Advice From a Jefferson County Business Attorney
Business law is comprehensive, covering different types of laws that affect the creation of a business, how the business is run, and conflicts that may arise in or with a business. Business law could be entwined with other areas of law such as employment, tax, torts, intellectual property, contracts, and property laws. A Jefferson County business attorney would be able to work with you on your case with knowledge and experience in these areas of law.
I Have a Business Idea. Can’t I Just Start It?
For a business to exist, it must be legally recognized by registering or incorporating it with the state. There are many issues you must first consider before beginning your business. For example:
- Business entity. Do you want a corporation, a limited liability, a partnership, sole proprietorship, etc.? The type of business entity you register with a State affects the laws applicable to the business, including its state and federal income taxes.
- Business name. You cannot have the same name as another business. Thus, you will need to do a name search to ensure the name you wish to use has not already been taken.
- State of incorporation. Deciding where your business is to be incorporated will affect not only the requirements to begin your business, but also your taxes, liabilities, and how you dissolve your business.
Depending on the type of business and the services provided, you may consider the following:
- Partnership, Internal or Operating Agreements. This controls how your new company is managed and may include information about each owner’s shares in profits and losses, making business decisions, and transferring ownership rights.
- Board of Directors. You may also decide whether your company will have a Board of Directors, which is a governing body (board) with elected or appointed members (directors) who jointly oversee the activities of a company. Stock or shareholders who have voting rights generally elect the directors.
- Employment Agreements. Some states, like Kentucky, are at-will employment states; however, you may still consider having contractual employment relationships with high-level employees (e.g. President, Vice President, Chief Executive Officer (CEO), Chief Financial Officer (CFO), high-level supervisors or managers, etc.). Learn more.
- Non-Compete, Non-Solicitation, and Non-Disclosure Agreements. Depending on the type of business and the information the employee has access to, you may require your current or potential employees to execute agreements that places prohibitions on their conduct during and after their employment, to prevent competition, loss of employees or business opportunities, and/or loss of valuable secrets. Learn more.
- Separation Agreements. If a high-level employee or an employee who may have a claim against the company is terminated, you may wish to have the exiting employee execute an agreement that will release your company from any legal claims the employee may have against the business.
- Contracts with Third Parties. You may also need contracts with third parties, such as:
- Real Estate Contract. If you plan to rent property for more than a year, or purchase property, then you are required to have a written agreement.
- Construction Contract. If you desire to construct or renovate your business building, you will need a contract that specifies the contractor’s duties in exchange for a certain price.
- Service Contract. No matter if it’s a cleaning service, accounting service, or other service that may help run your business, you should have a contract detailing what service is being provided and for what cost.
- Sale of Goods. If you are purchasing goods (fixtures, component parts, produce, drinks, office materials, etc.) for your business, you may need a contract specifying what goods you are purchasing, the quantities, the delivery date, and the amount you are paying, or vice versa if you are selling goods.
- Insurance. Many states require businesses to be insured against potential liabilities. An insurance agreement will state the terms and conditions for the insurance and what liabilities you are insured against.
A well-written contract will not only delineate each party’s duties but also express the consequences if one party fails to perform. Learn more.
What If I Have a Business Dispute?
If you have a business dispute with your employees, including any co-owners, or with another business, you may look to any contracts that control the relationship to find a resolution. Depending on the type of dispute, you may also want to launch an investigation to determine whether any misconduct occurred. Learn more.
My Business Is Being Sued For Personal Injuries!
Depending on the facts of the accident, the applicable laws may differ from the state in which your business was incorporated, such as how long from the date of the accident the injured party can wait to sue. Knowing your insurance policy becomes important in determining whether the injury is covered.
What If I Want To Leave Or Dissolve My Business?
Any existing operating or internal agreements control how you exit a business that is co-owned by other people. However, if you wish to dissolve your business, then you must follow the dissolution laws of the state in which your business is incorporated. You should take care when winding up and dissolving your business; otherwise, you can still be exposed to liabilities. By correctly dissolving your business, your business will eventually cease to exist. Remember, even if you dissolved your business, your business can still be sued in certain situations, but only for a period of time.
As a Jefferson County business attorney, I am available to assist your business needs, whether it is to:
- Start up your business;
- Prepare contracts;
- Seek enforcement or solutions to contract disputes or breach of contracts;
- Handle and/or litigate business issues or disputes;
- Litigate personal injuries;
- Resolve insurance issues and disputes;
- Ensure your business and contracts meets federal and state requirements;
- Exit a business you have an interest in or was in a high-level position; or,
- Dissolve a business you have an ownership interest in.
I am available to answer your business law questions and concerns. Contact the Patricia A. Abell Law Office at (502) 561-3455, or by completing the form on this site.