Practice Areas

Clients of Fontg Hansen value the fact that we are a focused business firm determined to meet our clients’ needs. Our attorneys work collaboratively together not only to provide our clients with timely responses to their legal projects and inquiries but also to provide creative, cost-effective solutions to complex legal and business issues.

We believe that our clients benefit from our attentive service, and our lawyers are proud to be available when necessary on a 24/7 basis to meet our clients’ legal needs. The attorneys at Fontg Hansen are committed to the ideals of top quality service and having and continuing to build strong client relationships.

IT IS A PRIORITY FOR THE ATTORNEYS AT FONTG HANSEN TO WORK IN PARTNERSHIP WITH CLIENTS TO LEARN THEIR BUSINESS. GETTING TO KNOW OUR CLIENTS, THEIR BUSINESS, AND THEIR MANAGEMENT TEAM HELPS US PROVIDE OUR CLIENTS WITH PROACTIVE, CREATIVE SOLUTIONS DESIGNED TO ASSIST OUR CLIENTS MEET THEIR DESIRED RESULT.

business.counsel.

Fontg Hansen provides businesses with the ability to have experienced legal counsel at their disposal on an “as-needed” basis. At Fontg Hansen, our business attorneys have expertise in all aspects of business planning and problem solving, from the formation and initial debt or equity financing of a business, to acquisitions, mergers, dispositions and liquidations. Our clients contact us to help them structure and create new companies and ventures and to address any legal concerns along the way, including issues related to financial growth, industry-specific regulatory concerns, shareholder disputes, vendor disputes, and business succession and disposition issues, among others. We act proactively to ensure that our clients are protected from unnecessary risks, and we take pride in managing our clients’ legal problems so that they can focus on building their businesses.

Our attorneys are experienced at assessing business risk and resolving business disputes arising from complex commercial operations. We regularly assist our clients in negotiating, drafting and reviewing business contracts, leases and licenses, which include, among others:

  • Employment and independent contractor relationships and agreements
  • Confidentiality agreements
  • Software licenses and assignments
  • Website development agreements
  • Vendor agreements
  • Equipment lease agreements
  • Sales terms and conditions
  • Manufacturing and distribution contracts
  • Franchise agreements
  • Procurement agreements
  • Complex contractual agreements to capture the business terms of client transactions
  • Taxation, including International tax issues for multinational groups
  • Corporate planning
  • Outside general counsel services

Our business attorneys provide guidance to executives and managers in the areas of corporate governance and compliance accountability, including the duties and responsibilities of boards of directors. We also provide ongoing counsel to assist clients in satisfying industry-specific licensing and regulatory obligations. Representative programs include work for clients in health care, construction, financial services, credit counseling, printing, telemarketing and manufacturing industries.

business.transactions.

Structuring, negotiating, documenting and closing business transactions is a significant part of the practice of Fontg Hansen attorneys. From extremely complex all the way down to simple transactions, the attorneys at Fontg Hansen offer cost-effective, practical advice intended to get the deal done without compromising our clients’ objectives. We strive not only to provide our clients the answer of “whether” something can be done, but also to provide them with the necessary tools to understand “how” to get something done. Our extensive work in this area includes, among many others:

  • Mergers, reorganizations, acquisitions and dispositions of companies and divisions
  • Asset or stock purchase or sale transactions
  • Subsidiary spinoffs
  • Strategic joint ventures
  • Debt finance and equity investment and credit transactions
  • Technology and intellectual property licensing, development and protection agreements
  • Closely held business transactions, advice and business succession planning
  • Sales of controlling or minority interests
  • Restructurings, recapitalizations, loan workouts, DIP financing and exit financing in bankruptcies
  • International and cross-border transactions
  • Private equity fund formation and investment
  • Senior executive employment and incentive agreements
  • Federal, state and international tax planning
  • Distressed company transactions
  • Regulation D Securities law compliance
  • Real estate transactions

health.care.

