Securities Lawyers for Denton, Texas
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Jessica W.
Family and Probate attorney with over 15 years experience.
"Jessica is a great lawyer, and I would recommend her to anyone."
Joe S.
M. Joseph “Joe” Smith is the founder of Celina Law, P.C. and Amirext LLC. Licensed to practice law in Connecticut and Texas, he helps clients with commercial contracts, mergers and acquisitions, financing, corporate governance, and disputes. Whether reviewing a straightforward agreement or guiding a complex transaction, Joe brings practical judgment and personal attention to matters large and small.
"Joe was responsive, communicative and a real advocate for me. He was thorough with the work, and managed expectations very clearly. I would 100% hire Joe again, and may do so very soon."
Mike R.
Practicing attorney and former law professor with 28 year's experience, including class actions and appeal. Primary practice areas: commercial litigation, contracts, business counseling, formation, collections, asset protection, employment, and government regulation. Extensive law teaching experience, including legal writing, legal research, contract drafting, civil procedure, contracts, conflict of laws, and business organizations. Attorney Rusco heads Rusco Law. Rusco Law attorneys practice in California, New York, Texas, Colorado, and Wisconsin. For more information, please visit www.ruscolaw.com. For more information about business counseling services, please visit https://www.ruscolaw.com/practice-areas-and-services-offered. Rusco Law combines big-firm expertise with small-firm personal attention to give a limited set of clients unparalleled representation and service. We provide: • Complete litigation services, from pre-filing demands through Supreme Court appeals. Extensive experience in commercial, employment, tribal, and personal injury matters. • Sophisticated business counseling with an emphasis on start ups, including formation, risk management, internal governance, employment policy, regulatory advocacy, and trademark/trade secret/patent protection. • Detailed contract negotiation, review, and compliance monitoring, including major construction and service agreements. • Full-spectrum legal support for principals and their families, including passionate injury representation, including childcare and playground accidents.
"Was flexible in scope as things changed. Helped get the job done."
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Anna C.
I am a business attorney focused on practical, efficient contract drafting, review, and negotiation for healthcare organizations and growth-stage and established businesses. My work includes commercial agreements such as NDAs, MSAs/SOWs, leases, vendor and services agreements, SaaS, and employment and severance agreements. I partner closely with clients to identify key legal and business risks, deliver clear, business-minded redlines with concise issue summaries, and keep transactions moving. Clients value my responsive turnaround, judgment, and ability to balance risk with commercial objectives.
"Wonderful experience. Very knowledgeable and quick to respond. Will use again if I need this type of work without hesitation!"
April 29, 2025
Jennifer W.
I am a seasoned real estate attorney with over 20 years of experience advising clients across all facets of real estate development, leasing, and construction. Known for a practical and solution-oriented approach, I have guided developers, property owners, and investors through complex transactions, contract negotiations, and regulatory challenges with efficiency and clarity. I also worked in house for the largest developer for Target retail centers in North Texas.
JOSEPH R.
June 20, 2025
JOSEPH R.
Since starting as a Wall Street lawyer in 2004, I have led and closed 100's of transactions ranging from small business acquisitions to multi-billion-dollar domestic and international deals as well as private capital raises large and small. With over 20 years of experience in corporate, M&A, and securities law, I provide strategic legal counsel tailored to high-stakes business initiatives as well as critical advice to startups and companies raising capital. 🔴CORE PRACTICE AREAS: Capital Raising: Structuring and preparing Private Placement Memorandums (PPMs), SAFE Notes, Convertible Notes, Promissory Notes, Bridge Notes, Warrants, Reg A, Reg CF, Reg D, and Reg S offerings. Business Transactions: Representing buyers and sellers in domestic and cross-border M&A. Startups and Growth-Stage Businesses: Formation, structuring, scaling, and preparing businesses for investment or acquisition. Exit Planning: Legal strategy and execution for business sales and investor exits. Strategic Advisory: Advising boards of directors, C-suite executives and founders on overall business strategy and business acquisition/disposition matters. 🔴LEGAL EXPERTISE: Structuring and negotiating complex M&A and capital markets transactions. Drafting core transactional documents: purchase agreements, subscription agreements, operating/shareholder agreements, and corporate governance materials. Advising on securities compliance, including Reg A, Reg D, and Reg S offerings, Blue Sky compliance, and SEC filings. Fund formation and structured finance: extensive experience with CDOs, CMBS/RMBS, and Investment Company Act issues. Partnering with senior management and boards to align legal strategies with business objectives. Collaborating with international counsel and multidisciplinary teams on multijurisdictional deals. 🔴TRACK RECORD: Former Senior Associate Attorney at international Corporate M&A powerhouse Clifford Chance and top Corporate & Structured Finance law firm Thacher Proffitt & Wood both in Manhattan (New York City), where I represented investment banks, public and private companies, private equity sponsors, startups and hedge funds on strategic transactions. Closed and supported multi-billion-dollar deals across industries and jurisdictions. Delivered practical legal solutions to drive successful outcomes for clients ranging from startups to global financial institutions. I am licensed to practice law in New York and Texas. Corporate & Securities Attorney | Strategic Deal Advisor | M&A and Capital Raising Specialist
July 19, 2025
Maricela G.
