Corporate Law

Polsinelli Shughart's Corporate Law group consists of nearly 50 attorneys representing thousands of businesses throughout the United States and abroad.  As one of the fastest-growing law firms in the nation, Polsinelli Shughart has matured and prospered alongside its clients, and its attorneys understand first hand the challenges and rewards of growing from a start-up to a mature business.  As a result of our growth, we have established a broad practice capable of assisting clients in all manner of transactional and business needs; working in concert with attorneys from the firm's Tax, Corporate Finance, Securities and related practice groups.

Polsinelli Shughart's corporate attorneys make a concerted effort to understand each client's business and industry and the unique challenges implicit to them.  As a result, our attorneys are regularly asked to act as "outside general counsel" to clients, offering expert advice and counsel on the legal and business issues confronting clients daily.

Polsinelli Shughart attorneys build lasting relationships, helping develop and implement strategies to address whatever circumstance a client is facing, including:

The depth and diversity of our experience in the corporate law practice area allows us to successfully and creatively address virtually any issue your enterprise may face.

Notable Experience

  • Representation of start-up medical device developer in negotiation of long-term license and supply agreement with global pharmaceutical company
  • Representation of glass ampule developer in negotiation of manufacturing/packaging agreements with worldwide consumer marketing company
  • Representation of proprietary call center software developer in numerous license agreements with end-users located in United States, Europe and Japan
  • Representation of NYSE-listed HMO in virtually all of its software, hardware and telecommunications licenses and procurements, including electronic and Internet claims processing agreements
  • Representation of systems integrator in negotiation and documentation of license agreement with nationwide insurance membership organization
  • Numerous software license agreements, escrows and related documentation on behalf of diverse group of end-users
  • Representation of major character licensing corporation in connection with a licensing program generating between $80 million to $100 million annually
  • Negotiation, deal structuring and documentation for a joint venture between a life insurance company and marketer of life insurance products
  • Negotiation, deal structuring and documentation for a joint venture between a life insurance company and marketer of life insurance products through financial institutions
  • Negotiation and documentation for a joint venture between a telecommunications provider and an entertainment company offering voice and data communication services
  • Representation of sellers in the $120 million sale of a joint venture between a telecommunications company and an entertainment company that provided telecommunications services to an entertainment park
  • Negotiation and documentation of a $120 million dissolution of a joint venture between an entertainment company and a communications company
  • Negotiation and documentation for a $53 million joint venture between a provider of wireless communications and a provider of air to ground communications
  • Representation of several non-profit entities in the commercialization of real estate properties through the formation of joint venture, for-profit enterprises
  • Representation of food service brokerage company in a transaction combining to regional companies, resulting in a combined entity valued at $30,000,000
  • Negotiation and documentation of a joint venture to build a $17 million, 55,000-square foot rehabilitation hospital in Scottsdale, Arizona
  • $120 million venture capital financing of apparel manufacturer
  • $120 million sale of automobile engine retrofitter as a result of exploration of venture capital financing
  • $50 million financing of finance company
  • $12.5 million convertible debt and warrants investment by a venture capital firm and individuals in a salvage auto parts technology
  • $8 million restructuring of venture capital financing for retirement management company
  • $5 million convertible preferred stock investment by Atlanta-based venture capital fund and other parties in an autobody collision repair franchisor/operator company
  • $4 million subordinated debt and equity investment by an SBIC fund in a restaurant chain
  • $5 million subordinated debt and equity investment by an SBIC fund in a publishing company located in the Northwestern United States
  • $5 million subordinated debt and equity investment by an SBIC fund in Kansas City based professional services company
  • $5 million subordinated debt and equity investment by an SBIC fund in West Coast technology company
  • $3 million financing of an ethanol manufacturer/distributor by merchant bank
  • $3.0 million venture investment in preferred stock in an internet based software as a service (SAAS) company
  • $2.2 million subordinated debt and warrants investment by two SBIC funds in an automotive parts company
  • $2 million equity investment by New York investment banking firm in a real estate investment limited liability company
  • $1.5 million financing of automobile repair shop franchisor
  • $1.5 million preferred stock and warrants investment by two institutional investors in a trenchless pipe supply company
  • $1.3 million series of financings of convertible notes and warrants by a SAAS company offering RFID services
  • $1 million financing of a medical supplies manufacturer with institutional investors
  • $1 million financing of fast food franchises in Australia
  • $1 million debt and equity investment by a Canadian merchant bank in an ethanol production company

