Business Law Department

Experience

Since 1925, the law firm of Sigman, Janssen, Stack, Sewall & Pitz has provided quality business law advice to Fox Valley area businesses. Our Business Department employs highly trained Attorneys and paralegals who are devoted to fulfilling clients’ business needs.

As business counselors, we make every effort to know and understand your business and to be prepared to handle issues of the broadest nature affecting that business. We know you are confronted daily with issues that can impact a variety of legal areas. As an integral part of your consulting team, we can offer innovative and cost-efficient advice with the support of our colleagues from the firm's many other practice teams. We are committed to providing the highest level of service to every client and every transaction.

Our Business experience allows us to provide unique insight into understanding how your unique business operates - your specific challenges and opportunities - and how our knowledge and experience might be employed to help it perform more profitably. By understanding our client’s business and understanding the legal issues we are able to present creative business and legal solutions for our clients. Our dedication to quality and team approach assists our clients to thrive in a competitive and dynamic economy.

Our business department is closely connected to our other legal departments, including tax, litigation, and real estate, in order to provide comprehensive and well-rounded advice and representation to our clients. Our commercial Attorneys also have pertinent experience in creditors' rights and bankruptcy matters and work with clients to structure each commercial transaction to minimize risks and taxes and to maximize the client's rights and remedies.

We would be delighted to help you with your legal questions. Please contact our office, toll free, at 800-333-5201, 24 hours a day, or send us an email to schedule a consultation with one of our Attorneys.

Practice Areas

General Corporate Law
We are experienced in serving our clients with the full array of corporate legal needs, from general business planning to highly-specialized matters. Our General Corporate services include:

• Incorporation
• Shareholder and Director Resolutions
• Shareholder/Partnership Agreements
• Shareholder/Partnership Dispute Resolution
• Planning and Conducting Shareholder/Partnership Meetings
• Minority Shareholder Representation
• Indemnification Agreements
• Planning and Conducting Board Meetings
• Bylaws/Minutes/Proxies
• Analysis of Financing Obligations
• Stock Splits and Dividends
• Employment Agreements
• Nondisclosure/Noncompetition Agreements
• Management and Consulting Agreements
• State and Federal Government Regulation
• Reincorporations
• Liquidations and Dissolutions

Selection of Business Entity and Small Business Formation
Business formation is the creation of business entities such as partnerships, limited partnerships, joint venture, limited liability companies and corporations to achieve a specific business purpose and minimize tax and owner liability exposure. Several forms of business institutions are created under the authority of Wisconsin law and must follow prescribed forms and structures. We provide practical advice on corporate governance concerns, director and officer responsibilities, developing a business plan and strategic planning. As business grows, frequently the business structure may need revision or refinement to enable it to accomplish specific business objectives. We assist our clients in choosing a business entity specifically tailored towards the client's needs, and organizing and structuring it for long-term success. Our clients also rely on us to provide counsel on a diverse range of financing options.

Family Business Succession Planning
In concert with Attorneys from our Estate and Financial Planning, and Tax Departments, our Business Department provides comprehensive counseling regarding our clients' succession planning needs. The nature of many closely held businesses creates the need for attorneys who understand the unique challenges faced by the owners and who can help anticipate issues before they become legal problems. Through the drafting and execution of stock purchase agreements, implementing gifting programs, structuring business recapitalizations and instituting deferred compensation plans, we can often significantly reduce our clients' tax exposure while ensuring their financial and succession goals are addressed in the desired manner. Our Business Team provides general corporate, tax, estate planning, employee benefits planning, and other legal services to family and closely-held businesses and their owners. We are adept at developing a uniquely-tailored business succession plan in the event of death or retirement of the founder or current family owners/managers.

Business Agreements/Commercial Contracts
The Business Department focuses on analyzing, negotiating, and drafting a wide variety of commercial and corporate agreements. We balance careful legal analysis with business acumen and experience in representing clients with respect to a variety of business matters. Our experience includes securities, as well as a broad range of shareholder, partnership, and commercial agreements in many different contexts, including purchase and sale agreements, employment contracts, franchise agreements, leases, bankruptcy, research and development contracts, and franchise and distribution agreements.

Mergers and Acquisitions
Our Business Department has experience facilitating the structuring, financing and successful completion of the full range of acquisitions, divestitures, joint ventures, recapitalizations and other transactions undertaken by our business clients. In the course of such an engagement, the firm also is able to call on any needed expertise in disciplines such as tax, securities, creditors' rights, real estate, and litigation. Our mergers and acquisitions practice also includes counseling managements and Boards of Directors regarding fiduciary duty and other corporate law issues, and the defense of corporate transactions in litigation brought to challenge their legality.

Nonprofit and 501(c)(3) Formation and Issues
Our Business Department has the capability to represent private foundations and public charities on a range of tax and business issues peculiar to these entities, such as formation, entity structuring and governance, unrelated business taxable income, self-dealing, and excess business holdings situations. We work closely with our Tax and Estate and Financial Planning Departments to counsel clients on the formation, funding and other planning issues associated with private foundations and public charities. We help our clients devise a wide variety of strategies regarding formation, acquisition, disposition and financing transactions involving such entities, including maintaining their status as exempt from federal and state taxation, compensation structures, and state and municipal taxation minimization.

Business Reorganization/Bankruptcy
Our Business Department, working in tandem with our Financial Institutions Department, has the capacity to handle business bankruptcy and reorganization, restructurings, and workouts, including debtors, special board committees, official and unofficial creditors', and bondholders' committees, senior creditors, unsecured creditors, subordinated debt groups, acquirors, trustees and others. The cornerstone of our practice is a practical approach grounded in common business sense. We are committed to provide the highest quality and value of legal services possible to achieve our client's desired business solution.

Manufacturing Franchise, and Commercial Transactions
Our Business Department has experience in drafting and negotiating dealer and sales agreements, negotiating licensing agreements, and evaluating joint ventures with manufacturers and franchisors. Our expertise spans a wide range of industries. We also assist our clients in drafting purchase and sale documents, counseling clients with respect to pricing and distribution issues, developing warranty and product liability compliance programs, and advising clients regarding other commercial issues.

Securities
We represent businesses in a wide range of transactional, compliance, and regulatory matters. Our engagements include all aspects of corporate planning and restructuring, preparation of registration statements and prospectuses, assistance in negotiating underwriting and placement arrangements, and related transactional aspects of the offerings. We have the capacity to assist businesses and venture capital firms during the capital formation process, and develop ongoing counseling relationships with them. Our Business Department also has the capacity to address issues involving securities and other claims against corporate officers, directors, attorneys, and accountants. This aspect of our practice is complemented by our Commercial Litigation Department.

Pension, Profit-Sharing and Similar Retirement Plans
Our Business Law Department is dedicated to serving our clients and keeping them informed of the tax, labor and business aspects of compensating and providing welfare and retirement benefits to executives and other employees. We use the resources of our Tax, Corporate, Reorganization, and Finance Departments. These Attorneys work together to meet our clients' needs in the employee benefits area. Our Business Law Department provides our clients with the full range of employee benefits law services, including the design, administration and termination of qualified and nonqualified retirement plans, and health, welfare and fringe benefit plans.

Collection of Delinquent Notes and Accounts Receivable
Our Business Law Team is committed to providing cost effective legal services which are often necessary to collect past due accounts receivable. The firm's paralegals are trained to use an efficient collection system which helps ensure a high recovery ratio of the accounts forwarded to this office.

Business Law Team

Robert M. Sigman
Richard A. Stack, Jr.
Christopher H. Evenson
Brian P. Hodgkiss

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