We have experience in the formation and operation of all types of business entities, including corporations, limited liability companies, limited partnerships, general partnerships and professional associations. We advise clients on the most appropriate entity to use for any given venture, including the tax advantages and business issues surrounding each. We represent our clients on an ongoing basis and provide advice on the issues that arise during the course of operation. We also negotiate mergers and acquisitions on behalf of our clients, as well as advise on the purchase or sale of businesses, mergers and other reorganization matters.
Formation and Representation of Business Entities
We organize and incorporate business entities for entrepreneurs, such as limited liability companies and corporations. Operating your business through a business entity can help shield your personal assets from claims brought by third parties. It may also provide tax advantages. Our firm offers affordable services, including registration with the Florida Department of State, Division of Corporations, drafting the organizing documents, articles of incorporation or articles of organization; providing a corporate record book; issuing shares or membership units; drafting initial organizational resolutions and meeting minutes. Where there are multiple owners we strongly recommend and can provide comprehensive shareholder or operating agreements and ownership buy-sell agreements.
Purchase and Sale of Business
Our firm has guided many clients through all sizes of business purchase and sale transactions. Whether you are buying or selling, you need a lawyer to appropriately protect your legal and financial interests with a comprehensively drafted sales contract. Creating this document does not have to be costly; it is more a matter of knowing what variation of standard clauses are in your best interests to include. When brought into a transaction early, we can also help you work your way through the delicate but critical due diligence process, decide whether an asset sale, merger, or stock sale is in your best interests. Once the definitive agreement has been signed, we can attend or even conduct the closing and handle all of the post-closing filings to make sure that all the paperwork is appropriately distributed and where necessary, recorded, in public records. If you are considering buying or selling a business, please call us for assistance before you move to the next stage of the process.
One of the most important decisions a small business owner can face is whether to hire an attorney to draft or review a contract. Usually, wherever there is a business relationship between two or more distinct entities, landlord and tenant, vendor and customer, employer and employee, partner and partner, there is a need to formalize the understanding in writing. Many expensive and long lawsuits could have been averted with a simple agreement at the outset.