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Corporate Law

Corporate Counsel for Established and Growing Companies

Since 1977, Snow Becker Kraus P.C. (SBK) has helped established national and multinational corporations competing in the global marketplace as well as companies that seek to grow from initial startup to achieve their business goals.

Our firm provides outside general counsel services to address the operational needs of publicly traded corporations, mid-sized companies and small businesses. Our clients understand the value of continuity of representation with respect to the important organizational, financial and tax issues that arise as their businesses grow.

General Corporate

Our general corporate practice spans a wide range of industries, including manufacturing, packaging, technology, oil and gas, healthcare/medical devices, gaming, entertainment, and others. We are regularly engaged to assist clients in forming and structuring various entities, including corporations, limited liability companies and partnerships, and preparing related documentation.

Business Transactions

The business law team at SBK understands that foresight and attention to detail are vital in order for our clients to succeed in a wide range of business and commercial transactions, such as:

  • Joint ventures
  • Stock purchases
  • Reorganizations
  • Debt financing agreements
  • Secured and unsecured loan transactions
  • Licensing agreements
  • Distribution agreements
  • Industrial development bond financing
  • Hedge fund and private equity fund formation
  • Oil and gas transactions

Corporate Governance

Our Corporate and Securities practice regularly advises corporate management, boards of directors and board committees on a wide variety of corporate governance matters, including:

  • Corporate responsibility
  • Financial disclosure
  • Legal compliance
  • Fiduciary duties
  • Executive compensation
  • Board oversight responsibilities
  • Sarbanes-Oxley Act issues and compliance

Our advice relates to the procedural aspects as well as the legal consequences of corporate and securities transactions and other corporate actions, including takeover defenses, proxy contests, SEC filing and disclosure issues, stock option issues and general corporate law matters. Further, our heavy concentration of publicly traded clients requires an intimate knowledge of Delaware corporation law. Depending on the client, such work may also involve counsel regarding a wide range of business actions and responses – mixing legal issues with sound, practical business advice. We regularly provide advice concerning best practices and trends in such matters as directors’ and officers’ responsibilities, board and committee practices, disclosure controls and procedures, internal controls, executive compensation and other matters. We are familiar with all aspects of listing requirements on the NYSE and NASDAQ, including matters relating to director independence, audit committees, shareholder approval and other governance matters.

Mergers & Acquisitions

Our Corporate and Securities group is engaged in the full spectrum of M&A, representing both public and private entities with a principal focus in the small to mid-cap market sphere. Our clients include large and small companies, and other financial sponsors, boards of directors, special committees, financial advisors and other participants in corporate transactions. We have extensive experience in all phases of the transactional process, from the structuring of the deal and negotiation of the operative documentation through the required SEC filings and disclosure.

Executive Compensation

SBK advises a broad range of clients, from large, publicly-traded corporations to privately-held startup ventures and individual executives and directors. We counsel our clients with respect to all aspects of compensation arrangements, including disclosure, equity-based incentive and bonus plan design, employment and severance agreements and deferred compensation. We have substantial experience in dealing with compliance with regulations promulgated by the Securities and Exchange Commission and self-regulatory organizations (i.e., the New York Stock Exchange and FINRA) governing matters such as executive compensation disclosure, shareholder approval requirements, transactions in company stock by officers and directors and short-swing profit liability. We also advise on executive compensation matters arising in connection with merger and acquisition transactions, such as the treatment in these transactions of stock options and other equity-based awards, the implementation of change-in-control agreements and the payment of benefits under these agreements, and retention plans and bonuses.

Bankruptcy

We can provide comprehensive advice concerning bankruptcy matters, including representing Debtors, Creditors, Creditors Committees, and Trustees.

Not-for-Profit

Our lawyers also represent major religious corporations, charitable businesses and educational foundations. We provide outside general counsel and the same full range of services for not-for-profit, religious and charitable entities as we do for businesses.

Our goal is to build and maintain a long term and mutually beneficial relationship with our clients. We believe this is best accomplished by investing significant time and personal attention in helping our clients grow and prosper.

Attorneys

Jack Becker

Eric Honick

David Fishkin

Ralph Smith

Alisa Greenstein

Matthew Hindin

Of Counsel

Charles Snow

Howard Karasik