Practice Areas & Industries: Duane Morris LLP

 





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Practice/Industry Group Overview

Duane Morris provides practical and creative legal counsel, while assisting clients in complying with regulatory, statutory and other legal mandates. Our corporate lawyers share our clients' entrepreneurial passion and deliver responsive representation that is important for successful business organizations.

We advise clients in forming business entities and assist them in defining the rights and relationships of owners and stockholders. For companies in other stages of the business life cycle, our group develops and implements exit strategies and handles succession planning matters (particularly for closely held or privately held entities).

We are experienced in negotiating, drafting and reviewing agreements of all types, including employment, distribution, manufacturing, licensing, outsourcing and other agreements. Our lawyers regularly advise on technology licensing, transfer and collaboration arrangements for information, life sciences and other technologies. For many clients, we provide guidance for compliance with international trade, import-export controls, customs and other regulatory requirements.

Strategic Business Planning

Whatever your business goals may be, we have experienced attorneys ready to help you achieve them through strategic planning. Long-term business planning built on market research, cash management strategies and inventory cost analysis all fall within the ambit of strategic business planning. Our attorneys offer both private and public companies individualized, targeted solutions to complex business issues, from problem identification to strategy formulation and implementation to outcome review and assessment.

Joint Ventures and Strategic Alliances

As joint ventures and strategic alliances grow more prevalent, our corporate attorneys become increasingly involved in counseling both private and public companies on these means of expanding into new markets, funding research, and developing and marketing new or existing products, among other goals. Sharing the risks and costs allows businesses to better pursue opportunities and increase their chances for financial success. Our corporate attorneys can help by providing pragmatic, innovative advice on the formation, financing, operation, restructuring and governance of strategic alliances and joint ventures. We are also adept at shaping the dissolution of joint ventures for our clients, formulating exit strategies that address issues such as ownership and licensing of intellectual property, division of territories and customers, and noncompete agreements. Our reach is global as well as cross-border and national.

Corporate Governance

Visit Our Financial Services Reform Information CenterConcerns about corporate governance are front and center in the minds of board members, executives, shareholders and investors. Our corporate attorneys assist both public and private businesses to formulate and implement practices and procedures to help ensure that governance crises do not develop. They are also experienced in advising clients when crises must be managed.

We advise corporations and their officers and directors about governance issues, regulatory compliance and similar matters, including current applications and interpretations of the Sarbanes-Oxley Act. Our clients receive advice on matters of fiduciary responsibility of directors and officers, disclosure issues, financial reporting, management succession and compensation, board composition and structure, conflict of interest and change of control matters, including proxy contests and takeover bids, stockholder rights plans and other poison pills, and receive advice regarding NYSE and NASDAQ corporate governance requirements.

Our attorneys provide corporate governance advice to privately owned firms and nonprofit organizations as well as publicly held businesses. Many private companies have decided to adopt the stringent standards of corporate governance and internal controls and procedures that public businesses now follow. In addition to advising U.S. clients, our corporate attorneys advise clients based in the United Kingdom, including affiliates of U.S. clients, on corporate governance matters in the United Kingdom. We also advise clients based in the United Kingdom and elsewhere outside the U.S. on corporate governance matters affecting their U.S. affiliates and operations.

Mergers and Acquisitions

Duane Morris represents clients in both U.S.-based and transnational acquisitions and divestitures of both publicly held and privately held companies. Our corporate attorneys are experienced in developing and implementing creative strategies designed to maximize value and position our clients as advantageously as possible in mergers and acquisitions. Our counsel is aimed at structuring the negotiations and transactions within these events to help best meet our clients' immediate needs and long-term business goals.

Private Equity/Venture Capital

Duane Morris corporate attorneys understand the advantages and potential pitfalls for both investors and investment seekers in the private equities and venture capital markets. Our attorneys assist private equity funds, investment banks, financial institutions and individual investors with structuring and consummating private debt or equity investments. We also assist private equity fund clients and management boards initiate, structure and complete leveraged buyout offers to take companies private.

