PRACTICE AREAS Corporate and Real Estate Department Gordon Silver's Corporate and Real Estate Department represents clients within the industries of banking, finance, commercial real estate, gaming, technology, retail and other general businesses, ranging from large, publicly-held institutions to local, closely-held companies and individuals. Members of the Department have the experience and knowledge to advise clients on all aspects of corporate and business law, including business acquisitions, corporate governance, corporate takeovers and takeover defenses, securities law registration and compliance, executive compensation, taxation and entity formations. The Corporate and Real Estate Department also provide a full range of services in real estate law, including the areas of real estate acquisition, development, entitlements, financing, investment, and commercial leasing. Located in one of the fastest growing areas of the country with large-scale sophisticated development projects, the Department's commercial real estate attorneys are proficient in handling complex land assemblage, financings, high-rise condominium and hotel developments and other complex real estate development projects. The firm also has experience with tax credit financing for low income housing and commercial development. Gordon Silver is able to represent clients in all of their corporate and real estate needs and handle a wide variety of transactions including: Negotiating and drafting agreements for purchases, sales and mergers of businesses, including hotel/casinos, financial institutions, manufacturers, restaurants, retail establishments, and technology specialists. Representing parties in real estate transactions, including the acquisition or sale of commercial and retail properties, residential apartment and condominium projects, and land for new development. Representing lenders or borrowers in financing transactions, including construction and permanent loans secured by real estate, financing for hotel/casino properties, and sales of debt or equity securities. Formation of business entities, including corporations, limited liability companies, limited partnerships and non-profit corporations and advising on securities and tax-related matters. Assisting buyers in the due diligence reviews associated with the acquisition of real estate or businesses. Negotiating and drafting real estate leases and advising landlords or tenants regarding assignments, subleases, terminations and renewals. Advising on corporate governance matters including the rights and responsibilities of directors, officers and shareholders of publicly-held and closely-held companies. Negotiating and drafting employment agreements, consulting agreements, and executive compensation plans. Assisting public companies and their significant shareholders in the preparation of periodic reports and stock ownership reports under the Securities Exchange Act of 1934. Preparing securities offering documents, structuring offerings for exemptions from registration under the Securities Act of 1933, and assisting in the related due diligence reviews. Representing banks and other financial institutions in their dealings with state and federal regulatory authorities. Representing bank organizing groups in the process of obtaining new bank charters. Providing a broad range of business and personal tax advice, including advice in structuring business transactions and business organizations and forming new businesses. Acting as local counsel and issuing opinion letters on Nevada law issues in transactions throughout the United States and elsewhere. The Corporate and Real Estate Department also works closely with the Gaming and Administrative Law Department in the representation of companies in the gaming industry and other regulated industries; with the Business Restructuring and Bankruptcy Group to structure business workouts and Chapter 11 reorganizations; and with the Litigation Department in the negotiation and drafting of settlement agreements.