Corporate Law

We advise domestic and international clients in all aspects of corporate and business matters, including entity  formation, structuring and management. Whether a sole proprietorship, corporation, partnership, or limited liability company is the best structure for a particular business in Florida or abroad, we evaluate the initial business concept, develop a game plan, and help you get off on the right foot.

Photo by    Andrea Cau

Photo by Andrea Cau

The business entity type that you choose will determine the type of income tax return you will be required to file.  We initially counsel clients in evaluating and determining the appropriate business entity structure (e.g., corporation, limited liability company, or partnership), in view of each client’s immigration status, medium to long-term goals, and relevant legal and tax implications.

Once your company  is formed, we assist you with the administration and management and provide you with guidance in order to avoid disputes or conflicts that may later trigger in litigation. If, however, such disputes or conflicts ever arise, we have full capacity to defend your  interests.

 

entity fORMAtIoN

What sometimes seems to be an easy process can turn into a significant one. We can assist you with your entity incorporation and other filings. We can prepare the documents for you, send them over for signature and then handle the filing.

Within our entity formation services we offer the following:

  • Formation of corporations and limited liability companies.

  • Drafting articles of Incorporation or organization, bylaws, and operating agreements.

  • Corporate resolutions, Certificates of Shares or Membership Units; minutes of meetings; and filing articles of amendment.

  • Corporate books and official seal.

  • Federal tax registration.

  • Subscription Agreements; partnership and shareholder agreements.

  • Purchase and Sell Agreements.

  • Drafting commercial documents, including: purchase orders, invoices, sales contracts, terms and conditions, licensing agreements, sales representative, distribution, supplier/customer, consignment agreements.

  • Non-Compete and Non-Disclosure agreements.

  • Drafting Employment/ Independent Contractor Agreements; Confidentiality agreements, Compensation and Professional Services agreements, and employee stock/option incentive plans.

  • Business succession plans; Management Agreements and Dissolution Plans.

 

Entity Administration Services 

At Ioberti Attorney at Law we support our clients’ business growth by providing advise in corporate governance matters, multinational entity best practices and regulatory compliance.

We also provide a comprehensive range of corporate secretarial and entity administration services and perform many of the functions related to the role of General Counsel, including legal representation of the company, including, but not limited to:

  • Manage and oversee activities of the Legal Departments of the U.S company subsidiaries in Latin America where corporate centers of operations are located.

  • Team up with local and foreign corporate lawyers.

  • Keep shareholder records.

  • Drafting Legal opinions and memorandums.

  • Mergers and Acqu isitions due diligence review .

  • Drafting and negotiating a wide variety of standard and non-standard agreements prior to a relevant proposed business transaction.

  • Work with boards of directors and committees to implement best practices, address sensitive corporate and transactional issues, and formulate effective compliance and governance policies.

  • Intellectual property, licensing and trademark needs of the Company Group

  • Notify and train the business on new laws and regulations with tools to help them be compliant therewith.