The law office of Marino Partners LLP focuses on the practices of transactional and corporate law, contract law, business law, commercial law, commercial finance, real property law, commercial real estate, and corporate finance law.
We counsel corporate clients, emerging growth corporations, emerging managers within the pooled investment space, portfolio companies and entrepreneurs in the following areas:
- organization and structure of corporate entities
- purchase and sale of businesses, and secured borrowing arrangements
- regulatory and compliance matters
- structured finance and commercial lending transactions
- creating and advising charitable entities
- assisting clients with negotiating and establishing credit facilities, asset sale purchases, stock option programs, employment agreements, confidentiality agreements, as well as other general corporate governance.
- private fund formation and transactions – hedge funds and private equity funds, asset-backed and mezzanine financing, mergers and acquisitions, asset purchases and divestitures, and general corporate and securities matters.
- assist clients with compliance matters, including providing annual compliance program evaluations, as well as registrations and filings
- representing funds, real estate businesses, individuals and nonprofits with cross-border operations. Representative transactions include structuring sovereign wealth fund investments, real estate joint ventures, import businesses, e-commerce and 1031 like-kind exchanges.
- advising funds on structuring domestic, inbound and outbound investments, including issues such as entity election, drafting offering documents, tax treaty planning and compliance with withholding and reporting rules.
- organizing and obtaining tax exemptions for many nonprofits including public charities and private foundations, advising nonprofits on all phases of their life-cycle, from formation to operations (including domestic and international) to dissolution.
- structuring investments and developments by nonprofits to avoid exposure to unrelated business income tax.
- private equity transactions, compliance and general corporate matters.negotiating and drafting documentation for a broad range of private placement offerings for hedge and private equity funds.
- focused on purchases, sales and recapitalizations of private companies, venture capital start-ups, private equity transactions, registered and unregistered investment companies (ETFs, private equity funds, real estate funds and hedge funds) and representing registered advisers and broker-dealers. Compliance and general corporate matters.
We advise clients on structuring of pooled investments (e.g. Hedge Funds and Private Equity Funds), private lending arrangements, creating structured finance products, effecting mergers and acquisitions and private placements, assisting in regulatory and compliance matters for investment managers and assisting in corporate governance.
Our transactional experience includes: depository institution start-up, recapitalization and purchase and sale transactions; hedge funds, mutual funds, private equity funds, collective trust funds, CLOs and CDOs; marketing investment funds and investment management services in the U.S., Europe and the Far East; public company acquisitions, cash tender and exchange offers, public capital raises, and private placements; preparation of corporate and partnership governing documents, registration statements and periodic financial reports, securities purchase agreements, loan agreements, trust indentures, tender and exchange offer documents, ISDA swap agreements. Registered fund experience includes registration statements and marketing materials for ETFs, U.S. open-end and closed-end funds, including business development companies, and unit investment trusts. He also counseled boards of directors of registered and private funds and retirement plan committees.
- trust and estate planning
- formulating estate plans and administration of estates
- assisting clients with the home buying/selling experience including interacting with brokers, drafting, negotiating and reviewing contracts of sale, clearing encumbrances on title, working with the client’s lenders in obtaining financing or satisfying a loan and closing the deal.
- tax attorney with extensive experience in tax planning and dispute work
- representation of individuals before the Internal Revenue Service and the New York State Department of Taxation and Finance for relief from garnishment of wages and levies on bank accounts.