Our attorneys serve as counsel to numerous venture capital funds, especially in the biotechnology industry, and have considerable experience in structuring venture capital and other equity and mezzanine investments in early-stage companies. For entrepreneurs, early-stage companies and developing mid-size companies, we provide a wealth of guidance and counsel to help them find the right investors to partner with to grow the business.

Securities Law

Duane Morris' Securities Practice Group represents issuers, underwriters, selling shareholders, venture capital firms and others in all types of public and private transactions involving the offering and sale of securities. Our attorneys also counsel corporations and their officers and directors in matters of public disclosure and other aspects of ongoing compliance with the federal and state securities laws and the rules and regulations of NASDAQ and the New York and American Stock Exchanges.

Corporate Compliance

Duane Morris advises corporations, partnerships and sole proprietorships on developing and implementing internal programs to educate officers, owners and employees in all aspects of compliance. We also counsel clients on conducting internal investigations and defend companies in government investigations, criminal prosecutions and civil enforcement actions.


 

Services Available

 
Group Presentations
  Duane Morris Partner Matthew Jones to Speak at the 20th Annual Health Law Institute, March 13, 2014
Duane Morris Partner Mark Fischer to Moderate the "NE Chapter: The Rise of Fair Use? A Look at the State of the Fair Use Defense" Panel, February 27, 2014
Duane Morris Partner Sheila Slocum Hollis to Speak at E-World Energy and Water Congress, Essen, Germany , February 11, 2014
Duane Morris Special Counsel Kenneth Shropshire to Discuss "The Great Sports Spectacle: Marketing the Super Bowl", Atlanta, GA , February 7, 2014
Duane Morris Partner Nanette Heide to Speak at ACG NY Women of Leadership Summit, New York, NY , January 23, 2014
 
Past Seminar Materials
  Duane Morris Partners Robert Fineman and Laurie van Löben Sels to Speak at Community Investment Series Seminar, San Mateo, California Jan 28, 2014, January 28, 2014
 
 
Articles Authored by Lawyers at this office:

Florida Legislature Unanimously Approves New Limited Liability Company Act
, February 06, 2014
The Florida Legislature unanimously passed the new Florida Revised Limited Liability Company Act (the "New Act"), and Governor Rick Scott signed the bill into law on June 14, 2013. The New Act is codified as new Chapter 605 of the Florida Statutes and became effective on January 1, 2014....

UK Finance Bill: Key Points from the Autumn Statement
, December 06, 2013
UK Chancellor of the Exchequer George Osborne gave his Autumn Statement speech to the House of Commons on 5th December 2013, which was followed by some limited press releases and draft legislation. This Alert provides an overview of some of the key announcements.

Guide to Publicly Offered Private Placements Under New Rule 506©
, September 30, 2013
A company that needs capital to expand its business or fund its operations often chooses to sell stock or other securities to investors in order to meet its funding requirements. All offerings of stock or other securities are regulated by federal and state securities laws, which generally require...

Public Benefit Corporations Open for Business in Delaware
, August 08, 2013
Delaware is the 20th state to adopt a corporate business form for enterprises that wish to combine "for profit" pursuits and "public benefits." On August 1, 2013, Delaware began permitting the organization of for-profit corporations that are managed to produce public benefits....

First Circuit Holds Private Equity Fund Is a "Trade or Business" for Purposes of ERISA Withdrawal Liability
, July 30, 2013
In a decision with far-reaching consequences for the private equity industry, the U.S. Court of Appeals for the First Circuit has adopted an expansive view of what constitutes a "trade or business" for purposes of determining whether a private equity fund can be held jointly liable for...

The New EU "Bonus Cap" Rules
, July 26, 2013
On 27 June 2013, the legislative package known as the Capital Requirements Directive IV (CRD IV) was published in the Official Journal of the European Union, following the approval of its text by the European Parliament in April. CRD IV was supplemented by the Capital Requirements Regulation (CRR)...

Fifth Circuit to Dodd-Frank Whistleblowers: Call the SEC First
, July 24, 2013
The U.S. Court of Appeals for the Fifth Circuit's decision last week in Asadi v. G.E. Energy (USA) has been hailed as a win for employers because it requires whistleblowers who bring retaliation claims under the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank) to show that...