partnering transactions
  • Leveraged buy-outs
  • Divestitures and dispositions
  • Restructurings and recapitalizations
  • Sales of businesses

2) General Corporate Matters

Many startups and other clients retain us to act as their “outsourced inhouse counsel.”  This arrangement has three principal benefits: (i) we develop an in-depth familiarity with our client’s business, culture and legal needs; (ii) we maintain a long-term relationship, which facilitates efficiency of service ; and (iii) we become an integral part of our client’s 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
  • Restricted Stock Purchase Agreements and other founder agreements, operating agreements and limited partnership agreements
  • IP agreements, including IP assignment agreements, licensing agreements, confidential information and inventions assignment agreements, and terms of service/use and privacy policy
  • Employment and consulting agreements
  • Stock option plans and related documentation
  • 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

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 the following securities-related matters:

  • Seed financings, including “friends & family”
  • Angel and venture capital financings
  • Debt financings
  • Private placements, including drafting private placement memoranda and related documentation
  • Crowdfunding
  • SEC and state securities law filings and compliance
  • Stock purchase agreements, subscription agreements and “accredited investor” documentation
  • Securities law audits and rescission offers