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STRATEGIC LEGAL SOLUTIONS FOR EVERY STAGE OF BUSINESS

We believe the right legal partner accelerates your journey to business success—on your terms. From that first spark of inspiration to navigating growth, change, and challenges, we’re here to offer creative strategies, straightforward advice, and a personal approach. With over 125 years of experience, we combine deep industry knowledge with a forward-thinking approach to deliver value from day one. Whether you’re based in the Northwest or anywhere across the country, our Seattle-based team is ready to help you tackle whatever comes your way.

START STRONG

How you set up your business can shape its future. From selecting the right entity to drafting formation documents, we’ll ensure the little details today set you up for success tomorrow. A strong foundation not only helps you grow—it gives you a competitive edge. Let’s build it together.

FUEL YOUR GROWTH

Ready to take the next step? Our finance team connects you to the capital you need to expand, acquire, and innovate. Whether you’re seeking investment or structuring a deal, we’re here to guide you every step of the way.

REDUCE RISK

Compliance doesn’t have to be a headache. With our meticulous attention to detail and industry insight, we help you stay on top of laws and regulations so you can focus on what matters most. From routine compliance to complex governance at the board and executive level, we’re here to minimize risk and keep your business running smoothly.

MAKE SMART DEALS

Whether it’s a small spin-off or a billion-dollar transaction, we’re ready to help you make the smart moves that set your business apart. Our team understands the key legal and business considerations involved in M&A and business transactions of all sizes, with a keen eye on intellectual property, tax, and employment implications. And thanks to our global network of trusted collaborators, we bring the highest quality support to every deal.

DEFEND YOUR BIG IDEAS

Your ideas have value—we’ll help you protect and maximize it. From startups with big ideas to established businesses with extensive intellectual property portfolios, we offer tailored strategies to safeguard, license, and leverage intellectual property across industries. Whether it’s software, life sciences, manufacturing, or distribution, we’ll make sure your knowledge assets work for you.

Our Business team offers a robust suite of services tailored to the unique needs of start-ups and closely held businesses. From entity formation to succession planning, we provide comprehensive legal support to help you build, maintain, and grow your business.

  • Business Formation. Choosing the right business structure is a critical first step. We guide you through selecting the appropriate entity type and prepare foundational documents to set you up for success. Whether it’s drafting operating agreements, bylaws, or buy-sell agreements, we ensure your business starts on solid ground.
  • Business Compliance. Staying compliant with state and federal requirements is essential. We help hundreds of businesses maintain their qualifications, manage filings, and keep minute books up to date, so you can focus on growing your business.
  • Business Tax. Understanding the tax implications of your business decisions is key to long-term success. We advise on the tax impacts of various entities, transactions, and jurisdictions, ensuring your strategy aligns with your financial goals.
  • Commercial Transactions. From sales and purchases to contracts and warranties, we handle all aspects of commercial transactions. Our team works to protect your interests and streamline your operations, making every transaction as seamless as possible.
  • Corporate Governance. We provide strategic guidance on executive and board-level matters, offering practical advice on topics such as:
    • Preparing articles of incorporation, bylaws, limited liability company operating agreements, and buy-sell/shareholder agreements.
    • Preparing shareholders, members, and directors minutes.
    • Dealing with dissident shareholders and executive terminations.
    • Advising on the obligations of directors, senior executives and controlling shareholders with respect to their fiduciary duties, duty of care and the business judgment rule.
    • Advising on matters involving the management of the business, including the powers of senior executives and the board of directors, and directors’, shareholders’ and members’ rights.
    • Advising on the transfer of control of a business entity.
    • Advising on succession plans and exit strategies, and handling company dissolutions (both in contested and uncontested situations).
    • Advising on stock option agreements and plans.

Our M&A team handles transactions of all sizes—from small divestitures and spin-offs to multi-party deals exceeding $1 billion. With experience structuring and documenting both private and public transactions, we understand how intellectual property, tax, employment, and other considerations intersect in complex business combinations.

Our approach is thorough and collaborative. We work closely with other professionals, including accountants, investment bankers, commercial bankers, and M&A firms, to ensure every detail is addressed. Whether your transaction involves a single buyer or multiple parties, our team is known regionally, nationally, and internationally for providing thoughtful, high-quality legal counsel. We prioritize your goals and ensure each deal aligns with your long-term success.

Financing growth, intellectual property development, operations, or acquisitions often requires access to a variety of capital sources. At Ryan Swanson Law, our business team has supported hundreds of financings, both private and public, across domestic and international markets.

Our experience includes structuring transactions such as:

  • Convertible notes
  • Common and preferred equity
  • Straight debt instruments
  • Highly structured licensing and investment transactions
  • Simple and complex LLC interests

We understand the complexities of financing vehicles and work closely with you to design solutions tailored to your business’s needs. Our goal is to ensure your financing strategy aligns with your growth objectives and positions your business for long-term success.

