Reid & Wise's corporate attorneys possess abundant experience and know-how not only to analyze legal issues and prepare legal documentation, but also to provide appropriate solutions to satisfy our clients' needs and provide strategic counsel suitable to existing issues. Our experienced attorneys counsel clients on the various forms of business entities – corporations, LLCs, partnerships, etc. – and provide a comprehensive picture of the business, tax, liability, and control issues that may arise with each type. We are especially adept at advising small and medium-sized businesses and start-ups on legal issues surrounding the formation and operation of their companies.
Our experienced corporate attorneys are generalists who deal with a number of different practice areas. We work closely with our clients to address equity, investment, management, operation, and control issues. Our clients also frequently call on us to help them deal with general corporate transactions and agreements such as sales and purchase terms and conditions, supplier and distribution agreements, licensing agreements, consulting agreements, stock option plans and agreements, etc. With our other practice areas to back us up (e.g., IP, employment, litigation, regulatory), we can offer our clients a one-stop solution to all of their business needs.
Our team of overseas corporate lawyers advises individuals and companies on the formation, transformation, dissolution, and liquidation of various types of businesses and partnerships. We provide consulting services to corporate clients to handle a variety of legal and business matters related to their business structure, governance, and internal operations. Our relationships with corporate customers include working with our clients to review their existing business in a cost-effective manner, helping them proactively identify problems and provide affordable solutions. In addition, we also provide advice to clients on the establishment of overseas subsidiaries and representative offices. As a corporate legal advisor, we regularly advise Chinese clients after the transaction to help Chinese clients manage their US subsidiaries and affiliates through existing governance mechanisms or implementing the necessary governance mechanisms. With years of experience in serving Chinese clients, we are familiar with the issues and practices of Chinese shareholders and can effectively provide guidance to corporate shareholders who are not familiar with US governance practices.
We provide advice and advice on a variety of general corporate and compliance matters for public and private companies, including:
Our attorneys have extensive experience helping clients deal with complex commercial contracts in their day-to-day operations. Compared to peer law firms, we have a unique approach to managing complex cross-border business transactions. We help our customers sign contracts with suppliers, customers, licensors, distributors, and other strategic partners every day. We regularly advise our clients on sales, agency and distribution, e-commerce, joint ventures and partnerships, manufacturing, logistics, and licensing agreements. We use our industry experience to handle commercial contracts with the aim of providing practical solutions to protect our clients' legitimate rights and interests in each operating jurisdiction, comply with the law, and ensure that they do not create unnecessary obstacles to operations.
Reid & Wise’s M&A lawyers provide clients with a wide range of consulting services in mergers, investments, acquisitions, restructurings, joint ventures and strategic alliance transactions. We advise the acquirer, target company, investment banker and equity investors on the acquisition, sale and merger of public and private business entities. We have many years of experience in due diligence, integration and negotiation of M&A transactions. We handle all stages of the transaction, including responding to takeover offers, investment integration, transaction financing, advice to the board and shareholders, and preparation of applicable federal and state regulatory filings.
Our attorneys have dealt with transactions of all sizes and complexity, from small to medium-sized market transactions to multi-billion dollar cross-border transactions across industries. Our diverse customer base ranges from start-ups and growth companies to multinational companies. Our unique strength represents entrepreneurs, businesses, private equity, venture capital and strategic investors who are actively involved in US-China cross-border M&A transactions. Our attorneys also have extensive experience in the technology field, which gives us deep industry insights in the areas of software, internet, e-commerce, blockchain, healthcare and life sciences.
Headquartered in New York City, with offices in Shanghai, Reid & Wise has a leading international capital markets practice, handling offerings and issues for companies in the US and China. Our clients include Issuers and Underwriters of Securities, Publicly Held Companies, Private Equity Funds, Venture Capital Funds, Institutional Investors, and Stock Transfer Agents. In the face of the ongoing fluctuations in financial markets, we offer broad resources and reach to help plan and execute viable, innovative capital structures to Chinese corporate clients seeking to set foot in the U.S. capital markets.
Practice Highlights:
Initial Public Offerings (IPO)
We have helped qualified Chinese corporate clients go public in the U.S. capital markets through initial public offerings. With a group of talented professionals with legal backgrounds in both U.S. and Chinese securities law and extensive experience in U.S. and Chinese capital markets, our practices include:
With a deep understanding of the Chinese culture and our language advantage, we provide value-added services to our Chinese clients to better address their capital-market needs.
Alternative Public Offering (APO) and Private Investment of Public Equity (PIPE)
For some medium-sized Chinese companies, we offer an APO solution that combines a reverse merger with a simultaneous private investment of public equity (PIPE), allowing Chinese companies an alternative to an initial public offering (IPO) as a means of going public while raising capital. In an APO, the transaction allows a company’s stock to be publicly traded following a merger or similar transaction with a publicly held shell company, as a listing vehicle, whereby the equity owners of the private company typically take control of the former shell company.
APO has various benefits over a traditional IPO. These benefits include lower cost, time saving, and less dilution of ownership of the shareholders. We help Chinese companies to make significant transitions to land on U.S. capital markets through APO solution, which ultimately allows Chinese to jump from OTCBB to a senior exchange market.
Blue Sky Laws and SEC compliance
The US Government and individual States regulate the sale of securities with an aim to protect individuals from fraudulent or overly speculative investments. We advise on compliance with these SEC obligations and Blue Sky Laws, including Form F fillings, Annual Privacy Notices, Schedules 13D or 13G, Form 3, 4, and 5 fillings, and Short Sale Reporting.
Business operates under complicated and ever-changing tax rules. With a team of both tax attorneys and licensed Certified Public Accountants, the tax group of Reid & Wise offers our client strategic thinking, deep experience and comprehensive solutions, and helps business and individual clients with a full range of tax issues, from complex business transactions, international taxation, to individual tax planning and compliance.
Our Tax Law group offers federal, state, local and international tax advice to our clients on a broad spectrum of activities such as:
Tax planning for business acquisitions and breakups
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