Fontg Hansen has attorneys with in-depth knowledge of the rapidly changing issues that impact the health care industry. The health care industry is highly regulated and extremely complex. Our attorneys possess extensive experience representing health care clients’ transactional, operational, regulatory, and administrative matters.

Our clientele includes:

Health care Professionals and Nursing Facilities

  • Physicians and physician groups
  • Dentists
  • Pharmacists
  • Chiropractors
  • Equipment vendors
  • Nursing home and care providers
  • Assisted living facilities
  • Residential care providers
  • Home health care providers

Fontg Hansen Attorneys

Having experience in representing a variety of physician practices and specialty joint venture hospitals, the attorneys at Fontg Hansen have hands-on experience that has resulted in long-lasting relationships with clients in various sectors of the health care industry across the country. An interdisciplinary approach and expertise in various industries and practices affords our clients comprehensive and strategic representation in their health care legal needs.

The attorneys at Fontg Hansen frequently counsel health care clients in a variety of legal issues including:

  • Physician/Hospital transactions, including joint ventures
  • Regulatory compliance
  • Physician/Hospital integration models
  • Health information systems and privacy
  • Licensing
  • Managed care contracting
  • Real estate and construction
  • Employment and employee benefit matters
  • Mergers and Acquisitions

Our attorneys serve as merger and acquisition counsel to many health care clients and assist them with all aspects of the acquisition or sale process including due diligence, deal structures and tax analysis, contract negotiation and drafting, regulatory approvals and transaction financing.

Health Care Professionals

Operating a medical practice requires microscopic attention to detail, and our attorneys have years of experience advising physicians and physician groups on the non-clinical aspects of their practices. Our attorneys stay up-to-date on the critical issues affecting our clients by monitoring the latest industry developments, including changes in state and federal health care laws and regulations that impact medical practices. Our clients include:

  • Single specialty and multi-specialty physician groups
  • Physicians employed by institutional health care providers

We routinely serve as outside general counsel for our physician clients, providing legal advice on general business matters such as:

  • Entity selection and formation
  • Corporate governance
  • Succession planning (i.e., Shareholder Agreements, Stock Purchase Agreements, etc.)
  • Employment issues
  • Risk management
  • Regulatory compliance
  • Licensure
  • Tax strategy
  • Real estate matters

Our attorneys counsel physicians concerning the Stark Law, the Federal Anti-Kickback Statute, state fraud and abuse statutes, and HIPAA. Our attorneys use their unique understanding of such laws to assist physician clients with structuring complex joint ventures, such as ambulatory surgery centers, cardiac catheterization labs, lithotripsy partnerships, and MRI labs.

closely.held.business.

Our firm offers closely held and family businesses the full array of legal services they require delivered by attorneys who understand the challenges clients face in the 21st century. We offer legal guidance on ownership transition and succession planning, regulation, realization and preservation of value as well as many other issues unique to closely held businesses. Our clients want – and we deliver – rapid turnaround, premier quality, and pricing that reflects their need for reasonable and predictable fees. Services we render to closely held and family businesses include, among others:

  • Formation of corporations, partnerships and limited liability companies
  • Stockholders’ and partners’ agreements
  • Employee compensation agreements, benefit plans, stock option plans
  • Tax planning and advice (including inbound/outbound transactions)
  • Employee invention, confidentiality and non-compete agreements
  • Advice and assistance on employment related matters (i.e., hiring, termination, handbooks, etc.)
  • Acquisitions and divestitures of businesses, product lines, assets and real estate
  • Debt and equity financing, including venture capital and angel financing
  • Strategic alliances, partnering relationships and commercial contracts
  • Real estate purchases, leases and financing
  • Protection of intellectual property, advice and coordination with IP counsel
  • Succession planning and related estate planning
  • Dispute resolution advice and coordination with litigation counsel, when necessary
  • Analysis of industry regulatory requirements
  • Intellectual property strategic planning and protection programs

Fontg Hansen attorneys have formed hundreds of closely-held businesses and in the course of representing these companies, have consulted on the full range of issues associated with start-up ventures. We also advise our clients on proper corporate maintenance and policies to minimize individual and parent company liability exposure. Our attorneys who work with closely held businesses are experienced corporate, tax and estate planning professionals dedicated to providing solutions to our entrepreneurial and closely held clients. Fontg Hansen attorneys view their role as legal and business advisors who solve problems rather than merely explain the law to the client.

real.estate.

