US & Israel Domestic and Foreign assistance in forming and structuring domestic and multinational business operations with emphasis on functionality, efficiency and tax advantageous treatment.
The Firm provides the full array of legal services required by a functioning business, including those arising on a day to day basis as well as those arising from unique circumstances and transactions
. Evaluation and advice with respect to business, legal and tax considerations in structuring mergers and acquisitions, including negotiation of letters of intent, assistance with due diligence and drafting of merger and acquisition documents.
. The preparation of all forms of agreements between business entity owners including shareholder agreements, LLC operating agreements and partnership agreements.
. Negotiation and implementation of joint ventures, with full analysis of business, legal and tax considerations
Representation of both the provider and recipient of financing, including negotiation and documentation of loans, venture capital and private placements. The Firm represents business borrowers in their negotiation of loans and lines of credit with banking institutions and represents both lenders and borrowers with respect to private loans.
Representation of employers, employees and consultants, including negotiation and drafting of mid and high level management employment and consulting agreements; advising on employee rights; negotiation and preparation of confidentiality; and advice with respect to and preparation of documents implementing deferred and incentive compensation planning, including stock options. The Firm also assists its business clients in the preparation of employment manuals.
Assisting with reviewing and filing tradenames, trademarks, servicemarks and d/b/a's.
Preparation and drafting of all kinds of agreements, including, in addition to the types listed above, distribution agreements; agency agreements; supply agreements, sale agreements and all other business related agreements.
Wherever possible, the Firm seeks to avoid the expense and inconvenience associated with litigation and explores the pre-litigation alternatives that may achieve the client's goals. These include pre-litigation settlement discussions, various activities and steps intended to demonstrate to one's adversary the weakness of the adversary's position and the client's resolve to move forward with litigation absent a resolution of the dispute, and mediation.
Structuring of all forms of U.S. and Israeli business operations to achieve the most beneficial income tax treatment.
Structuring of mergers, acquisitions, sale and purchase of businesses and joint ventures to minimize income taxes imposed on transfer of assets and interests.
. U.S. income and transfer (estate and gift) tax planning for foreign persons who operate businesses within the U.S., transfer assets into or acquire property in the U.S. or who are becoming U.S. residents or citizens. Tax planning for U.S. persons operating businesses outside of the U.S., transferring assets out of the U.S. or who are terminating their status as U.S. residents or citizens.
Structuring multi-national businesses to achieve maximum tax efficiency, with emphasis on functionality, efficiency and practical considerations. Advantage is taken of the benefits available under international tax treaties and, where applicable, use of companies located in low tax jurisdictions.
Representation of clients before federal, state and local tax authorities with respect to audit issues. Conduct of negotiations with tax authorities to reach settlement of audit issues where possible.
Representation of clients with respect to all aspects of estate and gift tax planning including use of the credit shelter trusts, life insurance trusts, annual gift tax exemption, qualified personal resident trusts, and qualified domestic trusts for non-citizens.
Negotiation and drafting of purchase/sale agreements pertaining to commercial, retail and residential properties as well as undeveloped land; preparation of all related transfer documents; review of title work and resolution of title problems; and negotiation and preparation of documents pertaining to mortgages and financing of purchases.
Representation of landlords, tenants and subtenants with respect to the negotiation and drafting of commercial, retail and residential short and long term leases as well as enforcement of leasing provision.
Representation of banks, mortgage companies, private lenders and borrowers with respect to loans secured by real estate. Work performed includes negotiation and drafting of all requisite documents, including mortgages, loan agreements, and security agreements.
Representation of both real estate management companies and property owners with respect to management agreements, management duties and disputes between management companies and property owners.
Representation of real estate brokerage firms and property owners in the negotiation of brokerage agreements and representation of parties in brokerage disputes
Assisting customers in planning and creating the best investment vehicle, including LLCs, LPs and other structures, tailored to meet the customer's needs and particular mode of operation. This service includes planning the structure, as well as executing the plan (inclusive of corporate governance and agreements necessary).
The Firm provides the full range of services associated with the administration of estates in New York and in Israel. This includes assisting US clients with Israeli probates, Israeli customers with NY probates and full domestic assistance of both Israel and NY proceedings.
Preparation of simple and complex wills for US citizens as well as Israeli residents.
. Preparation of NY and Israel living wills and medical proxies to address catastrophic health situations.
Preparation of Israeli durable power of attorney for Israeli residents.
Structuring testamentary and intervivos trusts to address special needs situations, wealth transfer to minors, and protection of assets from creditors and potential future claimants (second spouses, marital claims against divorcing children).
Wealth planning for individuals, including use of transfer tax planning techniques.