Business Counseling and General Corporate

Carney Badley Spellman business counseling and general corporate attorneys in Seattle are committed to providing our clients practical, cost-effective, advice designed to add value to their businesses. We can assist you in developing strategies to minimize your risk and help you to align your corporate and business goals within your industry.

We offer our clients advice and counseling regarding daily operations. The areas of law that impact daily operations include corporate governance and compliance, commercial contracts, employment law, financing, and taxes. We act as general outside counsel and advise management, directors, and owners about the full range of legal and regulatory issues facing them in their industries. Our services include:

We work with clients to convert their business ideas into practical realities. Whether assisting our clients in selecting the right business entity to form, planning and structuring their business entity, creating a business plan to seek funding for a start-up venture, acquiring or merging with another entity, or restructuring parent and subsidiary ownership structures, we give practical business and legal advice for all phases of a business entity’s life cycle. 

Startups, Emerging Companies and Venture Capital

We help start-ups turn visionary ideas into thriving businesses. Whether you are a first-time founder, or a seasoned serial entrepreneur, we can help you navigate your company’s life cycle from inception to exit. We counsel start-ups on strategic decisions at each stage and always with an eye on anticipating future challenges, including company formation, raising capital, equity incentive compensation, licensing and commercial contracts, privacy matters, and mergers and acquisitions.

Business Structures and Formations

We assist clients in forming and structuring the optimal entity type to meet the company’s tax objectives while minimizing risk and personal liability. We educate our clients on the differences between entity types, federal tax status and the impact of state and federal laws.

Joint Ventures

Our attorneys assist clients with joint ventures, whether it be for single projects or long-term relationships. We collaborate to analyze the many facets of joint ventures, including tax advantages, pre-empting competition, efficiency in the marketplace, outsourcing and market diversification.

Business Governance

Our attorneys assist in developing procedures to ensure compliance with state and federal laws and educate management about economic, business and legal factors that may affect risk tolerance within their organization.

Tax Law

We advise clients on structuring their businesses to meet tax objectives including business succession planning, executive compensation and personal tax strategies. We also provide services to address federal and state tax audits, appeals and litigation.

Employment Law

We counsel our clients on a broad range of employment topics that include wage and hour laws, employee handbooks, discrimination, sexual harassment and state and federal laws. We also provide in-house trainings for management and employees and conduct client seminars. Our offerings include traditional labor (union) advice for management including responding to organizing campaigns, unfair labor practice charges, and bargaining. We are experienced litigators and aggressively initiate litigation or defend employers and employees, in state and federal court, arbitration, and before local, state and federal administrative agencies.

Executive Compensation

We advise clients on executive compensation issues including benefits such as restricted stock or stock options and incentives or bonuses based upon objectives set for operating performance and vesting.

Transportation and Interstate Commerce

Our attorneys draft contracts, rail and freight agreements for intermodal transportation, process liens for freight and warehouse goods and assist with licensing, permits and real estate leasing.

Banking and Commercial Lending

We represent state and federal chartered commercial banks, savings banks and foreign banks. We assist our banking clients in a variety of transactions that include loan structuring, workouts, refinancing, commercial collection, retail banking agreements, joint ventures, mergers and acquisitions and more.

Ownership Preservation and Estate Planning

We counsel business owners on how to address conflicting or divergent interests, to ensure liquidity for company equity, to preserve owner relations, and to provide for the orderly transition of control for the business and its owners.