Muscarello Law assists clients in all aspects of the formation and management of their business structures, including, counseling with respect to their choice of entity decisions, tax consequences, management and operation structure, potential growth, funding requirements, risk mitigation, and other considerations. We also provide services relating to the proper maintenance of the business entity, including counseling our clients with respect to changes that may occur within the structure of the business over the course of its life.

Experience includes drafting and negotiating:

  • Incorporation and formation of corporations, s-corporations, limited liability companies, series limited liability companies, limited liability partnerships, general partnerships, limited partnerships and other types of entities.

  • Preparation and maintenance of capitalization tables, including consideration given to owner’s rights, working equity, warrants, options, future fundraising expectations, and full dilution provisions.

  • Registration and licensing with governmental entities and regulations.

  • Pre-incorporation, Shareholder, Operating, Partnership, Voting Rights, Buy-Sell, Buyout and Resignation Agreements.

  • Preparation and maintenance of corporate book, by-laws, minutes of shareholder, director, manager, member and partnership meetings.

  • Officer, director, employees, independent contractor, consultant agreements, and equity incentive plans.

  • Counseling on fiduciary duties, conflicts of interest, business judgement rule and director independence.

Muscarello Law not only works with growing businesses, but also hand in hand with the owners, operators, executives and directors to develop wealth preservation, asset protection and estate plans to not only protect the business assets, but also their ownership of those assets, and to avoid any unnecessary or over taxation of those assets. Wise and prospective use of trusts, multiple levels of corporations or limited liability companies, operating and holding entities, multiple classes of equity, and family limited partnerships/limited liability companies can protect not only you, but future generations of your family.