Practices

BJKL advises domestic and foreign start-ups, primarily from South Korea, on various matters such as founders’ agreements, entity set-up, initial capital or IP contributions, employment agreements, stock award plans and agreements, investment agreements, and liquidation of existing entities, if necessary. The firm often collaborates with incubators, accelerators, and local governments in Northern California and Northern Virginia to support clients.

 

Since its establishment in 2011, BJKL has advised hundreds of domestic and foreign start-ups, beginning from the set-up process all the way to reorganization and liquidation. The firm has also acted as outside general counsel for many mature businesses, providing services including managing employee relocation to the U.S.

 

Leveraging a robust network of co-counsel both in the U.S. and South Korea, BKJL has successfully resolved many business disputes through court petitions or alternative dispute resolution. The firm continues to solve those unique challenges arising from cross-border business transactions.

BJKL represents investors' interests by providing counsel on matters involving private equity, venture capital, investment clubs, and angel investors. The firm typically advises on cross-border tax and business implications related to investment vehicle formations, operations, dissolutions, target due diligence, and active funding negotiations.

 

BJKL has represented a wide range of investors, from small individual investors contributing tens of thousands of dollars to VC/PE funds with AUMs over hundreds of millions of dollars. BJKL’s representation mostly specialized in cross-border transactions, which greatly implicated tax laws and accounting/financial regulations.

 

BJKL represents small to medium-sized domestic and international businesses in buying, selling, or licensing tangible/intangible property, services, or the businesses themselves, either partially or wholly. BJKL frequently advises on corporate strategies to divide, spin off, convert, or restructure the businesses or their specific lines of business.

 

BJKL has represented different sizes of businesses for these transactions. For example, using its unique expertise in tax and accounting, BJKL recently represented a buyer with gross sales exceeding $250 million in a stock purchase agreement and successfully negotiated with the target’s legal counsel to secure over $500,000 in additional working capital, and eventually enforced post-Closing indemnification obligations of approximately $1 million. In a more recent instance, BJKL led negotiations for the purchase of highly lucrative assets that Seller was initially reluctant to sell. Despite the accelerated timeline to complete the deal in about quarter-to-half the usual turnaround time, BJKL successfully structured the deal in a way that would neither trigger nor violate federal and state laws, consummating a highly unique and multifaceted deal.

 

BJKL often represents individuals, families, holding companies, and main business entities, helping them achieve compliance or plan ahead for their future investment, business, or personal transactions, whether they are one-time transactions or recurring events. BJKL’s approach is based on its unique cross-disciplinary, cross-border, and cross-cultural expertise on the subject matters, coupled with its willingness to work with other competent co-counsels within, or even outside of, its professional network. Additionally, BJKL often works with other attorneys and CPAs to ensure that clients meet various industry specific regulatory requirements and develop highly tax optimized transactional plans. 

 

BJKL has served many high net-worth, high-risk foreign or dual status individuals and families for their individual or group interest, through trust if necessary, and assisted them with their U.S. federal, state, and local compliance issues.

BJKL often provides tax planning and compliance services, in addition to or in line with its business planning services. However, BJKL often provides stand-alone tax planning and compliance services. Clients include business corporations, commercial real estate holding companies, foundations, public charities, trusts, affluent families, and high-profile individuals. While BJKL focuses on proper business planning and legal compliance, it is not hesitant to resolve tax disputes through early intervention, so that clients may mitigate the costs associated with lengthy dispute procedures.

 

In the most recent business tax dispute case, BJKL represented a professional corporation in California, with regards to roughly $800,000 assessed in business license taxes. With its unique expertise in tax and accounting, BJKL successfully negotiated alternative tax calculation formulas with the taxing authorities, resulting in a dramatic reduction of taxes due and a future tax burden reduction of over ninety percent (90%). 

 

For the most recent individual tax dispute case, BJKL represented an individual who did not report his virtual currencies trades for many years and was assessed over $385,000. The IRS levied on the Client’s bank account and was ready to file substitute returns for all other affected years. However, BJKL promptly opened the case with the IRS to catch up with all the missing filing information, and successfully resolved the issues, allowing the Client to eventually pay only a few thousand dollars.

BJKL represents risk-bearing organizations, medical groups, management service organizations, and other professional healthcare provider business entities. BJKL provides ongoing compliance and reporting services to state regulatory authorities, advisory services for corporate transactions and provider operations, and assistance with compiling requisite licensing applications.

 

BJKL has served as corporate counsel to the largest Korean-American owned healthcare provider group operating nationally, as well as its MSO. Additionally, BJKL frequently represents physicians, dentists, or psychologists for various business operations and transactional matters, including co-ownership agreements, employment agreements, practice formation, funding, and sales.

 

BJKL frequently serves as corporate counsel for pharmaceutical, life science, and biotech companies. Typically, BJKL clients are based in South Korea or are well-known U.S. companies owned by major pharmaceutical companies in South Korea. BJKL’s representation runs the gamut of these industries, including negotiating, developing, and consummating purchases of minority or majority ownership interests, securing or licensing out intellectual property rights, and facilitating the formation, structuring and execution of collaborative research projects among clients or with third-parties. BJKL works either closely with the general counsel of these companies or acts as the sole outside counsel, consistently leading negotiations on all material terms concerning these agreements.

 

BJKL has served as corporate counsel for some of the well-known public or private biotech and pharmaceutical companies in the U.S. and Korea on matters concerning stock purchase agreements, collaborative research and license or option to license agreements, supply and quality agreements, and master service agreements with contract development or research organizations.