Business / Corporate Law
Corporate law addresses a wide and varied range of issues which impact everything a business entity (whether corporation, limited liability company, partnership or some variation of the foregoing ) may, and in many situations certainly will, face during its existence. Whether it is the initial meeting to discuss choice of entity and minimization of corporate or personal taxes, preparation of formation and governance documents, agreements between owners to restrict the sale and transfer of stock or to provide liquidity in the event of death, disability or other triggers (e.g., Buy-Sell Agreements), resolution of disputes between directors or shareholders, contracts with employees, vendors and customers, financing matters, employment issues, the sale and purchase of divisions, assets or entire companies, a “corporate lawyer” should be consulted and involved in reviewing the options available to achieve your objectives.
We work proactively in bringing our years of experience in business not only to provide guidance in choosing which entity makes smart sense both from a tax and operational perspective, but explaining why a particular entity is preferable over others.
If partners, or other investors, are involved, additional documentation is advisable to memorialize the amount of investment, expectations concerning distribution, governance issues and management rights. Important to consider early on in the company’s existence is the advisability of a Buy-Sell Agreement, either where the company buys, or the other owners buy, the shares or interests upon a shareholder’s or partner’s death, disability or other separation from service with the company.
Experienced attorneys will provide you with comprehensive, personalized corporate law services whether incorporating a new business or counsel on any of the myriad of legal matters that come up during business life. Specializing in helping small business owners and the owners of medium-sized businesses, our business attorneys will guide you through the maze of laws and regulations that govern your business industry.
We assist entrepreneurs and new business owners in understanding and selecting the appropriate type of company, or “entity,” they wish to form, whether it be a standard “C” corporation, a Subchapter “S” corporation, limited liability company, partnership, or other entity, each type having its own tax consequences. We advise on all legal requirements for their chosen entity type.
Once a business is established, providing ongoing counsel for matters of financing, buy-sell agreements, contracts, governance issues, mergers and acquisitions, divestitures and more, are at your disposal.
Advising non-profit organizations, including obtaining federal tax-exempt status under Section 501(c) of the Internal Revenue Code and counseling clients on legal matters unique to non-profit organizations, is also available.
Some of the corporate law services available to small- and medium-sized businesses:
- Affordable Care Act
- Annual Meetings, Special Meetings
- Asset Acquisitions
- Board of Directors/Member Relations
- Buy-Sell Agreements
- “Choice of Entity” Considerations
- Covenants Not-to-Compete (Non-Competition Agreements)
- Employment Agreements
- Governance Issues
- Limited Liability Companies
- Non-Profit Corporations
- Redevelopment Corporations
- Registered Agent Services
- Shareholder Disputes
- Shareholder Rights and Issues
- Tax Free Reorganizations
- Tax Issues
- Transfer of Interests
Corporate Law Articles
Breaching Fiduciary Duties in LLCs: Did the Bad Actor Really Expect a Different Outcome?
From my vantage point, there are close calls, and then there aren't. This is a story where the facts and arguments point, indisputably, to the issue not being even remotely close when viewed from the reasonable person standard. In a recent case involving two subjects...
Corporation vs. LLC – Is the Decision Any Clearer?
For years, it seems that choice of entity has been given, at best, only passing attention. While everyone contemplating starting a business has heard of corporations, that entity is viewed as their father’s entity, not the newer, hipper limited liability company...
The Devil’s (Still) in the Details: Deadlines and Liquidated Damages Clauses
A recent case out of Illinois illustrates the danger of failing to keep track of deadlines, and expounds on the purpose of liquidated damages. The facts of the case are rather straightforward, but the results surely must have stung for one of the parties. A contract...
Resources for Navigating the Impact of the Coronavirus
These are trying times for employees and employers alike in just about every industry imaginable. Disrupted work, adjusting to work from home (for the lucky ones!), uncertainty about how long stay-at-home and social distancing orders will last, outright business...