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;
  • mergers, acquisitions, reorganizations, liquidations and divestitures;
  • corporate finance;
  • employment contracts, licensing agreements;
  • Cross border entity formation;
  • Entity formation (representative office, wholly owned foreign entity (WFOE) 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 handled by us 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, and corporate counsel for numerous early-stage and revenue producing technology companies. Like the rest of our practice, much of our corporate work has an international component.

We also assist our clients with their various contracts after the set-up of their business is complete and we help them resolve disputes.

Our international transactional experience falls into three major categories: (1) out-bound transactions involving representation of 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 U.S.; and (3) representation of domestic and international companies in joint ventures, strategic alliances, and project financing. 

We are an international law firm and that means all of our attorneys, paralegals and staff are comfortable working with foreign legal systems and 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 implanted. Our international litigation experience has made us particularly sensitive to the importance of drafting contracts that will both minimize the likelihood of problems occurring while, at the same time, making it as easy as possible for our clients to succeed should litigation prove necessary. 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 well known for our work in 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 leases, employment and purchases and sales. Our clients will attest that our having lawyers and staff fluent in multiple languages is an asset in helping foreign companies understand our American corporate legal system. We have helped countless people from all over the world properly set up their U.S. 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 all necessary formation documents, including Articles of Incorporation, Initial Minutes, Bylaws, Member Agreements, Buy Sell Agreements, Joint Venture and Partnership Agreements. We can assist you in forming your company in any state, including Delaware, Nevada, and Florida.

The structure you choose for your U.S. 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 and its expected profitability and liability risk, the nationality of its potential owners, and where and how it plans to operate.

U.S. businesses typically consist of five main types: C corporations, S corporations, limited liability companies, partnerships, and sole proprietorships. In most, but certainly not all, cases, the limited liability company makes the most sense. 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

We also have a vibrant immigration law practice developed to assist our incoming international investment and operations clients. For more on our immigration law practice, please click here