Business, Corporate and Venture

Sound legal advice on business matters

Sound legal advice on business matters ranging from formative counseling to capital raising to strategic exit planning makes a critical difference for a company’s bottom line, as well as for the financial health of its principals and stakeholders.

The business and corporate attorneys of Fauver, Large, Archbald & Spray are dedicated to providing the proactive, creative and streamlined service required to meet the needs of today’s breed of high-level business persons: local and foreign serial entrepreneurs, high net worth individuals and families, high-tech startups, and growing and established private businesses, often acting as outside general counsel providing a coordinated, seamless and insightful approach to solving legal issues.

Our firm advises clients at any stage of development about the most efficient and effective ways to pursue identified goals while promoting key opportunities and managing risk, including matters such as:

  • Entity selection, registration, restructuring, expansion or dissolution
  • Strategic positioning for startups and early-stage companies
  • Capitalization and early-stage financing issues
  • Operational matters
  • Business transactions
  • Intellectual property advice
  • General counsel services
  • Corporate or partnership sale, merger, or acquisitions
  • Business, corporate or partnership dissolutions
  • Business litigation, including alternative dispute resolution

Because we value trusted relationships and invest significantly in the long-term success of our clients, we deliver practical, relevant advice that responds to each client’s unique circumstances and leverage the resources of our Fauver, Large, Archbald & Spray team to provide comprehensive counsel and representation across the full range of legal needs.

Nonprofit and Tax-Exempt Organizations

Increased oversight from the IRS and government regulators require today’s nonprofit leaders to run a gauntlet of constantly changing laws and regulations. At the same time, tax-exempt organizations are expected to be more transparent then ever before and to adhere to evolving best practices.

Fauver, Large, Archbald & Spray represents large and small private foundations, and public charities including community organizations, trade associations, cooperatives, art organizations, charter schools, as well as supporting organizations and social welfare organizations on a range of tax and business issues particular to these entities, such as entity structuring and governance, unrelated business taxable income, and self-dealing and excess business holdings situations.

Our attorneys work closely with nonprofit organizations to counsel them on the formation, funding and other planning issues associated with tax-exempt entities. We are integrally involved in structuring and forming companies used by exempt organizations as acquisition vehicles as well as investment partnerships formed with exempt partners. In addition, we handle sophisticated income, estate and gift tax planning for closely-held corporations, their executives, and their owners, including issues associated with Subchapter S and limited liability companies, partnerships and private foundations.

In addition to our work on behalf of our clients, each member of our team is committed to serving our community through volunteer and leadership positions and has done so for a wide range of nonprofit organizations throughout Santa Barbara County.

We serve as counsel in the following areas:

Business

  • Data Breaches, Cybersecurity and California’s Breach Notification Law – Appropriate and Statutorily Required Actions
  • Entity Tax Comparison Chart
  • Federal and State Taxation of New Corporations
  • Sham Guaranty Defense: Avoiding Unenforceable Guaranties
  • Delaware Corporations Not the Best for California Startups
  • California’s LLC Annual Fee and Taxation of Multiple Entities
  • Commercial Lease Clauses: The Value of Your Company-Yours or Your Landlord’s
  • Do You Have an Exit Plan?
  • “S” Corporations vs LLC: Which Structure Is Best for Your Business
  • Taxation of Limited Liability Companies
  • Ability to Transfer “S” Corporation to an Inter Vivos Trust
  • Corporate and LLC Federal and California Tax Rates

Corporate

  • “S” Corporations vs LLC: Which Structure Is Best for Your Business
  • California State Taxes and Non-Resident “S” Corporation Shareholders

Nonprofit and Tax-Exempt Resources

  • Avoiding Liability Exposure of Directors, Trustees and Officers of California Nonprofit Corporations
  • Annual Filing Requirements for Tax Exempt Organizations
  • Private Foundation vs Public Charity

Our Business, Corporate and Venture Attorneys

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Other Practice Areas

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820 State Street, 4th Floor
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