Owners of ongoing businesses are nearly always cognizant about how critical it is to operate in an efficient, cost-effective manner while eliminating or reducing risk to the extent doing so is reasonably possible. In their endeavor to do so, they should obtain legal counsel in connection with: purchasing a business; business entity formation (e.g. forming LLCs and/or Corporations); employee (H.R.) matters; customer and vendor contracts; and legal aspects of acquiring companies or selling the business.
Prospective business owners must protect themselves when purchasing a business. They can best do so by conducting extensive due diligence about the prospective business and the industry of which the business is a part. Once the decision is made to move forward on a purchase, legal counsel should be hired to help the prospective buyer make the offer, negotiate final terms, document the agreement and see the process through until close of escrow.
In today’s business world, every owner should readily acknowledge that operating any business comes with certain risks. Owners should always purchase and maintain adequate insurance coverage to obtain what they and their insurance advisors believe is a sufficient scope and amount of coverage for potential business-related liabilities.
Nevertheless, it is impossible to commercially insure for every business risk. Nearly all business owners should therefore embrace the benefit of owning and operating their business in the form of an appropriate business entity, such as a corporation or Limited Liability Company (LLC). Making a relatively modest investment of time and money (attorneys’ fees and related costs) can effectively protect a business owner’s other investments and personal assets from business-related liabilities.
Many important legal and tax consequences should be considered before deciding whether or not to form a business entity; and, if it is advisable, which kind of entity to form. In any event, the time and fees required to form and operate a business in the form of a recommended business entity typically far outweigh the unlimited exposure (beyond applicable insurance coverage) a business owner has when operating as a sole proprietorship or simple partnership.
Almost every business can benefit from having a “go to” business attorney who can provide ongoing advice and help with general business matters. Such general matters can include, but are not limited to:
- Vendor Contracts
- Customer Contracts
- Independent Contractor Agreements
- Employee matters
- Acquiring another business
- Offering to sell and selling or gifting fractional interests in the business (e.g. fractional LLC membership interests or corporate shares)
- Insurance matters
- Establishing business retirement plans
- Disputes or potential disputes with customers, vendors, employees
- Selling the entire business