Business Formation and Commercial Transactions

Garbia, MacGregor & Plocki, LLP advises established companies, new businesses, and entrepreneurs regarding matters of business formation and complex business transactions.

Our knowledgeable and experienced attorneys guide clients through the process of selecting an appropriate business structure by advising them regarding the benefits and potential difficulties associated with forming:

  • Corporations
  • Limited Liability Companies (LLCs)
  • Partnerships
  • Limited Partnerships
  • Non-Profit Corporations
  • Sole-Proprietorships
  • 501(c)(3) Charitable Organizations

In addition our attorneys can work closely with your company to minimize risk and maximize efficient business operations by helping you develop, review, and/or revise key documents and business practices, and facilitate business transactions, by:

  • Drafting and reviewing contracts and leases
  • Providing advice and counsel regarding the purchase, sale, or transfer of assets, including real property and inventory
  • Reviewing and developing effective employment policies
  • Advising and counseling businesses regarding litigations risks
  • Resolving employment and other business disputes through mediation, arbitration, and litigation
  • Dissolution and/or sale of existing businesses
Providing advice and counsel regarding complex corporate transactions and conducting due diligence

business formation and commercial transactions team

Cases

  • Negotiated and closed numerous sales and acquisitions of S-Corporations and LLCs including (i) drafting term sheets, (ii) conducting due diligence, drafting asset sale agreement, asset purchase agreement, stock purchase agreements, employment agreements, real property leases, security agreements, promissory notes, and (iii) preparing corporate resolutions and certificates. Worked closely with the Chief Executive Officer and Chief Financial Officer in negotiating and finalizing acquisitions.
  • Incorporated or formed over 100 closely held companies in the states of Virginia, Maryland, Washington D.C, Florida, Tennessee, Louisiana, Nevada, Pennsylvania, California, and Delaware (entities include: regular business corporations, limited liability companies, partnerships, and professional corporations). Transactions have included negotiating and drafting share transfer agreements, buy-sell agreements, voting agreements, investor rights agreements, real estate and equipment leases, non-compete, non-disclosure and confidentiality agreements and employee agreements.
  • Negotiated and closed $5,000,000 asset acquisition for a varierty of grocery stores and small businesses. Including drafting, promissory note, and post-closing adjustments. Drafted and prepared the asset purchase agreement, employment agreements, real property leases, security agreements, promissory notes and corporate resolutions concerning the acquisition of the distributor.