LEGAL SERVICES


AM&E's mission is to provide its clients with personalized quality service and superior results, on an as needed, when needed, cost effective basis.

AM&E is a general practice law firm providing consulting, planning and representation for small to moderate size companies and their executives and key personnel:

• Business, commercial and real estate transactions
• Securities and investment transactions, acquisitions and mergers
• Business, commercial and real estate financing transactions
• Licensing, agency and distribution agreements
• Employment and consulting agreements
• Formation and organization of corporations, partnerships, joint ventures and other business organizations
• Personal business and estate planning and representation
• Will and trust preparation and administration
• Commercial, securities, real estate and business litigation and arbitration

Through affiliated professionals the firm also provides international, federal and state business and personal tax planning and representation, and immigration planning and representation.

BUSINESS DEVELOPMENT SERVICES


AM&E also offers national and international business development services for its clients as part of its full service approach.

AM&E provides business development services which assist national and international clients:

• Develop and establish financial, commercial and business relationships in the United States and internationally;
• Plan and implement business strategies, relationships and alliances
• Establish branch offices and subsidiaries and affiliates, and foreign sales corporations
• Import and export products and services directly or through agents and distributors

GENERAL BUSINESS FUNCTIONS FOR SMALL TO MODERATE SIZE COMPANIES

• Help client prepare, review or adapt basic or comprehensive business plan
• Analyze tactical issues that can make plan succeed or fail, and help implement the tactics of the plan
• Monitor the plan, once in place and help adapt or revise the plan or the tactics as a result of experience
• All of the above as a team member with management and other professional advisors, on an as needed, when needed cost effective basis.

SPECIFIC BUSINESS FUNCTIONS FOR SMALL TO MODERATE SIZE COMPANIES

• Identifying, selecting agents and distributors, and negotiating and preparing deal point memos and standard term and conditions of business
• Identifying, and selecting, and negotiating and preparing deal point memos with:
  • Joint venture partners, development partners
  • Franchisors and licensors; franchisees and licensees
  • Product distribution centers and providers
  • Commercial financing sources such as banks and leasing companies
• Reviewing documents for conformance with business objectives and deal points
• All for the above as a team member with management and other professional advisors, on an as needed, when needed cost effective basis.

ACQUISITIONS AND SECURITIES PLACEMENTS FOR SMALL TO MODERATE SIZE COMPANIES

• Assisting management to identify, analyze and acquire suitable businesses and operating divisions by stock purchases, asset acquisitions and leveraged buyouts.
• Assisting management to locate and secure equity and debt financing sources, i.e. investment banks, brokers, venture capitalists, corporate and private investors, commercial banks, for an acquisition or expansion of a business
• Assisting management in due diligence functions of an acquisition or an offering
• Negotiating and structuring the deal and preparing the deal point memo
• All of the above as a team member with management, and other professional advisors, on an as needed, when needed cost effective basis
• And on a fully confidential basis.

SERVICES FOR INTERNATIONAL BUSINESS

Our mission is to assist our international clients establish or expand their US business operations and relationships; and to assist our US clients establish or expand their international business operations and relationships as a cost effective, consulting international business development office.

FOR THE IN-BOUND BUSINESS AND INVESTOR

• Any of the General, Specific and Acquisition Functions detailed on page one, especially for companies who wish to establish or expand their US presence, operations and relationships and for the immigrating business investor who wishes to increase his likelihood of success in the U.S. business environment or to obtain and investor visa. Particularly-
  • Serve as your consulting branch office, business administration and development office staff and advisors for US operations with correspondence and business forms on your branch office letterhead, a dedicated office address, professional and secretarial staff, translators, dedicated email address, and branch office web page service in your language and English.
  • Organize and administer a US corporation to serve as your branch office with all of the above services available, and serve as our local agent and administrative officer for branch legal and administrative matters.
  • Prepare commercial documents in English for use in the US and internationally: such as quote forms with terms, conditions, and warranties of sale or purchase; invoices, and agency and distribution agreements in compliance with US law.
  • Assisting with banking and other financial matters transactions with including account opening and maintenance, wire transfers, letters of credit, tax collection and payment through your home office staff.
  • Assist in preparing and/or implementing a business development plan to begin or expand US operations, acquire a US business operation or establish business and technical relationships with US companies.
  • Assist in locating business opportunities, developing relationships and negotiating agreements with strategic partners such as agents, distributors and venture partners; acting as
  • Provide referrals for immigration and other specialized legal and professional services, and tax and accounting services; and coordinate branch activities with these professionals
• On a cost effective, as need, when needed basis
• And on a fully confidential basis

FOR THE OUT-BOUND US BUSINESS

• Any of the General and Specific Functions detailed on page one
• Providing support for, and assistance to your professional advisors
• Providing special expertise and assistance in:
  • Identifying and negotiating agency, distribution, supplier, partnership, joint venture and licensing/franchise relationships and transactions in the following countries and regions
  • Establishing branch offices and subsidiary legal entities in the following countries and regions:
  • Establishing Foreign Sales Corporations ("FSC's") as a tax savings or estate planning strategy · Seeking export markets for products and services in the following countries and regions:
  • Selecting and working with other professional advisors in the following countries and regions:
  • Europe: Netherlands, Germany, Switzerland, United Kingdom, Poland and Czech Republic,; Asia Pacific: Hong Kong, Korea, Taiwan and Peoples Republic of China; and Latin America: Costa Rica, Puerto Rico, Mexico, Brazil, Argentina, Chile and Venezuela