Real Estate / Banking

At O’Malley, Miles, Nylen & Gilmore, P.A., our real estate attorneys provide advice and counsel to builders and owners in real estate transactions. Attorneys in the Real Estate & Banking Practice Group are experienced in handling all aspects of transactions involving the sale, acquisition and development of real property. Additionally, we regularly represent our clients' interests in financing transactions as well as the leasing of retail, commercial, and industrial properties. Our review and analysis of title defects, curative requirements, and title insurance underwriting skills protect the value of real estate assets for OMNG client property owners.

Business Acquisitions

As counselors to clients ranging from new entrepreneurs and small family-owned operations to multi-million dollar corporations, O’Malley, Miles, Nylen & Gilmore, P.A. attorneys have experience advising our clients in the planning of business acquisitions and dispositions. Our attorneys are also experienced in the organization and set-up of all types of business entities, and the coordination of licensing and regulatory compliance. We represent our client's interests in both franchise and non-franchise sales and acquisitions of food and beverage operations, service businesses, hotels, dry cleaners, retail facilities, racetracks, computer service providers and medical practices.

Business Dissolution/Liquidation

Attorneys represent clients in the final phases of the dissolution and liquidation of business entities. Our lawyers work closely with the client and their financial advisors and accountants to prepare the necessary documentations which will in an orderly fashion close down the operations of the clients designated business activities.

Business Entity Formation/Stockholder Agreements

Attorneys at O'Malley, Miles, Nylen & Gilmore will prepare the necessary legal documents according to law that will create the business, whether it’s a corporation, limited liability company, partnership or other type of entity, and also the various agreements as between the owners of these entities that are required, including operating agreements, by-laws, and various types of resolutions and agreements for corporations.

Business Entity Formation

Our attorneys work with business clients by counseling on formation and choice of the appropriate business entity (corporations, limited liability companies, partnerships or limited liability partnerships) to day-to-day growth and governance, strategic initiatives, stock and asset sales, and dissolution. We also handle contract drafting, negotiation and litigation. As part of the formation process, we will complete all necessary filings with the State Department of Assessments and Taxation, including obtaining Certificates of Good Standing and entity tax identification numbers.

Condominium Formation

The real estate lawyers at O'Malley, Miles, Nylen & Gilmore help clients form commercial and residential condominiums under Maryland law. Our lawyers are up-to-date on the Maryland Condominium Act, and assist in preparing the documents that go into a residential public offering statement which will include the declaration of condominium, by-laws, articles of incorporation of the condominium unit owners association, and various elements of the public offering statement prepared by our attorneys or are reviewed by our attorneys based on submissions from the client.

Contracts – Drafting and Negotiation

Our lawyers work with clients in the purchase and sale of commercial, retail, and industrial properties. There are also instances where land being designated as residential development are included in these contracts. Typically, we will prepare a letter of intent or review a letter of intent, which will then form the basis for negotiation of a contract or agreement of sale between the parties. If the property includes income producing assets, such as office buildings and shopping centers, then our lawyers will also prepare the necessary leasing documentation for the buyer/seller.

Financing/Secured Transactions

Our lawyers have a great deal of experience in representing financial institutions, including banks, credit unions, and insurance companies, in drafting and negotiating loan documents for the development, construction, and acquisition of commercial, retail, and industrial projects. In addition, our lawyers also represent purchasers of commercial, retail, and industrial properties and land for residential development and negotiating complex financial instruments for the eventual development of land and projects, including commercial, retail, industrial and large-scale residential.

General Corporate Representation

Our lawyers represent corporations in maintaining their annual status with the Maryland Department of Assessments and Taxation, which would include attending board meetings and preparing minutes to keep the corporation active and in good standing with the State of Maryland. We also advise clients on matters pertaining to their general business operations and strategic planning needs.

Insolvency Proceedings/Creditor Loan Workouts – Lender or Borrower Mortgage Loan Closing

As counsel to lending institutions, our lawyers often represent lenders in closing loans secured by real property. The services include preparation of loan commitment letters and loan documents and review of title, survey and corporate/entity records of the borrower and any guarantors. In addition, we assist our lender clients with a variety of due diligence services, including property status, zoning violations, legal status and investigation of title encumbrances.

Mortgage Loan Transactions

In cases where the Firm is not conducting the closing on a mortgage loan or transaction, our attorneys are equipped to assist clients in all other aspects of mortgage loan transactions, and the lawyers at O'Malley, Miles, Nylen & Gilmore also can prepare the title insurance referenced below under Real Estate Closings.

Real Estate Closings

O'Malley, Miles, Nylen & Gilmore attorneys are registered title agents and, as such, are licensed in Maryland to handle real estate closings for commercial, retail, and industrial properties representing the buyer/seller. These real estate closing services include reviewing the title and survey; and preparing closing documents, coordinating all disbursements in connection with the closing, recording of all instruments of record, on behalf of the parties and issuing title insurance after closing.

Sale of Business Entity

Beginning with a letter of intent, the lawyers at O'Malley, Miles, Nylen & Gilmore will also prepare and negotiate complex agreements of sale and purchase for business entities selling assets and/or stock and membership interests in achieving our clients goals while protecting their interests. This includes preparation of corporate resolutions, negotiation of stockholder agreements and filing of all required State notifications and notices to creditors.

Sale/Lease of Realty

Many commercial clients of O'Malley, Miles, Nylen & Gilmore rely on our lawyers to prepare, negotiation, and review leases for shopping centers and office buildings. Our transactional attorneys are experienced and ready to assist our clients in all aspects of the purchase and sale of these properties. This may include negotiation of purchase and sale agreements, commercial leases, financing statements, tenant estoppel forms, and all other legal documentation related to the ownership and operation of commercial properties.

Personalty Buy/Sell/Lease

Frequently, the purchase/sale of commercial property includes the disposition of personal property as well. Our lawyers are prepared to assist our clients in the preparation of contracts or bills of sale connected with transferring personal property. We also work with the buyer in arranging and reviewing financing if borrowing funds are involved in the transaction.

Transactional Opinions