News

February 9, 2012
November 7, 2011
October 18, 2011
July 19, 2011
May 31, 2011
May 2, 2011
March 31, 2011
September 29, 2010
June 30, 2010
June 8, 2010
June 8, 2010
May 27, 2010
May 24, 2010
March 26, 2010
March 9, 2010
February 19, 2010
February 10, 2010
January 7, 2010

Newsletters & E-Alerts

October 5, 2010
October 5, 2010
June 22, 2010
In a move that brings a sigh of relief more audible from Main Street than Wall Street, the Senate approved a bipartisan amendment to its financial reform bill to preserve the viability of the registration exemption most frequently used to raise capital for early stage companies.
May 5, 2010
The Private Securities Litigation Reform Act of 1995 (PSLRA), codified in Section 27A of the Securities Act of 1933 (Securities Act) and Section 21E of the Securities Exchange Act of 1934 (Exchange Act) and implemented in part by Exchange Act Rule 3b-6, provides a safe harbor from private securities liability for written or oral forward-looking statements that meet the conditions of the Act. The key to obtaining the protections of the PSLRA is the provision of meaningful cautionary statements identifying important factors that could cause actual results to differ from those anticipated in the forward-looking statements.
March 11, 2010
In the current era of heightened awareness surrounding nonprofit governance, nonprofit boards and their directors are often called upon to consider and interpret the public disclosure obligations of their nonprofits.

Polsinelli Shughart Attorneys Bill Quick and Amy Hornbeck Abrams recently authored an article, which appears in the March 2010 issue of The Journal of the Kansas Bar Association and addresses factors affecting a nonprofit organization’s potential disclosure obligations through its Internal Revenue Service tax filings and application of the Kansas Sunshine Laws.
February 1, 2010
The U.S. Supreme Court handed down a groundbreaking decision in Citizens United v. Federal Election Commission on January 21, 2010. In summary, the Supreme Court ruled as unconstitutional the prohibition on corporations using their funds to pay for campaign advertisements regarding an issue or political candidate. Although the political and practical implications of this ruling to our society will be debated and analyzed for many years to come, the effect this will have on corporate America is immediate, specifically in regard to corporations and their boards, management, shareholders and corporate governance policies, practices and procedures.
December 1, 2009
On October 30, 2009, the Federal Trade Commission (FTC) delayed the enforcement date of the “Red Flag Rules” for the third time - until June 1, 2010. The Red Flag Rules require the implementation of a written compliance program to provide for the identification and detection of, and response to patterns, practices, or specific activities (red flags), that could indicate identity theft.
November 12, 2009
Recent legislative attempts to curb the growing scourge of identity theft may in fact impose additional costs and responsibilities on small business owners. This eblast explores three signifcant developments:
  • Red Flag Rules - Implementation of Regulations Delayed
  • New Federal Rules for Health Information
  • Missouri Data Breach Notification Statute Goes Into Effect
October 7, 2009
The Securities and Exchange Commission (SEC) recently deferred smaller reporting company compliance with the attestation requirements of Section 404(b) of the Sarbanes-Oxley Act of 2002 (SOX) for the fourth, and last, time. This is the fifth year that auditor attestations have been required for larger public company peers.
June 17, 2009
This e-Alert is prepared as a source of general information concerning recent legal developments. If you would like more information, please contact a member of our Corporate, Tax or Real Estate Finance groups. For a printable version of this Client Advisory, click here.
April 7, 2009
This eblast features a brief discussion on the new like-kind exchange considerations and links to an article on the subject co-authored by Polsinelli Shughart Shareholders Bill Quick and Virginia Gross.