Business | corporate & real estate

Scali Rasmussen attorneys focus on the strategies and steps business owners and companies can take to make the most of new opportunities and legal protections. Our diverse clientele includes privately held corporations, public corporations, limited liability companies, entrepreneurs, corporate directors and officers, and commercial real estate developers.

Experience with entrepreneurs, dealerships and businesses of all sizes strengthens the commercial insights and legal contexts we provide. Known for pragmatic and individualized solutions marked by uncommonly good sense, our attorneys' areas of business law cross the spectrum and include:

We successfully navigated the $60 million sale of a California franchised auto dealership group’s assets including real estate

Business formation

Starting your enterprise on the right footing helps prevent disruptions and other future challenges. From identifying the optimal entity structure for your business to negotiating and drafting essential agreements and contracts, our full range of formation services includes advice and counsel on:

  • Entity formation and selection
  • Corporate maintenance
  • Commercial lease transactions
  • Contractual matters
  • Employee policies and agreements advice
  • Contracts
  • Franchise formation

Scali Rasmussen litigators have been tested and proven in hundreds of business disputes. Whether settling a conflict at its earliest stage or defending clients against class action threats, we lead the resolution process so it's efficient and effective.

From employment claims to cybersecurity, franchise and lender litigation, our experience aligns with all the areas and forums that businesses may need to enforce their rights or defend themselves from claims. More about our in-depth litigation services>

Advertising law

A misstep in advertising practices can trigger the interest of an agency investigation and cause reputational harm. We advise on how to avoid, and when necessary respond to, investigations by federal and state government agencies for alleged false advertising, and unfair sales and marketing practices.

From reviewing advertising for compliance purposes to advising on compliance implications of product launches, we counsel on such issues as:

  • Federal Trade Commission (FTC) compliance
  • Proposition 65 compliance
  • Consumer Product Safety Regulation compliance
  • Children's Online Privacy Protection Act (COPPA)
  • Gramm-Leach-Bliley Act (GLB)
  • Internet and mobile marketing,
  • Social media marketing
  • Rights of publicity

We litigate false advertising and unfair competition claims between competitors in court, and we litigate false advertising consumer class actions for businesses. In addition, we stand by you should agencies such as the Federal Trade Commission (FTC) or Department of Motor Vehicles (DMV) take an interest in your advertising practices and claims.

Financial services law

 

Our robust financial services practice covers consumer and commercial lending compliance, enforcement and defense, and corporate matters. From advice and counsel on operational and compliance concerns to in-depth litigation resources, we protect and defend your interests and help you avoid regulatory violations at the state and federal levels. We represent banks, finance companies and other financial institutions.

Litigation

Resolution of disputes and litigation and disputes is a practice focus. Our attorneys have litigated a wide range of claims in arbitral forums, in court and in bankruptcy proceedings related to:

  • Enforcement/Collection
  • Defense
  • Chargeback
  • Participation agreement litigation
  • Third-party litigation

We have guided clients through favorable outcomes in litigation involving secured loans, including collection on secured instruments, marshaling of assets, commercial reasonableness, and notice issues.

Compliance

For consumer financial services clients, our compliance counsel addresses advertising, customer service, collections, TILA obligations, the California Automobile Sales Finance Act, and much more.

Our compliance counsel to commercial financial services companies is extensive and includes secured lending, real estate lending, inventory financing, fleet financing, advertising, participation agreements and other key areas.

Corporate and Transactions

We represent financial entities on corporate law issues, including mergers and acquisitions, change of control, and board of director matters.

During transactions, institution-wide compliance often is at issue. We have experience advising on related cybersecurity and privacy concerns, Red Flags Rules, and other prevailing state and federal statutes. Additionally, we have advised our clients in connection with:

  • Capital-related issues
  • Office of Foreign Assets Control (OFAC) counseling
  • Outsourcing
  • Regulatory initiatives and legislation
  • Stored-value card programs

Franchise law

Franchise law is a practice focus at Scali Rasmussen. We have decades of experience representing

franchised businesses and have advised businesses on the creation, maintenance and termination of franchises.

Disputes often occur in the franchise relationship, and we have litigated numerous franchise claims and lawsuits involving such issues as antitrust, terminations, additions, relocations and franchisor audits.

Auto dealer franchise advocates

Auto dealers' disputes with the factory or franchisor are an in-demand area of counsel. We advocate and negotiate on behalf of dealers involving disputes with a franchisor or “factory.” If necessary, we prosecute or defend protests and petitions filed with the California New Motor Vehicle Board. Other issues we resolve include:

  • Relocations
  • “Add points” and terminations
  • Factory chargebacks after warranty or incentive audits
  • Exclusive sales and service facility demands
  • Minimum sales and/or CSI performance addendums
  • Changes in market representation
  • Dealership successor approval challenges
  • Factory vehicle "dumps" on dealers

More about automotive franchise protests and litigation >