I’m a Texas-based attorney with extensive experience in business law, real estate transactions, estate planning, probate, and immigration. I focus on providing clear, efficient, and client-focused legal solutions. Whether you're looking to draft, review, or negotiate contracts, I bring a practical mindset and attention to detail to protect your interests and help you move forward with confidence.
September 8, 2025
Scott M.
Real Estate, Finance, and Business Attorney in the Dallas area, specializing in multifamily, hotel, public improvement districts, business law, and all types of real estate matters. I can also assist with uncontested divorces.
September 18, 2025
George M.
I am a corporate lawyer with extensive experience assisting clients of all sizes, from solo practitioners to enterprise-level international corporations. Over the course of my career, I have negotiated, drafted, and reviewed thousands of contracts spanning a wide range of industries and complexities. My practice is focused on delivering practical, business-oriented legal solutions that help clients protect their interests and achieve their goals.
September 24, 2025
David A.
David M. Abner is a practicing attorney with over 30 years of experience representing clients ranging from startups to Fortune 500 companies in California and Texas. Mr. Abner is currently based in Los Angeles, California, and his practice focuses on negotiating the purchase and sale of businesses; negotiating equity and debt financing agreements; drafting and negotiating revisions to a variety of commercial agreements; and investigating and responding to law enforcement and regulatory compliance investigations. Additionally, Mr. Abner has considerable experience dealing with litigation involving ownership and valuation of privately held companies. He has tried nearly a dozen cases in private practice, including cases involving breach of contract, products liability, fraud, and officer and director liability. As in-house counsel for Ashland Inc., Mr. Abner worked with business leaders daily to assess, manage and prevent a variety of legal risks that threatened the viability and profitability of products, services and customer relationships. His efforts produced results that included settling a $700M anti-trust class action lawsuit for less than $7M; assisting in closing the sale of the company’s joint venture interests in an oil and gas subsidiary; assessing and quantifying the liabilities associated with the acquisition of other businesses; and supervising Ashland’s responses to DOJ, FBI and EPA investigations. Mr. Abner has been licensed to practice law in Texas since 1993, and in California since 2012. Mr. Abner obtained his Juris Doctorate from the Dedman School of Law at Southern Methodist University in 1993, and a Bachelor of Arts degree from the University of South Carolina in 1990.
February 12, 2026
Chase L.
Chase D. Lambert, Esq. is a distinguished commercial business litigation attorney with a profound academic background and extensive experience in both transactional and litigation legal realms. A graduate of Kansas State University, Chase holds a Dual Major in Entrepreneurship and Finance, accompanied by a Minor in Economics, reflecting a multifaceted understanding of business dynamics and economic principles. Continuing his academic journey, Chase pursued his legal education at Pepperdine Law, where he further honed his expertise with an emphasis in Entrepreneurship through the prestigious Palmer Institute for Entrepreneurship in the Law. This specialized training equipped him with a nuanced understanding of legal intricacies within entrepreneurial ventures, empowering him to offer comprehensive legal solutions tailored to the unique needs of business clients. Throughout his career, Chase has demonstrated an unwavering commitment to excellence and client satisfaction. With a diverse clientele spanning across various industries, he has successfully navigated complex legal landscapes, adeptly handling a myriad of transactional and litigation matters with precision and efficacy. With a strategic mindset and a passion for advocating on behalf of businesses, Chase is dedicated to delivering unparalleled legal representation characterized by diligence, integrity, and a results-driven approach. His legal acumen, coupled with his understanding of business dynamics, renders him a formidable asset for clients seeking proficient legal counsel in commercial litigation matters. Beyond his professional endeavors, Chase remains actively engaged in the legal community, continuously seeking opportunities to stay abreast of emerging trends and advancements in commercial law. Committed to excellence in every aspect of his practice, he remains poised to provide comprehensive legal guidance and steadfast advocacy to businesses navigating the complexities of the legal landscape
March 1, 2026
Erica L.
