DarrowEverett’s Corporate & Business Transactions attorneys work together to provide our clients with extensive guidance in many services. Included are entity formation, maintenance and structuring activities, corporate governance, business and commercial contracts, limited liability company, shareholder, partnership, business and real estate investment trust operating agreements, mergers and acquisitions, management and leveraged buyouts, dispositions, dissolutions, and liquidations, e-commerce and licensing matters, stock option plans, grants, and more.

The DE team has extensive experience advising public and privately held companies in diverse backgrounds, including solar, cleantech, e-commerce, real estate development, private equity, construction, and healthcare. By providing thoughtful and tactical counsel, DarrowEverett’s corporate team is highly regarded for its skilled and detailed guidance, whether it be in establishing, running, or expanding a business.

Our Corporate lawyers provide extensive insight regarding a wide array of issues, including but not limited to:

  • Mergers and Acquisitions
  • Intellectual Property
  • Tax
  • Private Equity and Venture Capital
  • Joint Venture and Strategic Partnerships
  • Restructuring
  • FTC Act and State UDP Compliance
  • TCPA, TSR, and State Telemarketing Law Compliance
  • State & Local Home Improvement and Contractor Compliance
  • Cryptocurrency Issues
  • Private Placement Memorandum

Recent Transactions

Corporate & Business Transactions

Represented an owner/investor in a complex multistate business separation of a real estate company and its subsidiaries which involved financing through multiple lenders, transfers of real estate, as well as all interests in the old and new real estate entities. We not only provided the above-mentioned representation, but also negotiated the agreement that governed the transactions, drafted the documents to facilitate the transfers and changes to corporate governance, performed due diligence and cured title and corporate defects found during the process, coordinated financing and loan modifications work with multiple lenders, and reorganized and streamlined our client’s portfolio and holdings.
 

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Practice Leaders

Chad J. Gottlieb - Chief Growth Officer, Partner

Overview

Chad J. Gottlieb is the Chair of our Corporate & Business Transactions Practice Group. He focuses primarily on M&A (buy-side and sell-side), private equity, securities law, corporate law, intellectual property (trademark branding, clearance, and prosecution), and marketing and telemarketing compliance (including with respect to federal and state consumer protection laws). Chad also has experience in internal investigations, audits and responses involving government or administrative agency inquiries, investigations or formal legal requests relating to the Telephone...

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Tel: (305) 686-5159

Zachary G. Darrow - Chairman

Overview

Zachary G. Darrow serves as Chairman of DarrowEverett LLP and leads its Private Equity, Capital Markets & Securities Practice Group. Zach has forged a reputation over the last two decades as a top dealmaker in sophisticated transactional matters. He has a genuine passion for working through intricate issues and developing winning strategies for the firm’s clients. Leveraging his extensive network of contacts, deep understanding of the intricacies of the law, and negotiating acumen, Zach helps...

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Tel: (305) 686-5159

Contact our Corporate & Business Transactions Group.

Please contact us to let us know how DarrowEverett can serve you.

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DE Insights

Our team wants you to stay informed about legal and regulatory developments that impact your business.

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Client Insight

How New Delaware Amendments Impact Stockholder, Merger Agreements

Over the summer, Delaware enacted a number of amendments to the General Corporation Law of the State of Delaware (the “DGCL”). The amendments were largely crafted in response to several recent decisions by the Delaware Chancery Court (the “Court”) that the transactional bar had concerns over. Stockholder Agreements The Moelis Decision In February 2024, the…

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Client Insight

UCC Article 2: Because Even Your Toaster Deserves a Fair Contract

The Uniform Commercial Code (“UCC”) is a comprehensive set of laws governing commercial transactions. It was designed and drafted with the aim of standardizing, harmonizing, and simplifying the laws around commercial transactions across the country. It governs various aspects of commercial transactions, providing a consistent set of rules to promote fairness, predictability, and efficiency. While…

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Client Insight

The Power of Preferred Stock: A Primer for VC, PE, and Founders

Preferred stock is a key financing instrument in the world of private equity (PE) and venture capital (VC), frequently used to balance the interests of investors and founders. Issued by corporations, preferred stock confers specific rights and privileges — often outlined in the company’s certificate of incorporation — making it distinct from common stock. These…

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