Diepenbrock Elkin Dauer McCandless LLP provides experience and expertise to business clients and their owners in forming, acquiring and operating their companies. Our attorneys represent both profit and nonprofit entities.
|Mergers and Acquisitions (M&A)||Disadvantaged Business Entities|
|Business Succession Planning||Franchising|
|Business Financings||Joint Ventures|
|Corporate Governance||Licensing and Permitting|
|Business Litigation||Nonprofits and Charities|
|Business Operations||Shareholder Disputes|
|Business Organizations and Formations|
We have supported some of the most complex and significant business transaction in the region. We are regularly involved in the design, growth and development of small, medium and large businesses through acquisitions and mergers. We have extensive experience in assisting businesses and shareholders in the acquisition of assets and businesses throughout the United States and abroad.
We represent shareholders, boards of directors, and management in all aspects of both management and ownership succession planning. Our services include identifying potential successors, meeting with and planning the succession, negotiating and drafting appropriate succession documents and working with other advisors, including tax, accounting, and estate planning experts to maximize the success of the successors and business as well as the departing shareholders or management.
We represent borrowers and lenders in various types of financing arrangements, including conventional bank financing, private lender transactions, asset based loan agreements, property acquisition loans, syndicated loans, and bond financing. We also assist clients in equity and debt offerings. Our services include negotiation and drafting of loan documents, including loan agreements, promissory notes, deeds of trust, security agreements, collateral assignments of leases and all other instruments that are a part of secured lending. We also assist clients in all aspects of due diligence, including title review and analysis, as a part of most lending transactions.
We counsel clients in creating and maintaining necessary records for maintaining status as a limited liability entity. We assist clients in holding necessary shareholder and board meetings. We also assist clients with compliance with federal regulatory schemes, including foreign corrupt practices act and securities regulation compliance.
We have substantial experience handling disputes that arise from all manner of business transactions and relationships. This work includes, but is not limited to, defending and prosecuting claims involving breach of contract, breach of fiduciary duty, covenants not to compete, unfair competition, conversion, false advertising, franchising, fraud, shareholder derivative suits, corporate dissolutions, partnership disputes, business valuations, disputes among members of limited liability companies.
We counsel clients in many aspects of business operations, including negotiating, preparing and reviewing business contracts, in addition to advising them on general operating matters. We assist clients in obtaining appropriate licenses and permits and in registering trademarks and copyrights. We also represent clients with the development of intellectual property licenses as well as purchase and sale agreements.
We assist and counsel clients in forming various business organizations for acquisition or operation of businesses. We also form business entities for clients that intend to acquire title to, or interests in, real property that will be developed. This includes the organization of corporations, limited liability companies (LLCs), and partnerships.
Our attorneys routinely advise clients in matters involving disadvantaged businesses, such as bid requirements and protests, use or substitution of listed disadvantaged businesses, and performance of a commercially useful function. We also assist and counsel clients before numerous state and federal agencies to obtain and maintain their status as disadvantaged business entities, including Disabled Veteran Business Enterprises, Service Disabled Veteran Owned Small Businesses, Minority- and Woman-Owned Business Enterprises, and others. We further represent our clients in judicial review of protest decisions.
We represent both franchisors and franchisees in all aspects of the franchise process. We have represented numerous franchisors in the registration process with the State of California, including drafting all required franchise documents, such as the franchise agreement, Franchise Disclosure Document, and registration application. We also represent franchisees and franchisors in disputes regarding management and operation of the franchises.
We represent individuals, partnerships and other business entities in the formation and management of joint ventures. Our services include drafting and negotiation of all documents relating to the joint venture, including joint venture agreements, management agreements, and services agreements. We also represent joint venture participants in disputes involving joint ventures.
We assist our clients in obtaining licenses and permits from state agencies and local governments necessary to launching new business ventures, maintaining existing operations, or expanding into new geographic areas or business lines. We have worked with the California Contractors State License Board, the California Gambling Control Commission and the California Department of Alcoholic Beverage Control.
We assist and counsel clients in all aspects of organization and operation of nonprofit corporations, including organization, registration, governance, fundraising, asset acquisition, and day-to-day management issues.
We represent shareholders and entities involved in shareholder disputes. Our services include negotiation and preparation of shareholder agreements, negotiation of existing disputes, and working with valuation experts to determine the value of a business or interest in a business.