Business Law

Business sense and legal ingenuity meet in Vermont and New Hampshire.

Often called upon to collaborate across all service areas, our Business Law attorneys ensure each client receives the very best combination of business sense and legal ingenuity. With an unwavering commitment to excellence and client satisfaction, Downs Rachlin provides a complete range of legal services to individuals and business entities in the areas of:

  • formation of corporations, limited liability companies and other business organizations
  • commercial loan transactions
  • equity financings (including private equity and venture capital)
  • mergers and acquisitions (including sales of stock and assets, management buyouts, recapitalizations and reorganizations)
  • formation and operation of captive insurance companies
  • federal and state tax planning
  • executive compensation (including employment agreements, stock option plans and incentive compensation arrangements)
  • trusts & estates and probate administration
  • business succession and wealth transfer planning.

Our service knows no bounds.

Collectively, Downs Rachlin’s Business Law attorneys are licensed to practice in Vermont, New Hampshire, New York, Connecticut, Massachusetts and Texas, as well as before two U.S. District Courts and the U.S. Tax Court. We are actively involved in professional organizations and trade associations related to our areas of concentration.

Additionally, our corporate lawyers have strong business backgrounds and experience in a range of industry sectors from health care to telecommunications and from nanotechnology to supermarkets. We understand the complexities of business operations and can advise you on how to develop, market, and maximize assets in a range of matters including:

  • private placements of debt and equity
  • tax-free and taxable acquisitions and sales of stock or assets
  • in-state or offshore captive insurance domicile
  • executive compensation

Entrepreneurial and business-minded, Downs Rachlin attorneys have the legal skill, financial savvy and industry knowledge required to negotiate in the dynamic corporate legal arena on your behalf.

Local roots, global reach.

Downs Rachlin Martin is the exclusive member firm in Vermont for Lex Mundi – the world’s leading network of independent law firms with in-depth experience in 100+ countries worldwide.

As part of the Lex Mundi global network, we can provide our clients with preferred access to more than 21,000 lawyers around the world – all from a single point of contact.

Individually, each Lex Mundi member firm is a leader in its local market. Collectively, Lex Mundi firms provide global legal resources with unmatched depth and breadth. Working with other Lex Mundi firms, we are able to seamlessly handle our clients’ most challenging cross-border transactions and disputes.

Simply stated, our membership in Lex Mundi gets you boots on the ground when you need them, but not on the bill when you don’t.

Recent Accomplishments

Our dedicated attorneys represent a wide range of U.S. and international companies in both the local and rapidly evolving global markets in matters such as:

  • Represented Marathon Health in the sale of a majority stake of its business to General Atlantic.
  • Assisted a Vermont-based specialty components manufacturer in acquiring a New Hampshire company with complementary capabilities, resulting in a combined company with more depth and a diverse customer base.
  • Represented the US-based subsidiary of a Swiss company in acquiring an aerospace components manufacturer with operations in New Jersey and the Caribbean.
  • Represented a publicly traded Canadian corporation in restructuring the operations of multiple US-based  and offshore direct and indirect subsidiaries.
  • Represented a Vermont manufacturer in the sale of its stock to an ESOP, resulting in a tax-efficient liquidity event for the previous owners and an incentivized workforce.
  • Represented a leading Vermont-based fabricator and manufacturer in its sale of assets to a private equity group.
  • Represented a regional client in acquisition and divestiture of substantial tracts of timberland in northern New England and the state of New York, successfully navigating across state lines and laws.
  • Served as principal outside counsel to national metropolitan private equity firm.
  • Reorganized a taxable multi-million group captive insurer from a C corporation into a reciprocal inter-insurance exchange to facilitate more flexible and tax-efficient insurance operations.
  • Assisted the world's largest wireless telecommunications infrastructure management company in acquiring nearly 10,000 assets located in more than 20 states.
  • Served as counsel in connection with $50 million acquisition utilizing high yield, pay-in-kind debt obligations.
  • Represented a global outsourcing company with business presence in India, London, Australia, Singapore and the U.S.
  • Served as counsel to $48 million financing and refinancing of client's operations throughout the Western Hemisphere.   
  • Served as special US counsel to Swiss company's global CHF 125,000,000 credit facility.


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