I’m an experienced attorney offering practical, client-centered representation across contracts, estate planning (wills), and family law matters. I focus on clear communication, efficient strategy, and results that fit real life, not just the rulebook. Whether you need a straightforward document or steady advocacy through a difficult transition, I provide reliable guidance from start to finish.
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Browse Lawyers NowSecurities Legal Questions and Answers
Securities
LLC Operating Agreement
Texas
Can an LLC buy stocks for a fee?
I'm forming an LLC in order to manage some money investing in the stock market, (Friends and family only) I will be charging a percentage fee on the profits. Can an LLC be formed to invest in stocks and charge a performance fee? Thank you.
Forest H.
Generally, if you are "advising others regarding investment decisions for compensation" you are regulated by the SEC as an investment advisor and subject to oversight and registration with the SEC. There are exemptions, for example, a "Family Office" is not required to register. However, all investors and owners in a Family Office must be actual family and friends would be excluded.
Securities
Stock Option Agreement
California
Stock option agreement and stock splits?
I am an employee of a company that is planning to offer stock options as part of my compensation package. I am trying to understand what would happen if my company does a stock split. Would my stock options be affected by the split, and if so, how? I want to make sure I understand the implications of a stock split before I accept the stock options as part of my compensation.
Thaddeus W.
Good question! Typically, a stock split will result in an appropriate adjustment to an option award so that, after the adjustment, the option holder (you, in this case) is "made whole" -- that is, you are effectively in the same place economically (as far as this option is concerned) after the split with the option as you were before. If you look at your company's Stock Plan (the plan under which your options were authorized and granted to you), you will probably find a section called "Changes in Capitalization." (Or, you can search to document for the word "split" and may be able to find the governing provision that way.) The provision might be included in your Stock Option Agreement, but typically it is covered in the Plan. Anyway, the provision (wherever it is located in your documents) would normally say something along the lines of the following: "In the event of a stock split (and other events), the following will occur: (i) the numbers and class of shares covered by your option award, (ii) the exercise price per share of each outstanding option, and (iii) any applicable repurchase price per share issued under any option award, will be automatically proportionately adjusted in the event of a stock split (or other event)." (Usually the language is even more "legalesey" but that's pretty much the jist of it.) Of course, its impossible to say for sure in your situation (or in any other specific situation) without seeing the relevant documents and knowing all other relevant details, but that would be the typical approach.
Securities
Subscription Agreement
California
Is it possible to modify a Subscription Agreement after it has been signed?
I recently entered into a Subscription Agreement with a company to purchase shares in their business. However, since signing the agreement, I have come across some unexpected financial circumstances that may prevent me from fulfilling my obligations under the original terms. I am wondering if it is possible to modify the Subscription Agreement to accommodate these changes, or if I am legally bound to the original terms of the agreement.
Christopher N.
The short answer, as with all legal questions, is: it depends. You can certainly propose modify or be reased from your obligations, and depending on the company, your circumstances, your relationship, and their financial position, the company may be willing to entertain accomodations. It doesn't hurt to ask. Be prepared, however, for "penalties," which could mean the loss of your entire investment, significant reductions in the amount of your investment, etc. You may want to consider approaching other investors to see they would be willing to purchase some or all of your stake -- perhaps at a greater value than the company would offer. We highly recommend you consult with a business or securities attorney to be advise you the specifics of your agreement and explore exit or other strategies. Good luck!
Securities
SAFE Note
California
SAFE Note interest accrual?
I am a business owner who recently completed a Series A round of funding. As part of this funding round, I issued SAFE Notes to my investors. I am now trying to understand the implications of these notes, specifically regarding interest accrual. I want to make sure I am compliant with all the terms of the SAFE Note agreement and understand the effects of interest accrual on my company's finances.
Thaddeus W.
