Corporate and Securities
Since the days of the Hawaiian Monarchy, Goodsill attorneys have been leaders in charting the way for businesses in Hawaii. Historically focused on large Hawaii companies, our firm has evolved with the globalized market to serve domestic and foreign entities of all sizes with their business transactions, both in Hawaii and elsewhere. Using our resources, relationships and experience, we provide a full range of legal services to large and “small” or family-owned business clients alike.
Our practice group maintains the traditional name “Corporate and Securities;” however, our business law practice is diverse and includes the following types of work:
- Securities – representation of issuers of stock, bonds, notes and tax-exempt securities, in registration of public offerings and private placements; advice concerning compliance with periodic reporting, beneficial ownership and other disclosure requirements; preparation and review of press releases, proxy statements and annual reports.
- Mergers and Acquisitions – negotiation, structuring and consummation of stock and asset acquisitions, dispositions, mergers, reorganizations and dissolutions, tender offers, leveraged buy-outs and “going private” transactions.
- Corporate Governance – advice to officers, directors, board committees, shareholders and debt holders on matters of corporate governance including director and officer obligations and fiduciary duties, conflicts of interest, shareholder rights, voting and proxy matters, insider trading, codes of conduct, conduct of shareholder meetings and shareholder agreements.
- Formation – advice regarding choice of entity and preparation of documents for the formation and organization of corporations, general and limited partnerships, joint ventures, limited liability companies and limited liability partnerships and related agreements, including agreements among equity holders.
- Qualification To Do Business – advice and assistance regarding compliance with (or exemption from) requirements for qualification to do business in Hawaii including procurement of permits and licenses.
- Business Operations – negotiation and preparation of contracts; preparation of profit-sharing, pension and other employee benefit plans; advice concerning tax and antitrust implications of business decisions, compliance with trade regulations, environmental laws and requirements of Hawaii’s corporation and partnership laws, and executive employment benefit plans and contracts.
- Commercial and Consumer Law – advice concerning transactions governed by the Uniform Commercial Code and by federal and state laws regulating consumer transactions.
- Debtor/Creditor Relations – representation of secured and unsecured creditors in liquidation, reorganization and insolvency proceedings and in non-judicial work-outs.
- Emerging Growth Companies – advice and preparation of documents for entrepreneurs from start-up through financing and exit strategy; mentorship of officers and employees of business entities through periods of rapid growth and beyond.
- Regulatory Compliance – advice regarding compliance with local, state and federal regulations, including regulations related to taxes, labor and employment, environmental matters, international trade and immigration and unclaimed property compliance.
- Litigation and Arbitration – litigation, administrative proceedings and arbitrations involving several forms of businesses and all types of commercial and securities disputes.
- Investment Adviser Registration and Compliance – assistance in the formation of adviser entities, registration as an investment adviser with the SEC or state, review and preparation of compliance policies and procedures, and representation in regulatory matters.
We are constantly looking for new opportunities to add value to our clients’ businesses. In protecting our clients’ interests, we go beyond identifying legal problems and bring creative business-friendly solutions to the table.