International and United States Corporate Law

Harris & Moure provides corporate advice and counsel to corporations, partnerships, limited liability companies, and boards of directors, with particular expertise in:

  • United States business formation and capitalization (subchapter S and subchapter C corporations, limited liability companies, joint ventures, and partnerships)
  • Corporate governance and business operations
  • Commercial contracts and corporate transactions
  • Employment contracts
  • Licensing agreements
  • Cross border entity formation
  • Entity formation (representative office, wholly owned foreign entity and joint ventures) in China, Japan, Korea, Russia, Vietnam, Turkey, and various offshore countries
  • Inbound and outbound international business transactions
  • International contracts

Recent and ongoing matters we have handled include:

  • Corporate counsel for one of Alaska's largest development corporations
  • Counsel for a leading international seafood harvesting and processing company
  • Acquisition of international business assets for a US business entity
  • International trademarking and licensing of information technology
  • Formation of multi-national business operations
  • Corporate counsel for numerous early-stage and revenue producing technology companies

Like the rest of our practice, our corporate work usually has an international component.

Our international transactional experience falls into three major categories: (1) out-bound transactions involving American, Asian, and European individuals and companies in activities such as mergers and acquisitions, establishment of manufacturing facilities and licensing agreements worldwide; (2) in-bound transactions involving foreign individuals and companies investing or doing business in the United States; and (3) domestic and international companies in joint ventures, strategic alliances, and project financing.

We are an international law firm, which means that all of our attorneys, paralegals and staff are comfortable working with foreign legal systems and with people from cultures other than their own. Our international lawyers and staff are fluent in many languages and licensed in multiple countries.

International Contract Work

We have been doing international law long enough to know that what is good in theory, or good in the United States, may be of no help at all if the party with whom you are contracting in Vietnam or China (or anywhere else) will not sign. We therefore always consider the best international legal solutions in the context of what can actually be accomplished. Our international litigation experience has made us particularly sensitive to the importance of drafting contracts that not only minimize the likelihood of your ever having any problems, but also make it as easy as possible for you to succeed should litigation or arbitration prove necessary down the road. Please click here for further information regarding our China, our Russia and our Spanish/German corporate practices.

International Entity Formation: Representative Offices, Branch Offices, Wholly Foreign Owned Entities (WFOE) and Joint Ventures (JVs)

We are known for our work helping American and European companies determine how best to structure their overseas operations in China, Russia, Korea, Vietnam, and Japan, usually as a wholly owned foreign entity (WFOE), a representative office (RO), or a Joint Venture (JV). Our attorneys have written and spoken extensively on the advantages and disadvantages of these various entities in various countries. Please click here for further information regarding our China, our Russia and our Spanish/German corporate practices.

United States Entity Formation (Corporations, Limited Liability Companies, Partnerships)

We have extensive experience assisting foreign companies with their United States entity formation and operational needs. We can help you from the very beginning in forming the appropriate legal entity and in determining the state of formation. From there, we can help you secure proper federal, state and local registrations and draft contracts for purchases and sales, leases, or employment.

We have helped countless people from all over the world properly set up their US business. We do this by first working to determine the appropriate organizational entity. We will explain to you the differences between corporations, partnerships, limited liability companies, representative offices, branch offices, wholly foreign owned entities, joint ventures, and various other organizational entities and we will work with you in choosing the right entity for your business. Once we have chosen the right structure, we will draft the necessary formation documents, including Articles of Incorporation, Initial Minutes, Bylaws, Member Agreements, Buy Sell Agreements, Joint Venture and Partnership Agreements.

The structure you choose for your US business will be the prime determinant of how it is taxed and who may be found liable for its actions. A number of factors go into choosing the right business entity, including the number and the relationship of the potential owners, the type of business in which the entity will be engaged, its expected profitability and liability risk, the nationality of its potential owners, and where and how it plans to operate.

US businesses typically consist of five main types: "C" corporations, "S" corporations, limited liability companies, partnerships, and sole proprietorships. For a brief summary of the advantages and disadvantages of a corporation, limited liability company (LLC) and partnership in the United States, please click here.

Because we do so much work for foreign companies (mostly from Germany, Russia, Korea, China, Japan, Spain and Vietnam) that do business in the United States, we have written an article on the issues foreign companies face in establishing a corporation, representative office, or limited liability company (LLC) in the United States. Please click here for that article.

Immigration Law

Our immigration law practice is designed to assist foreign companies and individuals seeking to do business in the United States. For more on our immigration law practice, please click here.