Thanks for the interesting question. There may be some conflation of issues here. A few points may help to clarify -- 1. A SAFE and a Note are different animals. Notes are debt instruments and, accordingly, usually have an interest component. SAFE's are not debt and so do not accrue interest. Convertible Notes and SAFE's are similar in that they both typically convert into preferred stock when the company **later** issues preferred stock. Also, Convertible Notes and SAFE's are often issued without regard to a company's then-current valuation. 2. You said your company issued SAFEs / Notes "as part of" a Series A funding. That's not legally impossible, of course, but it would be unusual, so it would be helpful to make sure we are using the same "glossary" of terms. Typically, the phrase "Series A funding" refers to a company's issuance of Series A Preferred Stock; such transactions involve putting a value on the company so that the Series A stock can be priced. Series A rounds often are preceded by the company issuing Convertible Notes or SAFE's without a valuation of the company (that is, the company and investors "kick the can down the road" to a later time when the company's operating history can justify a valuation). Then, when the Series A round occurs and shares of Series A are priced based on the company valuation, any pre-existing Convertible Notes and SAFE's convert into shares of Series A preferred stock at a conversion price that is equal to the price paid by the Series A purchasers, minus the discount that the Convertible Notes or SAFE's give to their holders. (NOTE: these days, often there is a round of preferred stock sold BEFORE Series A, called Series Seed. This is not required, but common. Sometimes SAFE's or Notes are issued between Series Seed and Series A, but, again, it would be the odd investor who purchased a SAFE or a Note in the same financing round in which preferred stock is sold.) 3. The implications of SAFE's and notes can be several. One of the biggest is their impact on the company's capitalization table ... that is, on the ownership interests of other shareholders, especially the founders. The terms of each Note or SAFE will determine their impact when they convert, especially if they have a "valuation cap" ... which is a provision by which an effective discount is given to the holder of the SAFE / Note. Valuation caps can result in more dilution to the founders and other pre-existing shareholders than they might expect, depending on the actual valuation of the company when these Convertible Notes and SAFE's do convert. 4. If you issued Convertible Notes or SAFE's as part of a Series A preferred stock round, the investors purchasing the Series A would have to have known about and approved of it. Their lawyers would have certainly raised eyebrows and asked questions. If these Convertible Notes / SAFE's were issued outside of the knowledge of the Series A investors, this would be expected to be problematic for the company, and possibly a breach of the Series A investment documents, or even a violation of certain securities laws. But, if all was approved by the investors, no problem. 5. Another implication worth noting is that since Convertible Notes are debt, they typically would be carried on (shown in) the company's balance sheet. Investors in Series A round always or nearly always have Information Rights to see the company's financial statements and be kept current on changes. Normally the company would have a contractual obligation to provide quarterly, if no monthly, financial reports and updates to Series A investors. These reports should include all information about SAFE's and Notes. 6. It should also be noted that Series A investment documents typically restrict the company from issuing many types of new securities without the approval of what these docs often call the "Requisite Holders." This is a defined term in the Series A investment docs (normally in the company amended and restated Charter), and is defined as the Series A holders that hold at least a stated number (e.g., a majority) of all of the Series A shares sold in the round. Note that these answers are not and should not be taken as legal advice for your particular situation. You should retain qualified legal counsel to have a formal lawyer-client relationship and your lawyer should review all relevant information. But, these concepts here are pretty fundamental. ~Thaddeus Wojcik, Wojcik Law Firm, PC
Securities
Private Placement Subscription Agreement
New York
Can you please explain the key provisions and considerations in a Private Placement Subscription Agreement?
I am in the process of investing in a private placement offering and have been asked to sign a Private Placement Subscription Agreement. While I understand that this agreement outlines the terms and conditions of my investment, I would like to have a better understanding of the key provisions and considerations that I should be aware of before signing. I want to ensure that I am fully informed about my rights, obligations, and any potential risks associated with this investment opportunity.
Danny J.
Here are the top 5 most important provisions in a Private Placement Subscription Agreement: 1. Investment Details (number of shares/units, price, total amount) 2. Investor Representations and Warranties (accredited investor status, risk understanding, etc.) 3. Company Representations and Warranties (accuracy of information, compliance, etc.) 4. Transfer Restrictions (limitations on selling or transferring securities) 5. Use of Proceeds (how the company will use the invested funds) It's important to note that there are at least up to 12 key provisions to consider in a comprehensive Private Placement Subscription Agreement. In addition, each agreement can have unique terms that require careful consideration unique to the deal or industry it's for. The specific language used in these clauses can significantly impact your rights and obligations as an investor. Given the complexity of these agreements and the potential risks involved in private placements, it would be prudent to have a thorough legal review before signing. As an experienced securities attorney, I could: 1. Analyze the specific terms of your agreement 2. Explain how each provision may affect your investment 3. Identify any unusual or potentially unfavorable terms 4. Advise on negotiating more favorable conditions, if necessary 5. Ensure the agreement complies with relevant securities laws Would you like to discuss your specific Private Placement Subscription Agreement in more detail to ensure you're making a fully informed decision about this investment opportunity?
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