Real estate owners and developers look to Fontg Hansen for advice on construction, development, ownership, financing and tax issues with respect to commercial and residential real estate projects. We provide counsel to numerous clients in the areas of planning, development, acquisition and disposition, as well as exchanges (taxable and tax-free), dispositions and leases of real estate. We also assist clients with development incentives for real estate projects, including tax increment financing, federal and state credits, bond financing and related governmental incentive programs. Representative real estate projects include:

  • Acquisition, development, sale and leasing of real estate
  • Landlord/Tenant lease transactions, including cell tower, retail, commercial and industrial properties as well as the management of large lease portfolios
  • Lender/borrower representation for specialty financing transactions
  • Lender/borrower representation in connection with real estate financing transactions
  • Development financing
  • Assistance with structuring of real estate transactions
  • Industry specific expertise on various real estate projects
  • Taxation of real estate transactions and exchanges

The attorneys at Fontg Hansen possess the necessary expertise to assist clients with their real estate needs, whatever they might be. Fontg Hansen attorneys work closely with clients, cities, counties, municipalities and title companies to complete the real estate transactions in a timely, cost-effective manner designed to achieve the clients’ goals.

tax.

Fontg Hansen attorneys have broad experience in tax planning for individuals, business organizations and tax-exempt organizations. The attorneys at Fontg Hansen have expertise in advising clients related to federal, state, and local income taxes, employment and payroll taxes, property taxes, sales and use taxes, and excise taxes. Tax planning activities include advising on United States and foreign business operations, financings, acquisitions, dispositions, divisions, liquidations, and structuring single-investor and leveraged leases of real and personal property. Our attorneys have represented clients in tax-advantaged transactions, such as tax increment financing transactions, historic rehabilitation tax credit investments, affordable housing tax credit transactions and tax-exempt bond financing. We also have significant expertise in handling federal, state, and local tax controversies. Tax attorneys at Fontg Hansen work collaboratively with the other attorneys at the firm in a variety of other practice areas, including lending and finance, leasing, business acquisitions and dispositions, franchising, debt and equity recapitalizations, real estate, joint ventures, partnerships and trust and estate planning.

We recognize that tax consequences are only a part of the fundamental economics of a business transaction and the attorneys at Fontg Hansen strive to devise alternative structures that may produce more favorable tax results and still accomplish our clients’ objectives. It is our practice to understand first the business objectives of the proposed transaction or, in the case of dispute work, the business context in which the transaction at issue arose. An evaluation of the relative importance of a given tax issue, in the context of the business objective or activity, is vital to providing the type of service that most effectively meets our clients’ needs, timetable and budget. Tax work we perform regularly includes:

Corporate tax planning, tax transactions and structuring for all forms of entities
Structuring business ventures, transactions and client operations to minimize or defer taxes

  • Rendering tax opinions on proposed transactions
  • Providing counsel and analysis on minimizing potential tax liabilities
  • Obtaining rulings from tax authorities on proposed transactions
  • Handling tax controversies and audits by tax authorities
  • Litigating tax cases in state and federal Courts in coordination with with trial counsel
  • Monitoring and commenting on proposed tax legislation and regulations
  • Preparing equity and executive compensation plans
  • Structuring cross-border direct and passive investments
  • Advising with respect to mergers, acquisitions and joint ventures
  • Advising with respect to spin-offs and other divisive reorganizations
  • Advising with respect to trust and estate matters
  • Advising with respect to domicile and residency issues for individuals

Fontg Hansen attorneys assist clients choose among various forms and business combinations, including proprietorship, corporation (“C”, “S”, etc.), limited liability company, tax exempt and partnership (including limited, limited liability and limited liability limited partnerships).

technology.

