Corporate Formation & Finance


We help emerging companies identify the optimal corporate and capital structure and assist them with corporate formation, initial capitalization, and a variety of tax and business planning matters. As clients grow, we advise and assist clients them with their financing needs at each stage of their development, from loans and angel financing to venture capital, private equity, initial public offerings, and other sales of debt and equity securities.

We also lend our skills to the creation of private investment partnerships, limited liability companies, and offshore and registered investment companies.

Representative Matters

  • Represented a cannabis dispensary operator from inception to operation, supporting the license application, structuring the business to minimize the impact of IRC Section 280E, preparing private equity investment documentation and closing on financing for the acquisition of the storefront in a former bank building.
  • Advised on American securities and business law in connection with the establishment of an international company with over $5 billion in assets.
  • Structured and documented equity participations for a major investment banking firm, through partnership or membership interests, in numerous real estate projects in New York and throughout the United States.
  • Structured a joint venture of international entities for the development of a cogeneration project in Asia and advised on construction and power purchase contracts.
  • Represented an endowment fund in connection with the creation of a joint venture fund organized for the purpose of acquiring and disposing of distressed assets.
  • Counseled two investment advisory groups in the creation of investment funds supported by the Overseas Private Investment Corporation (OPIC); one fund was designed to make direct equity investments in businesses located or operating in sub-Saharan Africa, while the other was formed to make direct equity and real estate-related investments in Armenia, Azerbaijan and Georgia.
  • Represented foreign clients in a large joint venture project in South America.


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Related Practice

Back when Big Blue was in its infancy, Windels Marx was counsel to IBM when it incorporated in the early 1900s.