Halloran & Sage attorneys provide planning and advice on contract negotiation and interpretation, business organization and governance, officer and director fiduciary duties and executive compensation, capital formation and financing of business ventures. We regularly represent clients in business transactions such as mergers and acquisitions, joint ventures, intellectual property, licensing, franchise and distribution, strategic alliances and other partnering arrangements, as well as debt and equity financing. We strategically coordinate corporate governance issues through organizational documents, bylaws, operating and management agreements. We represent businesses in internal investigations and litigation stemming from allegations of corporate and individual director and officer malfeasance, and we regularly consult with clients on issues of risk management.
Rep Matters
Young Health Care-Focused Business Grows With H & S Assistance
Halloran & Sage represented a Connecticut start-up doing business in the health care arena as it became positioned for and later obtained private equity financing. Partners Bob Cox and Arnold Menchel, along with associate Casey O’Connell helped the business to draft an operating agreement that ensured that the company’s founders were each assigned the appropriate amounts of equity, and then helped the company to bring in its first outside investor. H & S helped to properly document the transaction and the equity grant to the investor to ensure compliance with appropriate regulations and to provide for appropriate mechanisms to determine various control and exit issues. The transactions left the company well positioned for continued growth in the health care field.
Business Entity Restructured after Dissolution and Merger
Halloran & Sage represented a Connecticut manufacturing company in a significant restructuring of its business entities in the immediate aftermath of an asset sale. The restructuring, included the creation of a new limited liability company, the merger of a corporation with and into an LLC, and the dissolution of an existing LLC. Each step of the transaction, led by business law partner Robert Cox and attorney Casey O'Connell involved precise timing to allow the principals of the companies to successfully navigate complex taxation issues by effectuating the restructuring during the small window of time between the execution of the asset sale and the end of the calendar year.
