When starting a new venture it is important to select the appropriate entity.Our Business Law practice group in consultation with your accountant will help you to choose the right entity, whether it is a limited liability company, corporation or partnership in order to:
- Provide protection from personal liability.
- Minimize adverse tax consequences.
- Allow flexibility as the business grows.
- Integrate with your estate plan.
For any multi-owner business one of the essential documents is the agreement between the owners.This document, whether it is an operating agreement for a Limited Liability Company, shareholder agreement for a Corporation or partnership agreement needs to address crucial operational and transitional issues. Our Business Law attorneys have the experience to craft an agreement specific to your business operations. Items we routinely include in an ownership agreement include:
- Managerial, operational and financial responsibilities.
- Profit and loss allocations.
- Methods for transferring your ownership interest during your lifetime.
- Treatment of your ownership interest upon disability or death.
- Procedures for resolving disputes among owners.
The ownership agreement is not a static document; it must be periodically reviewed and updated in order to insure that it is consistent with you current business practices. Our Business Law practice group is available to review your agreement and will help you update it to meet your current needs and to bring it into compliance with current legal requirements.
We recognize the life blood of any business is its cash flow.Your cash flow is inevitably tied into the contracts you have with your customers. Do your contracts specify the payment terms and conditions that are acceptable to you, or are they outdated?
Our Business Law practice group is well versed in crafting customer, vendor and operational agreements that work in the real world. Your agreements need to not only address payment terms, but also the crucial issues that routinely arise, such as insurance coverage, dispute resolution, indemnification… Our Business Law practice group is available to review and update your contracts.
When preparing for a business acquisition or sale it is critical to make sure that you have the right team in place to assist you. You need to have counsel who is well versed with transactional matters. Our Business Law practice group has the depth of knowledge and real world experience to assist you in structuring and negotiating your deal in a manner that will protect your interests and get your transaction closed in a timely manner. We also coordinate with our Environmental and Employment and Labor practice groups when needed in order to seamlessly address environmental and employment issues.
An often neglected aspect of owning a business is succession planning.Do you have a plan in place that answers the following questions?
- What happens to your business if you become disabled or die unexpectedly? Do you have an identified successor in place?
- Are your co-owners required to buy out your interest? If so, how is the buy out price determined?
- What if your co-owner dies, will you end up in business with their heirs who have no experience and/or interest in operating the business?
- Are you a sole owner of a professional practice that requires a licensed owner to operate, such as a doctor, engineer…? If you don’t have a succession plan in place will your heirs be forced to sell at a discount because there is no one with the requisite license to run the business?
- If you have a succession plan is it consistent with your estate plan, or does your will say your business interest is left to your spouse or children and your succession plan requires that your co-owners buy out your interest upon death?
Our Business Law practice group has a variety of tools available to help you prepare and implement your succession plan. We also coordinate your succession plan with your estate plan with the assistance of our Trust and Estate practice group
Our Business Law practice group works with a variety of lenders in order to structure the financing needed to fund your operations or acquire or refinance commercial real estate. We are available to assist at the onset with negotiating the loan terms and are able to quickly close the loan in order to get the needed funding into your business.
During the recent economic downturn we were able to assist a number of businesses with their efforts to restructure their existing debt using a variety of mechanisms, including:
- mortgage modifications and
- forbearance agreements.
In some cases we were also able to re-negotiate disadvantageous contracts in order to salvage our clients’ long standing relationships with their vendors and customers which in turn provided long term benefits to all involved. Our Business Law practice group can work with your accounting professionals to negotiate and implement a financial restructuring plan if the need arises.
Assist with understanding and maintaining compliance with federal, state and local laws and regulations.
In order to effectively run a business it is imperative that you stay on top of the constantly changing laws and regulations that effect your operations.Our Business Law practice group can assist you in determining the laws and regulations that apply to your business and develop a plan in order to monitor and keep you in compliance. In addition, we routinely collaborate with the attorneys in our Environmental and Employment and Labor Law practice groups to assist our business clients in complying with environmental and employment laws and regulations.