Corporate Organization

Our attorneys guide clients through the issues involved in forming a new business that intends to compete in the federal or state marketplace and grow government business. We assist in determining the appropriate business structure, developing corporate bylaws and articles of incorporation, registering the new business, protecting intellectual property and ensuring corporate compliance with all regulatory guidelines. The key to our success is partnering with the client to understand their business operations and goals.

Our attorneys guide clients through the issues involved in forming a new business that intends to compete in the federal or state marketplace and grow government business. We assist in determining the appropriate business structure, developing corporate bylaws and articles of incorporation, registering the new business, protecting intellectual property and ensuring corporate compliance with all regulatory guidelines. The key to our success is partnering with the client to understand the business and the client’s goals.

The acquisition, divestiture, or reorganization of a corporate entity performing government contracts requires an appreciation of government restrictions on assignments of contracts, cost recovery limitations, and industrial security requirements. Our lawyers have represented a number of U.S. and international companies, as well as financial institutions, in connection with these mergers and acquisitions, including the drafting of special terms and conditions, the conduct of due diligence reviews, novation agreements and interaction with the U. S. Small Business Administration concerning protecting a small business concern’s eligibility to retain designated contracts.

Our representative transactions include: 

• Creating corporate entities for wide range of small to mid-size government contractors. 
• Handling novation agreements for acquisition of small defense contractor by Fortune 500 government contractor. 
• Developed organizational conflict of interest plan for $500 million contract to manage government radio frequency spectra interests. 
• Represented company in creation of joint venture for construction and operation of a U.S. commercial spaceport 
• Developed alternatives to acquisition structure where proposal would result in affiliation between entities that would cause business concerns to be other than small and ineligible for future small business set aside awards. 
• Prepared agreement terms and subcontracts that permitted buyer to perform seller’s contracts while novation was pending.