The Emerging Growth practice at Ryan Swanson Law is designed to meet the unique challenges faced by young, fast-growing companies. Our practitioners offer a hybrid of services, combining strategic planning with a comprehensive understanding of legal requirements for businesses in transition.

As companies grow, they require insight into corporate finance and securities, employment, tax, intellectual property, and other areas of the law. Our attorneys bring years of experience and an in-depth understanding of the expectations of funding sources, executives, founders, strategic partners, and other key stakeholders. We focus on structuring relationships that help our clients achieve their goals effectively and efficiently.

From planning for growth to navigating relationships with investors and partners, our team is equipped to guide emerging businesses through the complexities of expansion.

Our Intellectual Property Group helps clients protect, license, and leverage their technology and proprietary assets to fuel growth and innovation. From start-ups to established industry leaders, we work with businesses across diverse sectors. Our team provides comprehensive legal services tailored to the needs of technology-focused companies, including:

  • Intellectual property protection and licensing
  • Structuring joint ventures and strategic partnerships
  • Private placement offerings and venture capital financings
  • Conventional and alternative financings
  • Mergers, acquisitions, and asset and stock sales

Whether you are safeguarding a new invention or navigating complex industry transactions, we bring the experience and insight to help you achieve your goals and maximize the value of your technology assets.

We advise employers on all aspects of employee compensation, supporting businesses of all sizes in designing and managing tailored compensation programs. From stock options to non-compete agreements, our team ensures your compensation strategies are aligned with both your goals and legal requirements.

Our services include:

  • Developing stock options, incentive compensation, and deferred compensation plans
  • Structuring LLC profit interests and employment grants
  • Drafting non-compete and non-disclosure agreements

We collaborate closely with employers to design compensation plans that reflect their unique needs while maximizing benefits under applicable tax and benefit laws. Whether it’s supporting your highest-paid executives or your wider workforce, we help you create programs that attract and retain talent effectively.

Our business attorneys provide comprehensive tax planning and advice for companies of all sizes. We advise clients on federal, state, local and international tax matters.

Our Business team provides strategic legal support to tax-exempt organizations and foundations, helping them navigate the complex regulatory and operational challenges unique to their missions. Our services include:

  • Initial qualification for tax exemption
  • Avoiding private inurement and intermediate sanctions
  • Unrelated business income tax (UBIT) planning
  • Private foundation compliance
  • Structuring joint ventures with for-profit entities
  • Conversions to and from tax-exempt status
  • Maintaining tax-exempt status while engaging in for-profit activities
  • Designing executive compensation arrangements

Whether you are establishing a new foundation or managing an established exempt organization, our attorneys provide thoughtful and effective counsel to ensure compliance, protect your tax-exempt status, and support your long-term goals.

REPRESENTATIVE BUSINESS INDUSTRY EXPERIENCE
  • Financial services
  • Industrial and Manufacturing
  • Information Technology and Wireless
  • Biotech
  • Medical Devices
  • Distribution
  • Franchising
  • Food and Beverage
  • Pulp and Paper
  • Insurance
  • Alternative Energy and Renewables
  • Electronic Marketing
  • Travel
  • Domain Names
  • Professional Services
FREQUENTLY ASKED BUSINESS QUESTIONS

Trademark scams often involve unsolicited emails claiming your trademark rights are at risk or that someone else is about to register your mark. These messages may reference legal statutes or use urgent language to pressure you into paying for unnecessary services. It’s important to know that legitimate trademark rights are primarily established through actual use in commerce, not simply registration with the USPTO. The USPTO will only send official notices about registration deadlines, and if you have an attorney, these notices go directly to them. High-pressure warnings from anyone other than your attorney should raise red flags. To protect yourself, understand the basics of trademark law, recognize warning signs of scams, and never respond or act on such emails without consulting a trusted attorney. Professional legal advice ensures that your rights are maintained, deadlines are met, and risks are minimized. Scammers evolve quickly, so vigilance and guidance from an intellectual property attorney are key to safeguarding your trademarks.

Learn more in our article, “Beware of Trademark Scams: 3 Essential Tips to Protect Your Intellectual Property”.

The Corporate Transparency Act (CTA) requires many U.S. and certain foreign entities to report their beneficial owners to the U.S. Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN). Beneficial owners are individuals who exercise “substantial control” over the entity, such as executives or C-suite officers. Entities must also report the individual who created the company, known as the “Applicant,” and update this information if it changes. The goal of the CTA is to help prevent money laundering and concealment of assets by increasing transparency around company ownership.

Each entity is responsible for complying with these reporting obligations. Beneficial owners can reduce the reporting burden by obtaining a FinCEN ID, which streamlines future submissions. While the CTA imposes federal reporting requirements, consulting a knowledgeable attorney can help determine whether your business falls under FinCEN oversight and guide you through the reporting process.

Learn more in our article, “Corporate Transparency Act Reporting Requirements“.

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