Business Law & Services
Everything in black and white is not always black and white….
Our Business Clients are typically small and medium sized businesses, run by good people who work hard to provide for their families and employees. We offer a full range of services for our business clients including Resident Agent Services and Incorporation, a core component of Asset Protection Planning.
OUR BUSINESS SERVICES INCLUDE:
- Resident Agent Services
- Asset Protection Planning
- Business Debt Collection
- Contract Drafting or Review
- Purchase and Sale Agreements
- Breach of Contract
- Security Agreements in Collateral
Small Business FAQs:
I want to buy or sell a small business. What can you do for me?
In our business, we see what goes wrong in transactions such as breach, failure to pay, or catastrophic loss. Our job is to reduce risk: to make sure that the if all does not go as planned, the consequences are sufficiently clear. While we are not an insurer, good contract drafting can save a world of hassle and money, including the ability to completely avoid a lawsuit, take back your property, or proceed directly to judgment. The small print matters.
Why should I pay attorney prices for registered agent services?
The first advantage to using our office for a registered agent service is that your staff are not the first ones to hear if your business is sued or a garnishment occurs. When your small business receives paperwork, it does not go to the office staff to be given to you, creating rumor and unreliability, as it will if you serve as your own registered agent. Our advantage over cheaper, non-attorney registered agent services is that when you receive paperwork, one of our attorneys will call you directly to explain what you have received. No mysteries. We can give you immediate advice. Is this a garnishment? What do you have to do? Can you be liable if you don’t answer the interrogatories? (Answer: Yes, a judgment can be entered against you for failure to answer the interrogatories.) Is this a notice of bankruptcy filing for one of your accounts receivables? What do you file? (Answer: File a Proof of Claim, it is a form.) We can tell you immediately if it is something that you can handle yourself, or if we can handle it and how much that will cost, or if it should be referred out.
What if I buy / sell on consignment?
The two issues with consignment are 1) if the shop goes out of business or 2) if the consignor fails to pick up their property. We see these two issues happen all the time, and a clear consignment contract and proper notices can protect the parties.
I can’t decide whether I need a C-Corporation, an S-Corporation, or an LLC.
You’ll need your accountant and your attorney to help you determine the correct form of your business for you. From an attorney perspective, we like to see a solid “corporate veil” with as much pass-through ownership as possible. Your accountant will be concerned about issues such as self-employment tax and how much tax you will be paying. We are also important with where you plan to grow your business. We can also assist with converting structures or transfer of membership interests. One area that needs attention is a small family structure: buy-sell agreements are very helpful, should a dispute arise between the members later on, or an interest be transferred due to death or divorce. Also, should you put in money as a loan or a capital contribution? This distinction can be extremely important later on. It also matters the type of business you have and your regulations. Sometimes, depending on what the activity is, we don’t even suggest an incorporation. A trust may be a more flexible arrangement, for example for co-ownership of an asset like an airplane or boat.
I’m afraid I’ll get sued and lose everything I worked for. What now?
This is part of the planning process called asset protection. We need to evaluate your risk and exposure against your financial activities. Every activity carries risk from car crashes, employee error, or even a slip and fall with disputed liability. We can assist you to identify your potential liabilities and how to best manage your risk. For example, a rental property is best held in a separate LLC to ‘fence off’ potential premises liability from your personal assets and we need to make sure your home is homesteaded to secure the $550,000.00 equity exemption so no one can take your home if there is a judgment. But at the same time, we never suggest that risk management drive your entire operation. There are inheritance and tax consequences to consider as well.