Business Law
Liability
Every business must decide when it needs a "liability shield" so that the owner's personal assets are not at risk.
Formation (corporation, partnership or limited liability company)
The formation documents of a business entity include the basic articles filed with the State Corporation Commission as well as the internal operating agreement for the members/shareholders themselves.
We offer this service for all types of businesses on a 3 tier program. Our 3 tier program provides affordable solutions for new businesses in every phase of its growth.
Buy-Sell and Stock Incentive Agreements
What happens when a shareholder retires, becomes disabled or dies? A stock restriction agreement, such as a buy-sell, is necessary to protect the respective interests of the departing shareholder and the business itself. A stock incentive agreement on the other hand, is an excellent way to motivate and retain key employees.
Purchase/Sale or Dissolution of an Ongoing Business
The purchase or sale of an ongoing business has some of the same concerns as a purchase or sale of a residence. In addition to a clear title and satisfactory inspections, the purchaser needs to know that the business is solvent and that its contracts with major vendors and customers are still valid.
The dissolution of a business, on the other hand, involves filings with the State Corporation Commission in addition to distributing the assets first to any creditors and then to the shareholders.
Lease/Purchase of Commercial Property and Equipment
Similarly the lease or purchase of commercial property and equipment requires the same attention to detail as the purchase of the business itself. The business owner needs to know what he is buying, under what conditions and what is the remedy if the seller defaults.
Employment Contracts and Confidentiality Agreements
Employment contracts and confidentiality agreements have the same basic goal: define the relationship between the employer and the employee so that there is no mistake in the obligation each owes to the other. A confidentiality agreement also protects the employer's intellectual property, such as customer lists, trade secrets and "know how."
Contracts and Warranties
Similarly contracts and warranties allow a business owner to define his relationship with suppliers and customers. Where does the owner's responsibility begin and end? When is the owner due to be paid or to receive inventory?
Litigation
Sometimes agreements break down. Often the parties and their counsel can negotiate a satisfactory result. If not, a third party must decide. Whether the process is non-binding mediation, binding arbitration or a trial, the owner needs good business records to support his claim.
Choice of Entity
Usually the choice is between one of the two "pass through" entities: an "S" corporation or a limited liability company (LLC). Both of these entities pass their profits directly to the shareholders, thus avoid the double taxation of a "C" Corporation.
Contact Us
Address:
PO Box 5
40 Court Street, Suite 4
Mathews, VA 23109
Email: spotswood@spotswoodlaw.com
Phone: 804-725-4400
Fax: 804-725-4222
Hours: M-F 8a.m. - 5p.m.
PO Box 5
40 Court Street, Suite 4
Mathews, VA 23109
Email: spotswood@spotswoodlaw.com
Phone: 804-725-4400
Fax: 804-725-4222
Hours: M-F 8a.m. - 5p.m.