We developed our practices to fit into our clients’ existing organizational infrastructures, so that we function as a member of our clients’ executive teams. This results in long-term relationships that our clients find critical to their success and business goals. Use the tabs at left to learn more about our practices.

For years, we have served as general counsel to entrepreneurs, public and private U.S.-based companies, and multinational and international businesses doing business in the U.S. and around the world. Whether we are working with entrepreneurs in the startup phase of a venture or with a well-established public company in need of daily counsel, we help clients achieve immediate and long-term objectives.

We assist clients in all areas of corporate and commercial law, including:

  • Entity formation
  • Holding company and corporate structuring, restructuring and spin-offs
  • Corporate management and governance
  • Joint ventures, collaborations and strategic partnerships
  • Information technology (IT) agreements (including privacy policies, service level agreements, subscription agreements and terms of use)
  • Intellectual property licensing and other technology transfer agreements
  • Manufacturing, supply and distribution agreements
  • Creation and ongoing negotiation of important company form documents for employees, consultants, vendors, customers, resellers and other strategic partners
  • Employment agreements and equity compensation (including stock option plans)

When You Need Us Most
We also serve our clients by representing and guiding them in critical situations such as approaching commercial negotiations with large customers, exploring strategic partnering opportunities, handling third party complaints, and enforcing or strategizing around intellectual property rights. In these situations, our interest is not just in helping our clients to reach the desired objective in an expeditious manner , but also in making sure our clients know that we care about their peace of mind so they can get back to business as usual.

Tax matters inform the structure of nearly every corporate transaction our clients undertake. Our firm has years of experience in a wide range of domestic and international tax issues. The firm’s tax practice compliments the firm’s corporate and international practices, and enables clients to achieve tax-efficient results in both compliance and structuring matters, including:

  • Taxable and nontaxable acquisitions
  • Domestic tax structuring, including entity formation issues, internal restructurings, entity conversions, as well as S corporation, limited liability company, and partnership tax issues
  • Public and private securities offerings
  • Tax-exempt organization advice, including 501(c)(3) compliance and governance
  • Equity compensation
  • International tax planning considerations, including transfer pricing, controlled foreign corporation and passive foreign investment company issues, and Section 367 and Section 1248 dispositions

In the complex arena of corporate transactions, more and more often companies are realizing that the capabilities of their legal counsel is paramount to the successful completion of a deal. From the initial phases of end-goal identification, to the negotiation and closing process, we offer clients a comprehensive repertoire of legal capabilities to help them quickly and efficiently achieve their transactional goals.

We have the knowledge and capacity to assist companies in the structuring, negotiation and execution of a variety of transactions. Our capabilities and experience include, but are not limited to:

  • Advising clients in mergers, acquisitions and consolidations
  • Assisting clients in restructurings and reorganizations
  • Serving as buyer’s and seller’s counsel in asset and stock/equity purchase
  • Advising clients on joint venture and strategic partnership structuring
  • Serving as investors and company counsel in private placements and angel and venture capital and private equity financings

Proven Results
Our team has achieved numerous transactional successes for our clients. A selection of these successes includes:

  • Company counsel in $10 million roll-up acquisition of (five affiliated entities) companies in telecom services industry
  • Company counsel for a publicly-listed foreign refinery on a $55 million private equity raise
    Property manager’s counsel in negotiations for a master community infrastructure (joint venture) agreement with consolidator of data, voice, security and video services for residential component of a $350 million, 400-acre mixed-use sustainable development project
  • Company counsel for a publicly listed plastics manufacturer on a $130 million private equity raise
  • Company advisor to a Bombay Stock Exchange-listed hospitality company in a $12 million foreign private equity financing
  • Investor’s counsel for a $50 million real estate-focused private equity fund
  • Company counsel for a private social media company in connection with a $10.5 million financing with led by a large Asian institutional investor
  • Company counsel for a private technology company in connection with a $7.5 million financing led by the venture arm of one of the world’s largest media companies
  • Company counsel for a mobile application developer that was acquired by a Fortune 500 media and entertainment company

Globalization impacts the way businesses, both large and small, operate and develop. Expanding and operating globally requires a business to fully understand the challenges associated with doing business in foreign markets. We partner with clients to successfully navigate new global markets and achieve desired commercial results. By utilizing our knowledge of and experience in the ever-changing global marketplace, our firm helps local industry leaders become global industry leaders.

