Brenton is a team member in the firm’s Business; Startups & Emerging Companies; and Licensing & Technology groups. Brenton believes the best way to advance and protect his clients’ interests is through careful planning, effective communication, creativity, and practical solutions.
Recently, Brenton has represented companies in biotech, technology, food and beverage, manufacturing, marketing, real estate, and banking, in a variety of matters, including but not limited to:
- the formation of corporations and LLCs
- private offerings of securities
- establishment of employee and executive incentive and compensation plans
- development and review of customer and supplier contracts
- company sales and acquisitions
- corporate governance and fiduciary compliance
For Registered Investment Advisors (“RIAs”), Brenton helps clients navigate both state and federal investment adviser registration requirements to ensure compliance. His experience includes structuring operating agreements governing funds and securities offerings for funds raising money. He also assists RIAs with mergers and acquisitions.
- Counsel to the buyer of a prominent local supplier in the food and beverage industry, helping the buyer navigate and negotiate around complex financing, corporate governance, tax structuring, and risk mitigation issues.
- Assisted multiple businesses navigate complex corporate governance issues, including planning to ensure compliance with fiduciary obligations.
- Counsel to multiple start-up and early-stage companies making securities offerings of convertible notes and preferred stock to both individual and institutional investors raising between $2,000,000 and $100,000,000.
- Prepared and negotiated master services agreements for local marketing and technology companies.
- Counsel to a local distributor of medical devices in the re-negotiation of its distribution agreement with an international supplier.
- Formed and maintained business entities, advising clients as to the type and location of their business entities as well as preparing operating agreements, corporate articles and bylaws.
- Counsel to multiple investment funds navigating complex regulatory issues and raising additional funds.
- Prepared a variety of relationship documents, including employment, independent contractor, consulting, shareholder, deferred compensation, stock option, joint venture, profits interest, invention, confidentiality, non-solicitation and non-competition agreements.
- Developed an employee and executive incentive plan for a publicly-traded bank.
- Negotiated and drafted long-term lease agreements on behalf of businesses leasing space in offices and shopping centers.
- Developed subcontractor and contractor agreements for general contractors and developers.
- Counsel to national developer in the acquisition of large tracts of land for development into residential housing, assisting in the preparation of purchase and sale documents and the review of the title, among other tasks.
- Author, Answers to 5 Frequently Asked Questions for Startup Founders (May, 2018)
- Co-author, The Entrepreneur’s Guide from Start to Finish
- Author, An Introduction to Convertible Notes, What They Are and Why You Might Consider Using Them
- Author, Basic Securities Law Related to Convertible Note Offerings
- Author, Advising a New Startup: Disadvantages of Convertible Notes
- Author, The Newly Revised Washington LLC Act (October 2015)
- Co-presenter, “Robo Advice,” Puget Sound Area Chief Compliance Officers group for Registered Investment Advisors, (January 2017)
- “Advising the New Tech Startup: Financing & Ethical Considerations,” Washington State Bar Association, Business Law Section CLE (April 2015)
Professional & Community Activities
- Member, Washington Technology Industry Association
- Member, BYU Management Society
Honors & Awards
- Order of the Coif