Corporate Law

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Corporate Law

The West Firm, PLLC serves as counsel and advisor to a variety of business entities, including new and established businesses as well as not-for-profit corporations, from formation, through daily operation and associated transactions, to dissolution.  The Firm provides its corporate clients with unique personal attention to analyze their individual needs and achieve their business objectives in an efficient matter.  In addition, the Firm is equipped to handle any dispute that may arise out of its clients’ business dealings.  No matter the size and nature of the business, or the type of legal issue the business is facing, the Firm provides effective assistance and representation to guide the business to a successful future.

The Firm is experienced in the following areas:

  • Corporate Formation

Assist clients with the selection and formation of business entities, including corporations, limited liability companies, and general and limited partnerships, as well as draft the associated organizational documents.

  • Corporate Governance & Compliance

Advise clients on all issues relative to daily operations, including business procedures, contractual matters and legislative and regulatory compliance, as well as draft operation maintenance and lease agreements, host agreements, licensing agreements, distributorship agreements and employment agreements.

  • Mergers & Acquisitions

Provide strategic planning initiatives, evaluate purchase and sale proposals, draft and negotiate letters of intent, purchase and sale agreements and related documents, conduct due diligence investigations and provide regulatory analysis and compliance.

  • Corporate Financing

Represent clients in commercial bank financing, government guaranteed loan programs, issuance of debt and equity securities, private equity transactions and project-based finance.

  • Corporate & Commercial Litigation

Represent clients in various types of litigation including shareholder dissolution proceedings, contracts, shareholder disputes, negligence and liability claims.

Contact us to discuss your Corporate Law matter

Representative Matters

  • Advised a solid waste management company regarding contract negotiations concerning semi-privatization of several major regional landfills and negotiated key agreements for the operations of those facilities, including operations, maintenance and lease agreements and related host agreements with local municipalities, as well as drafted and interpreted easements from adjoining landowners to address regulatory compliance issues, such as noise easements.
  • Negotiated consolidation of not-for-profit education corporations, including successful resolution of a major financial dispute over property of historical significance.
  • Assisted a client on the formation of an energy service company (ESCO) that will participate in New York’s wholesale energy markets for an emerging renewable energy company.
  • Successfully represented a client in the New York State Court of Appeals on a novel Martin Act issue involving the definition of securities under the Martin Act.
  • Represented an energy company relative to a $1.05 billion credit facility.
  • Assisted in the restructuring and sale of several hydroelectric projects, including the negotiation of asset purchase and sale agreements and other closing documents, and the re-negotiation of energy sales agreements, underlying ground leases, payment in lieu of tax agreements and related financing documents.
  • Represented a multi-state company in a complex financial restructuring resulting in a $200 million credit facility for the development of its assets.
  • Assisted clients with the acquisition of significant acreage for the development of energy resources.
  • Successfully represented a major manufacturing client in a criminal investigation, leading to a decision by the New York State Attorney General not to pursue charges against that client.
  • Represented a solid waste management company with respect to $500 million credit facility to refinance its landfill facilities and transfer stations.
  • Assisted not-for-profit corporations with formation, governance and compliance issues, the sale and purchase of assets, including all or substantially all of the corporation’s assets, understanding the responsibilities of its trustees, collection management issues and related regulations, tax exemptions, insurance and dissolution.
  • Represented the purchaser of a boat dealership in the acquisitions of assets and the structuring of the transaction to realize maximum tax and estate planning benefits.
  • Assisted in the due diligence review of a merger of two large wireless telecommunications providers.
  • Negotiated agreements with municipalities for the purchase and/or control of municipal assets.
  • Acted as underwriter’s and borrower’s counsel in several New York bond transactions, including bonds issued by the Dormitory Authority for the State of New York.
  • Represented interest of real estate developer and related homeowners association in Federal Energy Regulatory Commission proceedings for adjoining hydroelectric project.
  • Assisted an oil and gas operators in the review of their forms for leasing, curative matters and other well development activities.
  • Negotiated numerous oil and gas leases and oil and gas lease amendments on behalf of an oil and gas operator with landowner coalitions controlling significant acreage in New York’s Southern Tier region.