main logo

This website does not support versions of Internet Explorer below version 9. Please try updating your Internet Explorer or visiting on another browser. Thank You.

diagonal dashes
Assessment / Recommendation Counsel Banner Image
Services

Assessment / Recommendation Counsel

An Assessment/Recommendation Counsel focuses solely on a discrete area of concern or risk (for instance, employment agreements, data breaches, contract forms, compliance issues, a business or real estate transaction…) and provides a recommended course of action, along with a cost estimate, so the company can make an informed decision respecting next steps.

How an Assessment/ Recommendation Counsel works.

An Assessment/Recommendation Counsel will assemble and manage the resources required to analyze the client’s area of concern, and provide the information, options, cost projections and advice the client requires to make decisions on follow-through and optimal next steps.  Typical Assessment/Recommendation engagements include the following.

Ownership Structure and Agreements

We analyze and draft shareholders agreements, operating agreements, partnership agreements, buy-sell agreements and similar ownership agreements to facilitate entity decision making, growth and potential sale.

Risk Management and Damage Limitation

We analyze and draft contracts with clients/customers, vendors, consultants, investors, partners, lenders and others for the purpose of determining potential risks, and advising on risk management and damage limitation strategies.

Merger/Acquisition Planning and Analysis

We analyze the viability and structure of mergers, acquisitions, partnerships, joint ventures and similar arrangements, and negotiate, draft and implement the documents and strategies that best serve our clients’ goals.

Employment Law Compliance

We analyze compliance with employment laws and make recommendations to minimize potential liabilities and compliance issues, including harassment, discrimination, retaliation, FLSA, FMLA, ADA, and related issues.

Tax Planning and Minimization

We analyze the tax aspects of business structures, operations and transactions, and recommend state and federal tax minimization strategies.

ESTATE AND SUCCESSION PLANNING

We plan and implement the evolution of businesses from one generation of ownership and leadership to the next in ways that accommodate the estate planning needs and preferences of the involved individuals and their families.

REAL ESTATE DEVELOPMENT, LEASING AND FINANCING

We help clients develop and capitalize on their real estate holdings.  We manage zoning, planning, condominium, environmental and other real estate issues.  We assist owners and tenants with the negotiation and drafting of commercial leases.  We handle real estate financing for both lenders and borrowers.

CYBERSECURITY TESTING AND SOLUTIONS

Through a partnership with a premier cybersecurity firm, we coordinate an evaluation of vulnerability to cybersecurity attacks, review the status of legal compliance and contract/policy risk management, and recommend the required next steps.

General Counsel Initiative Solutions

Getting Paid


Situation

As part of our general counsel responsibilities, we monitored our client’s business relationship with a major customer, and noted that the customer’s receivable balances were outpacing acceptable limits. This set off an alarm bell. We investigated the financial viability of the customer, and concluded that the customer’s ability to satisfy the receivable was at risk. This created a difficult conundrum for our client: the customer was an important part of the client’s business plan in both the short and long terms, and the client was extremely reluctant to limit, let alone stop future sales to the customer.

GCI Solution

The client authorized us to work with the customer, who depended upon our client’s shipments to stay in business. The principals of the customer offered personal guarantees, but we insisted on financial statements and concluded that the guarantees would not provide appropriate security. Ultimately, we worked out a plan in which a portion of the receivables were collateralized, and the remainder was secured through a refinancing the customer was able to successfully consummate with its bank, with our assistance. The receivable was ultimately satisfied and by working with the customer in as non-confrontational way as we could, the customer remained a valuable and long term source of revenue for our client.

General Counsel Initiative Solutions

Contracts: Swords, Shields, and Safety Nets


Situation

Our client managed commercial and industrial construction projects. In the course of our regular consultations with the client, we learned that our client was purchasing significant equipment for incorporation into the construction projects without recognizing the significance of the “fine print” included in the transactions by the equipment vendors. As is typical, the “fine print” limited the remedies our client could pursue against the equipment manufacturers if the equipment did not function as our client’s customer required, or if the delivery of the equipment were substantially delayed. This created a situation in which our client could be liable for hundreds of thousands of dollars of lost profits incurred by its customer, with no recourse against the equipment manufacturer which had caused the problem.

GCI Solution

We created certain contract review templates and checklists that our client could utilize for purposes of spotting problematic equipment purchase transactions, assessing what risks were and were not tolerable, and understanding when to utilize our services behind the scenes in order to manage risks in an appropriate way. We also assisted our client in maximizing certain insurance coverages that would fill in other gaps. The upshot was a business approach that limited potential liabilities while allowing the client to continue to conduct business in an expeditious way, without unnecessary costs.