600 Madison Avenue, 14th Floor, New York, NY 10022
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Corporate Transactions and Securities

For more information, please contact Darren Ofsink at This e-mail address is being protected from spambots. You need JavaScript enabled to view it

"From my perspective, there are two kinds of attorneys: deal makers and deal breakers.  The lawyers at Guzov Ofsink are deal makers. They are the people who get things done, as opposed to being hindrances to the transaction."

-Joseph Meuse, Belmont Partners


Guzov Ofsink offers a broad array of corporate services, ranging from incorporations to complete capital financings and mergers and acquisitions. Clients are similarly varied, and include U.S. public companies, international companies (particularly Chinese), investment advisors and broker-dealers, investment funds, and not-for-profit corporations. We are known for our innovative approach to structuring deals, our in-depth cultural and legal knowledge of cross-border transactions, and for expertise in regulatory issues.

As a boutique firm with a hands-on approach, we view our clients' needs from both a legal and overall business perspective, mirrored by an integrated approach among our practices that enables us to meet all their needs.  We provide a high level of service from senior, experienced attorneys, while also keeping an eye on clients' costs by staffing matters appropriately.  Perhaps not surprisingly, clients come to us for one transaction, then consult us time and again, and the vast majority of our business is from referrals.

Corporate Transactions
We have extensive experience in a wide range of corporate transactions, representing clients from initial structuring through contract drafting and negotiation to closing, including: mergers, stock and asset acquisitions, leveraged buyouts, private placements, public offerings, corporate restructurings, joint ventures, spin-offs, and divestitures.  Our long and successful track record allows us to craft innovative solutions that will ensure the success of our clients' transactions.

  • Reverse Mergers - For many smaller companies, reverse mergers are a cost-effective way to "go public" and thus gain access to U.S. capital markets. We shepherd our clients through the process from inception through closing, including sourcing a suitable "shell" corporation, structuring deal terms, negotiating with outside parties, selecting investor relations firms, accountants and other professional service providers, and providing ongoing post-closing assistance with SEC reporting and compliance.
  • International/East Asian companies - We assist many non-U.S. companies in gaining access to U.S. capital markets, either through traditional public offerings or, increasingly, through reverse mergers.  We leverage our extensive network of professionals in the People's Republic of China as well as Chinese counsel, in China and in our offices, making communication and coordination with Chinese counsel and clients seamless.  As with all other corporate clients, we can assist with ongoing compliance issues.

Public Companies

Guzov Ofsink has extensive experience counseling public companies on securities law matters, ranging from IPOs to secondary offerings, "PIPES," and ongoing regulatory compliance. We specialize in working with small-to-medium size public companies, often as an outside general counsel, providing the up-to-date information and services they require to succeed in today's rapidly changing regulatory environment.  Because of our cutting-edge knowledge, we help to formulate corporate compliance policies and procedures designed to address new legal and corporate requirements. In addition, we regularly assist in preparing and filing annual, quarterly, and current SEC reports on behalf of our public clients.

Investment Advisor and Broker-Dealer Representation
Guzov Ofsink provides legal counsel to Investment Advisers and Broker-Dealers in registration, compliance, and regulatory matters involving Federal and State securities laws. Our attorneys have represented Investment Advisers and Broker-dealers before the Securities and Exchange Commission (SEC) and self-regulatory organizations, including the National Association of Securities Dealers, Inc. (NASD), the New York Stock Exchange (NYSE), and a number of regional exchanges.


Investment Funds
Guzov Ofsink provides a complete range of legal services to mutual funds, hedge funds, and venture capital funds, including:  advising on fund structure, formation and financing; representing regulated funds before the SEC, Commodities Futures Trading Commission and state regulators; formation of domestic and off-shore hedge funds, including funds involved in Regulation S offerings; preparing all necessary fund documentation; assisting fund managers in developing creative methods to market their funds within legal and practical parameters; assisting fund managers with ongoing reporting and compliance matters, operational issues, and fund investment transactions.

Not-For-Profit Corporations
Guzov Ofsink provides a full complement of legal services to not-for-profit charitable corporations, including entity formation, counseling concerning event planning, acceptance and disbursement of funds, and general corporate matters.