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A Life Choice: To Start a Business?

Starting a business is something relatively major, and requires extensive thought and risk. Because of this, our firm assists clients in the formation of a legal entity that will protect their interests, both legal and financial. We help you in choosing the best entity for your business needs, including:

  • Subchapter C-corporation  formation
  • Subchapter S-corporation formation
  • Limited liability company (LLC) formation
  • Partnership formation (including LLP)

Divisions of a Business.

Purchase or sale of a business is a complicated process for which having knowledgable legal counsel is a must. The idea is to learn as much as possible about our clients in order to assist them through every potential decision. We are as thorough as possible, from beginning to end. There are two primary methods of transferring ownership of a business detailed below:

  • Asset Purchase Agreements:

    • Here, instead of purchasing the stock, the buyer is interested in assets of the company, or taking over liablities of certain assets. It is important to keep in mind that certain attention as to be paid to inventory, condition of assets, etc.   

 

  • Share Sale Agreements

    • In a share sale of a business, the purchaser is buying the shares from the shareholders of the company.   There are numerous tax and legal liabilities that arise with this, and thus it is generally not a preferred method of purchase.
  • Non-competition Provisions

    • Purchasing a business usually entails including a non-competion agreement to avoid the sellers competition with the business after the sale is completed. These are usually limited in duration and geographic scope, and depend on negotiation of the parties, but must be reasonable in order to be upheld.


In addition to negotiating, drafting and reviewing business sale offer letters and agreements, we advise and assist business owners with many other issues:

  • Assisting with the selection of the right business entity, such as partnership, Limited Liability Company, S-Corporation or C-Corporation to secure the most desirable tax benefits and liability protection
  • Advising on the laws of local jurisdictions affecting the business as well as any applicable licenses and permits required for legal operation of the business 

Given the complexity and scale of the issues involved in the sale of a business, it’s critical for both purchasers and sellers to retain an attorney with knowledge and expertise in such matters to guide them through the process and safeguard their interests.

What We Offer.

Working with business owners, we review, draft and negotiate contracts, including:

  • Buy-sell agreements
  • Service contracts
  • Releases and waivers
  • Property agreements
  • Shareholder agreements
  • Operating agreements
  • Lease agreements