Business Law

Practices / Business Law

Whether your interests involve you as an individual or as a business owner, a New York business lawyer can help you negotiate and interpret contracts and other agreements.

While many issues can result in disputes, it is critical to creating contracts that fully address all potential legal claims.

General Advice and Counsel on Formation of Business Entities

Regardless of the type of business law issue that you are facing, an experienced business law attorney can help you pursue every potential legal option while pursuing the best possible results.

Many companies are best served by selecting one of four organizational forms — sole proprietorships, partnerships, limited liability companies, and corporations. Our lawyers can help determine which form would work best for your business venture. We can also help you resolve any challenges that might arise after establishing your official business entity.

Drafting and Review of Contracts

Contract negotiations are a critical part of most business operations. The best-written contracts carefully position business relationships. Inadequately written contracts, however, can result in lost income, lawsuits, and a tarnished reputation. An experienced business law attorney can help negotiate and draft contracts as well as review the terms of existing contracts.

While some business owners might think they can write contracts on their own, in reality, the contract language is highly technical and can be difficult to comprehend. Without adequate legal representation, companies sometimes enter into contracts, including illegal or unfair terms.

Formation of Limited Liability Corporations

Limited liability companies can be an attractive option if a person is debating a new business venture or if an individual is interested in restructuring an existing operation. The advantage of limited liability companies includes favorable tax treatment, limited liability, and increased flexibility with management. Limited liability companies are formed by filing articles of organization with the secretary of the state. These articles often appoint individuals to manage the company as well as limit the authority of owners to bind the company.

 

An additional advantage of limited liability corporations is that they are not subject to either state or federal income tax, and any investments into the company do not result in any taxes for the company or the owners. The owners of the limited liability company, however, often must pay tax on their income as if it were a partnership. A knowledgeable business law attorney can help you decide what type of corporate structure is best for your business.

Drafting Business Operating and Partnership Agreements

If you plan on going into business with a partner, partnership agreements will play a vital role in your future success. If you and your partners do not address your rights and responsibilities in a written agreement now, you will not be adequately prepared to resolve conflicts when they occur. These agreements let you and your partners establish the share of profits that each partner takes, what losses each partner has, the responsibilities of each partner, what happens to the partnership if one or several partners leave, and other critical guidelines that address how the partnership will operate

Once an LLC is formed, it is important to have a written Operating Agreement that sets out the rights and responsibilities of the officers of the LLC.  The agreement can also address matters such as withdrawal from the LLC.

An experienced business lawyer can write a comprehensive partnership agreement or LLC Operating Agreement. For your operation that will address profits, losses, draws, the authority and decision-making power of each partner, management duties, how new partners can be brought into the partnership, what happens to the partnership if one of the partners dies, and details about how disputes in the partnership will be resolved which might include mediation or arbitration.

Conducting Corporate Officers Meeting

People often create corporations because the structure provides many unique benefits, which includes limited liability. A corporation is classified as a completely separate legal entity that must file its own taxes and can hold its own assets.

The corporation owners will also not be liable for the corporation’s actions, but there are some limited exceptions to this regulation. To maintain a corporation’s status, the business entity must engage in certain types of corporate formalities. This includes officers’ meetings, which businesses must hold at least once a year.

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