While some firms specialize in a specific niche of international law, we have the capacity to serve clients across a wide range of areas of international law including:

  • Creating international holding company structures
  • In-country entity structuring
  • Market entry strategy
  • Customer sourcing
  • Joint venture and strategic partner structuring
  • Mergers and acquisitions (M&A)
  • Financing and refinancing
  • International due diligence
  • Intellectual Property (IP) and Information Technology (IT) licensing
  • Commercial agreements
  • Permanent establishment analysis
  • Transfer pricing
  • Local jurisdiction tax rules and comprehensive income tax treaties

Proven Results
Our team has achieved numerous successes for our clients. A selection of these successes includes:

  • Company counsel in the structuring and negotiation in the acquisition of a series of worldwide pharmaceutical distribution rights from a large pharmaceutical company on behalf of a U.S.-based buyer with operations in the Asia, the United States and Europe
  • Company advisor to a U.S.-based multinational on certain aspects of a $200 million reorganization transaction
  • Company counsel responsible for designing intercompany transfer pricing programs (including preparation of contemporaneous documentation)
  • Company counsel in $10 million roll-up acquisition of (five affiliated entities) companies in telecom services industry
  • Company counsel for a publicly-listed foreign refinery on a $55 million private equity raise
  • Company counsel in connection with the pursuit and procurement of a Middle Eastern technology government contract equal to approximately $20 million per annum
  • Company “diligence” counsel in connection with a $100 million financing by a foreign investor with capital sources in four different jurisdictions
  • International deal counsel for large Southeast Asian conglomerate with interests in energy, textiles and manufacturing

Our firm effectively aids companies exploring business opportunities in both the U.S. and India. We love awards and recognition, but it is the experience and vision upon which these awards are based that makes us most proud.

Based on our firm’s experience advising clients on doing business in India, we have an intimate understanding of the Indian business and legal environments. Through such experience, our firm is able to effectively assist clients in mitigating risks and avoiding potential pitfalls associated with doing business in India.

While our firm is not licensed to practice law in India, we have developed long-standing and battle-tested partnerships with legal and business resources in India that function seamlessly as an extension of Bagchi Law, to best serve our clients’ interests. If you already have U.S. legal counsel, we will work with your current counsel to assist you with your Indian opportunity.

Our firm has advised clients of all stages and industries on various aspects of doing business in India including:

  • Market entry strategy
  • Creating international holding company structures in tax-favored jurisdictions in relation to India
  • Formation and registration of Indian entities and offices
  • Manufacturing, supply and commercial agreements with Indian vendors
  • International parent-company between U.S. companies and Indian subsidiaries (transfer pricing agreements)
  • Joint venture and collaboration agreements with Indian parties
  • Certain life sciences/licensing agreements with Indian parties
  • Venture capital and angel investment financing

Proven Results
Our team has achieved numerous successes for our clients in connection with cross-border opportunities in India. A selection of these successes includes:

  • Advised a publicly-listed Indian tractor company on U.S. joint venture strategy
  • Advised a NASDAQ-listed pipeline insulation company with respect to Indian Special Economic Zones
  • Advised a publicly-listed Indian plastics manufacturer on a $130 million private equity raise, among other transactions
  • Advised a publicly-listed Indian refinery on a $55 million private equity raise, among other transactions
  • Assisted a Bombay Stock Exchange-listed hospitality company in structuring a $12 million foreign private equity raise
  • Advised a North Carolina-based clinical research organization with an Indian subsidiary in connection with a joint venture with a California-based company
  • Advised a Mumbai (India)-based nutraceutical company in connection with a supply agreement with a publicly-listed U.S. vitamin retailer
  • Co-led negotiation and drafting for an Indian client of $150 million drug discovery and collaboration agreement with Merck—one of India’s largest ever drug discovery and collaboration agreements at the time
  • Co-led negotiation and drafting for an Indian client of $100 million research and collaboration agreement with large European pharmaceutical company
  • Co-led negotiation and drafting for an Indian client of $247 million collaboration with JNJ