Our Global Commerce industry team has assisted hundreds of foreign companies structure and prosper in their business engagements in the United States. We assist our clients in mitigating risks with an emphasis on lean, efficient and practical structures that allow them to capitalize on the opportunities presented by U.S. markets. We emphasize entering the U.S. with a flexible, practical plan in place, as opposed to reacting piecemeal to the onslaught of issues that arise during market entry and operational projects. Many of our attorneys and staff are multilingual and themselves immigrants to the U.S. or have lived abroad for substantial periods, so they can personally understand the concerns and perspectives of our overseas clients, regardless of origin.
We serve a broad range of clients and industries. Our clients range in size from small start-ups to mid-size family-owned and managed enterprises (such as the central-European “Mittelstand”) and large multi-national corporations that already have significant overseas business and facilities. Industries addressed by our clients run the gamut from manufacturing (with an emphasis on automotive, renewables supply chains such as solar and wind, aerospace, steel and smelting, passenger and freight rail transport vehicles and systems, oil and gas, cutting edge electrical and electronic equipment, waste handling and waste-to-energy, food, medical equipment, chemicals industries, construction), to software and IT, life sciences, pharmaceuticals and medical products, real estate development and investment, banking and private equity, and professional services.
Often, our clients follow their own clients and customers into U.S. markets so their models of market entry are tailored to their customers’ needs. Our clients generally choose between a number of modes of market entry:
- organization of a sales, distribution, or support subsidiary, a strategy often driven by customer perception or immigration concerns;
- licensing and franchise models that shift most U.S. business activity to U.S. partners;
- joint ventures and strategic alliances with local partners;
- acquisition of a competitor or partner in the U.S.; and
- establishment of distribution, assembly or production facilities in the U.S.
The most appropriate market entry model depends on the needs of U.S. customers, who often have set the market entry timeline. Other relevant factors often include the level of capital to be invested and management involvement in the U.S. operation, and the unique goals and legal concerns of each business and its customers, management and shareholders. Many of our clients are family-owned and managed, so avoiding veil-piercing, product liability and similar risks, shielding assets built up often over generations in the home country, planning for inter-generational wealth transfer, maximizing tax efficiency and minimizing legal effort and formalities are of particular concern.
Regardless of the market entry model chosen, the following types of legal services are often relevant:
- organization of a U.S. entity, with a view to optimizing tax efficiency, minimizing legal formalities, and isolating liability risks to the U.S. entity insofar as possible;
- addressing product liability risks;
- drafting various commercial agreements relevant to U.S. market entry including terms and conditions and nomination letters, and sales and distribution, licensing, franchise, supply, acquisition, joint venture, lease, loan and other agreements and contracts relevant to establishing the business
- consideration to options for minimizing the level of capital investment required and financial commitments guaranteed by the home country parent;
- visa and immigration processing, including E, L, H, J, O and P visa processing, as well as green card processing in all employment-based categories, including in the EB-5 Investor visa category;
- trademark, patent, copyright and other intellectual property protections;
- economic development incentives offered by federal, state and local governments and agencies, power suppliers and development authorities, and then helping companies complete projects in the U.S., including emphasis on creative financing based on a combination of property tax reduction, tax credits, grants, low or no interest loans and credit enhancement;
- transaction financing in connection with projects, development authorities, commercial and other lenders, bond financing and credit enhancement;
- employment matters on a national scale, with extensive experience in representing foreign companies in all aspects of managing their employee relations, including preparing employment offers and contracts, employee handbooks and other core personnel policies, compliance with with various federal, state and local laws governing wages, hours of work, working conditions, employee benefits and prohibitions on discrimination, and defending companies in the face of claims and alleged violations;
- responding appropriately but firmly to legal threats and issues when they arise, with the aim of achieving a swift, efficient, practical settlement including, if required, litigation based on an understanding of the differences between foreign and U.S. legal systems regarding dispute resolution and litigation, including cost-effective research of issues, evaluation of legal risks and likely outcomes, navigating U.S. evidence discovery rules, and defending and prosecuting suits in courts and arbitration tribunals across the country;
- contractor licensing;
- commercial real estate matters involving the acquisition, development and sale of real estate throughout the U.S. and overseas, including management of permitting and environmental matters arising in connection with distribution, assembly and manufacturing facilities, malls and shopping centers, office buildings, warehouse facilities, residential subdivision developments, hotels, golf courses, resorts and other types of real property; and
- international arbitration proceedings administered by the International Chamber of Commerce (ICC), the International Center for Dispute Resolution (ICDR) and other major international arbitral tribunals, and the enforcement of such awards under the applicable Conventions.
AGG supports its legal services with multilingual legal professionals, employing attorneys from Germany and India and attorneys and paralegals fluent in Dutch, French, German, Gujarati, Hebrew, Hindi, Italian, Polish, and Spanish.