Whether you are a startup or an established business, having a business lawyer can help. The number of legal issues surrounding having a business is massive!
As a business owner, you shouldn't have to focus on these issues. That's what we are here for! While every business has unique needs, we have detailed a number of common services we offer. Don't see what you need in the list or are not sure what you need? Contact us so we can figure it out together. However, before we do that, let's look at what exactly business law is.
Business law is an area of law that deals with everything business. From the creation of new businesses in their startup phase or small business phase to the point when they become established and interact with the public, other companies, and in some cases, the government.
Business lawyers usually focus the majority of their efforts on the transactional aspects within the legal system. For those unaware, us lawyers like to split up into two main categories: transactional attorneys and litigation attorneys. Think Manchester United vs. Manchester City (if you are not a soccer fan, either Yankees vs. the Mets, Giants vs. Jets, or Knicks vs. Nets, depending on what sport you like). We are both in the same general area (being a lawyer), but are very different. Did you notice how we didn't specify which team the transactional lawyer was? We did that on purpose.
So you get that the business attorney is usually a transactional attorney, but what does that mean? While the role of a litigation attorney is usually easy to be explained (the people that go to court), the transactional lawyer is a little bit more complex. A transactional attorney does not represent its clients in court, but rather, seeks out to prevent its clients from ever going to court. The transactional lawyer is concerned with business transactions and typically works to make sure that these transactions are overseen and done so in a way that protects the interests of its clients.
Because of this vague definition, it is sometimes easier to explain some of the services that business attorney's can provide.
Help entrepreneurs that wish to start a business by advising them on business entity selection (Sole Proprietorship, Corporation, Not-for-profit Corporation, Limited Liability Company, General Partnership, Limited Partnership), formation procedures, and counseling on where it would be best to form a business (New York vs. Delaware, Nevada, etc.).
While formation documents depend on what business entity is formed, some common ones that are drafted are articles of organization, certificate of incorporation, operating agreements, shareholder agreements, and corporate bylaws.
Advise small business or startup entrepreneurs on the legalities surrounding their business decisions.
The EIN number is a tax payer identification number that is used by businesses (think of it as the business social security number). As a part of business formation, transactional attorneys can also apply to the Internal Revenue Service for an EIN number.
Depending on the business that is being run, certain contracts are seen more often than others and are very common. Some of these are Stock Purchase Agreements, Non-Disclosure Agreements (NDA), Independent Contractor Agreements, Employment Agreements
While not ever contract a business needs can be considered routine and standard, a business lawyer should be able to identify what type of contract the business needs as its client, what provisions of the contract need to be in place to protect the client interests, and further, to be able to implement these into a contract.
Contract review is a very broad term. That being said, contract review is generally broken down into three levels. The first level of contract review is a general scan of an agreement with a particular purpose, such as answering a specific question. The next level up is usually a complete review of the contract, having the attorney point out any red flags that the lawyer deems something that the business should be aware of. The third, more complex level, can be a combination of the other two levels with the addition of the attorney actually making changes to the contract the lawyer is given based on the best interests of the client, essentially beginning the negotiation of the contract.
Because much of the transactional attorney's work revolves around contracts, it is only fair that a good transactional attorney is experienced in the areas of negotiating contracts. Depending on what type of business you are running, some prefer to handle the negotiations themselves and have the lawyer formalize everything while others prefer to send in their attorney in to handle all the negotiations.
Many years ago, intellectual property was not considered to be anywhere as near as valuable to a business as it is today. With the ongoing development of various businesses, intellectual property is now, potentially, where many businesses make the majority of their earnings from. Having a transactional lawyer that understands intellectual property has become essential.