What is Corporate Law?
Corporate law encompasses a wide array of laws, rules, and regulations that govern the formation and operations of corporations and other business entities. A corporation is a legal entity, separate and apart from its members or shareholders, which provides many advantages and safeguards, but numerous administrative and legal compliance as well.
Businesses can generally be formed in one of four ways:
Limited Liability Companies
Choosing the type of company to form can be complicated, as there are numerous considerations such as tax consequences, capitalization needs, and limitation of liability.
Once a business type is chosen, it must comply with certain formalities, such as registration with the state, drafting of Articles of Incorporation and other government documents, and maintaining adequate books and records and holding annual meetings.
Intellectual property considerations are often an important aspect in the formation, growth, and exit phases of a company's lifecycle. Intellectual properties rights, such as patents, trademarks, copyrights and trade secrets often account for a substantial portion of the value of a company, and must be adequately accounted for from formation to exit.
NOLI IP SOLUTIONS can help choose the right business entity to form based on the clients' needs, intentions, and goals. As primarily an intellectual property law firm, our corporate law practice focuses on the formation issues involving intellectual property rights. Law firms that do not have intellectual property knowledge and experience may fail to properly account for and protect intellectual property interests. NOLI IP SOLUTIONS has the expertise to ensure intellectual property is not an afterthought to corporate formation.
Numerous intellectual property issues can arise during mergers and acquisitions (M&As) that highlight the need to have an IP professional involved throughout the process. Issues include assessing valuation and determining ownership of IP assets, verifying scope and use of IP licenses, and determining compliance with IP requirements. If you are on the buy-side, we have the knowledge and experience to know what to look for. If you are on the sell-side, or preferably before you intend on selling, we can assist with writing and reviewing license agreements, developing and protecting IP rights, and building the value of the company through proper use of intellectual property.
Intellectual property issues often arise in the context of employee and independent contractor agreements. Many clients believe that they can handle these matters on their own, or they engage a corporate or employment law-only attorney review it, only to find that they missed some of the nuances of intellectual property law. The consequences can be drastic. An independent contractor agreement could inadvertently vest ownership in the contractor, and not the company paying for the work. An employee can be free to exploit their previous company's trade secrets when they leave for a competitor or go out on their own. Whatever the case, if you are a company that derives any source of your business from your intellectual property, you need an intellectual property attorney to protect your rights.