Our lawyers help sophisticated, cutting edge and emerging companies to capture, commercialize and protect their ideas, inventions and creative work. A key element to the success of our practice is our commitment to understanding our clients’ technologies and the context in which business decisions about products and services are made. As necessary, we work closely with specialized patent counsel in addressing clients’ needs relating to copyright, patents, trademarks, trade secrets and the myriad types of contracts that businesses and individuals can make that affect or are affected by intellectual property.

In advising high tech and information technology clients, we have successfully guided clients from formation of the enterprise to the eventual liquidity event.  We assist clients in the process of obtaining all types of financing, including, venture-capital, angel and traditional bank financing and the lifecycle associated therewith. It is our goal to assist clients maximize the profitability and capture the value in their patents, copyrights, trademarks and/or trade secrets by preparing and negotiating licenses, joint venture agreements, cooperative marketing agreements, business combinations and other arrangements designed to capitalize on the ultimate commercialization event. In addition, we counsel clients and prepare agreements for the transfer of rights in all forms of technology and intellectual property.  We have conducted numerous licensing audits for our licensing clients to ensure that licensees are complying with the terms of their license agreement with our clients.  We also develop joint venture strategies and agreements designed to maximize the commercialization of the technology and intellectual property.

business.succession.

At Fontg Hansen, we understand that your business is your life’s work. We service a wide range of clients, ranging from clients with moderate sized estates to high net worth individuals and families, including executives, closely held business owners and sports figures. Clients rely on the attorneys at Fontg Hansen to be their trusted advisor and we provide ongoing counseling and advice in all facets of business succession and multiple generation planning.

While many businesses do not survive long after a change in leadership, we strive to assist clients in establishing a plan to ensure the long-term continued success of their businesses and to help maximize the return for founders of the business upon the occurrence of a “triggering event.” We believe that developing a succession plan is a multi-phase process that many times begins with reorganization of owners’ equity, preparing or updating wills and trusts, DPOA’s, reviewing insurance policies, etc. We also focus on buy-sell agreements (a/k/a shareholders’ agreements), compensation issues and potential employee participation alternatives. We work closely with skilled financial planners, bankers, accountants and insurance agents to achieve personal and financial goals for our clients. We focus closely on cutting-edge legal and tax planning techniques to maximize potential tax planning opportunities, never losing sight of the sensitive personal and family dynamics that often accompany these difficult decisions. Further, Fontg Hansen attorneys practicing in this area work closely with the firm’s Trust and Estate attorneys to provide clients with the ability to maximize the integration and cohesiveness between their estate and business succession plans.

trust & estate.planning.

The Trust and Estate Planning group at Fontg Hansen focuses on client service and customized planning for each individual and family circumstance.  We develop and implement plans for clients with varying needs, from basic planning and documentation to specialized planning for taxable estates.  We work with clients through all phases and transitions in life, including planning for the care and custody of minor children, planning for retirement, planning for protection and succession of business interests, investments and other assets, and long term care and asset protection planning for clients.  We work closely with a family’s other professional advisors, including financial planners, bankers, accountants and insurance agents to coordinate and assist in implementing a comprehensive plan to address tax, business, investment and personal issues.  Our services in this area include the following (among others):

  • Estate, Tax and Asset Protection Planning
  • Family Limited Liability Companies and Limited Partnerships
  • Revocable and Irrevocable Trusts
  • Special Needs Trusts
  • Durable Financial Powers of Attorney
  • Durable Medical Powers of Attorney
  • Living Wills and Medical Directives
  • Wills, Probate and Estate Administration
  • Charitable Planning

To initiate the asset protection or estate planning process with our group, please contact our office for more information.