Business Formation & Governance

Choosing the most appropriate type of entity for your business is important and can have long term consequences. I can help you to select the type of business entity that best suits your particular goals and circumstances and protects your valuable assets, whether it be a limited liability company (LLC), corporation, or limited partnership. I am experienced in forming business entities in Texas and California, as well as drafting and amending all of the governing documents for these entities. I can also help prevent the difficulties and liabilities that can arise as a result of ill-informed governance practices. A little advice can go a long way toward avoiding costly mistakes down the road.



Not all contracts are created equal. With the wide availability of form contracts online, many lay people choose to use one of these "one-size-fits-all" agreements in an effort to save money, only to later find that it did not accomplish what they had hoped.

I have over a decade of experience in drafting, negotiating, and reviewing contracts. Whether you need a contract reviewed, explained, and modified or you want to develop or improve standard agreements for use in your business, I can help. I can make sure you have an enforceable agreement that reduces the likelihood of litigation down the road and provides clear legal protection for you in the event of a dispute.


Outside General Counsel Services

All businesses need a trusted legal adviser who can effectively handle a wide variety of legal matters, from starting up the business to supporting its day-to-day operations. Larger companies often have a full-time lawyer or team of lawyers on staff to handle everything from routine regulatory compliance to complex transactional issues. Many small and start-up businesses, however, do not have the resources to devote to such comprehensive full-time representation by inside counsel. That is where I can help.

I have nearly a decade of experience working as a corporate General Counsel with responsibility for all of an organization's internal legal matters including: employment practices; corporate governance; negotiating and drafting a wide range of contracts; protection of intellectual property; privacy and e commerce; and regulatory compliance.


Employment Law

I represent business clients on employment law matters, where I have broad experience advising on employment practices and drafting employee handbooks and other business policies, as well as representing employers before regulatory agencies. I have managed internal workplace investigations of sexual harassment and hostile work environment claims, drafted independent contractor agreements and structured employee job descriptions to ensure proper tax classification, negotiated and drafted severance agreements, and advised on multiple reductions in force. I can help you put the right employment policies and practices into place to protect your business.


Intellectual Property

I am experienced in both Trademark and Copyright Law, representing rights holders before the United States Patent and Trademark Office (USPTO), as well as in business transactions and copyright ownership disputes. I have registered numerous trademarks and copyrighted works with the USPTO and advised on the suitability of and enforceability of prospective marks. Anyone who owns a business needs to be sure that their intellectual property is adequately protected and that they are not risking significant liability by inadvertently infringing upon the rights of others. I can help you to protect your current trademark or service mark or work with you to select a new mark to enhance and protect your business. Sound legal advice in this area is indispensable.


Tax Law

Businesses and individuals can avoid unnecessarily high tax burdens by thoughtfully structuring agreements, transactions, and organizations. I have a background in tax law and hold a Master of Laws (LL.M.) degree in Taxation, so I am attuned to the tax ramifications of a transaction. I have represented individual taxpayers before the Internal Revenue Service in tax controversy matters, advised businesses on the tax impact of transactions and business structures, and assisted organizations in obtaining non-profit status under § 501(c)(3) of the Internal Revenue Code.


School / Education Law

As a former dean of law, vice president, and university general counsel, I have more than a decade of experience in the education sector and understand the unique legal and regulatory compliance issues faced by schools. My focus is primarily on private schools, especially schools seeking accreditation, as well as online / distance education institutions. I have been intimately involved in accreditation efforts with both regional and national accrediting bodies, including successful accreditations through the Western Association of Schools and Colleges Senior College and University Commission (WASC / WSCUC) and the Distance Education Accrediting Commission (DEAC). I am also well-versed in the regulatory challenges faced by California schools that fall under the Bureau for Private Postsecondary Education (BPPE).