BUSINESS LAW LAWYERS STUART, MARTIN COUNTY

The Treasure Coast has seen a lot of economic growth since we first opened our doors in 1927 and has become a center where emerging businesses and have a prime opportunity to thrive. So why is it important that in such a friendly business environment that you, as a business professional, enlist the counsel and advisory services of a business law attorney? Because legal choices made by companies in all stages of development can be a determining factor in the successful launch, continued growth, or failure of a business enterprise. Our lawyers understand how the legal choices made by your business can impact your aspirations and prosperity. We can help anticipate future legal and administrative issues that might arise and limit your risk with a sound business plan and protective measures.

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For almost 100 years, our firm has helped accident victims and can help you too. We want to prove to you that quality does not have to come at a high price. Not only do we have the experience of board-certified attorneys on our side, but we have also been AV® rated for quality and legal professionalism. If you sustained an injury, do not wait before you seek the help of a personal injury attorney at Crary Buchanan. You have nothing to lose, so contact our office today and schedule your initial consultation.

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Business Formation Attorneys Stuart, Martin County

Entity Selection & Structuring

Forming a business is an exciting and daunting experience. There are many laws and regulations on how to do such a thing. This may at times prove to be discouraging, but once the process is accomplished, it is highly rewarding. If you are ready to take this step, there are a few things you should be aware of. The first step, of course, is choosing a name for your company. Though this may seem simple, it is actually vitally important because the name of the company creates the potential customer’s first impression on your business. Once you make this decision, you will then have to decide what type of structure your company will follow. After this is determined, you can register your company.

Types of Businesses

When you begin a business in the state of Florida, there are four different structures that you can choose from. The type of structure that you choose will determine how your business is formed, what kind of requirements you must meet, and how you must subsequently operate the company. The four entity types include:

Sole Proprietorship
Partnership
Corporation
Limited Liability Company (LLC)

A sole proprietorship is essentially an unincorporated business. There is only one owner (or husband and wife team) and the actual business entity has no legal existence separate from the owner. You are not required to carry out any state filings and there is no separate tax return—you pay taxes on the profits on your personal tax return. This type of entity is easy to begin and easy to dissolve. If you choose to take this route, you do not have to carry out any of the corporate formalities, provide payroll for yourself and you are not tied to anyone else. You are required to obtain a business license before you begin though.

A partnership can come in two forms: general and limited. As the name indicates, there is more than one owner of the business. All partnerships must register with the Florida Department of State. In this structure, the management is decentralized as each partner is allowed to participate in the management process. In a general partnership, there is unlimited personal liability for debts and obligations. If you choose to take this route, it is important that you enter into a buy-sell agreement with your partner(s) to deal with the problems that will arise should one partner decide to pull out of the company. If you do not have a plan for handling this, the business will most likely end. In a limited partnership, some partners carry limited liability and therefore limited management participation. They can only participate as far as their investment goes.

Corporations are the third type of business structure available to you. The two most common types include Subchapter C-Corporations and Subchapter S-Corporations. A corporation has centralized management and is controlled by a small group of individuals. A shareholder in a corporation has limited liability and therefore with not be held accountable to the debts of the company. A C-Corporation is far more complex in its structuring that a partnership.

In Florida, it is common practice for a shareholder to choose a representative called a Director that will manage their interest. A C-Corp is taxed as a separate business entity. This leads to the problem of double taxation because each individual shareholder must also pay taxes on the profit that they gain. A Subchapter S-Corporation is commonly used for small businesses. It is similar to a C-Corp but not necessarily as complex. In this structure, profits are only taxed once. There are limits though, such as how many shareholders can be involved.

A Limited Liability Company (LLC) is the fourth entity type available to you. This structure is the best of both worlds. It contains the benefits of both a partnership and a corporation. The partners involved in the company have the ability to be involved in the management process without the liability that a general partnership presents.

What else should I know?

When you are making all the initial decisions for forming your business, you must consider how you want the management structured, what role you want investors to have, and how much personal liability you want to hold. You will have to determine where revenue will come from and set up an exit plan. Once you have made these decisions, you will have a better idea of the type of business entity you want to set up. A few other details that you must obtain include a federal identification number if you plan on hiring employees or filing a business return, an occupational and state license, a sales tax registration, and a payroll registration.

It is advisable that you hire an attorney to go through this process with you. This will ensure that you meet all state requirements and regulations for your new company. A legal professional will be able to answer any questions you may have and counsel you concerning what is the best path for your organization. When you are ready to make this step, work with Crary Buchanan. Our law firm has been established in Stuart, Florida since 1927. Our associates have a broad knowledge of the law as well as a highly detailed understanding of each individual statute. We will be able to analyze your plans and advise on which entity to choose and the best way to go about setting up your business. Call today to find out more.

Buy Sell Agreements Attorneys Stuart, Martin County

Starting a business is a very involved process. You must decide what type of entity and structure you want to follow as well as figure out where revenue will come from to pay for potential employees. With all the details that need to be worked out, it is easy to overlook one vital detail—a buy-sell agreement. This agreement is a legally binding contract between the owners of a business that dictates what will happen if one owner dies or wishes to leave the company.

Potential Problems

When a business is managed by more than one individual there are a number of problems that can arise. In some situations, one partner or stockholder will want to exit the business. The problem comes when all the owners cannot agree on the terms of the exit. If this happens, the company will be sold. If a partner or stockholder dies, the business might have to be dissolved or sold if the management cannot be agreed upon in the aftermath. The same situation could occur if one partner becomes disabled or in any way unable to manage the business. If one of the partners is involved in some sort of legal dispute, the operation of the business may come under scrutiny as well.

These problems can be easily resolved before they even begin. A buy-sell agreement will eliminate transitional glitches and difficulties. This agreement—also called a business continuity agreement—is a document that lays out exactly how the above situations will be handled. It will determine who can buy the share of the business that formerly belonged to the partner who is exiting the company. It describes the specific events that can lead to a buyout—often these events will be death, retirement, or permanent disability. The document will lay out what price can be paid for the partner’s interest. The agreement can keep a company alive that would otherwise dissolve. It is often thought of as a will.

Do I really need this document?

Running a business is a high-stress and highly involved responsibility. There is a lot on the line and a lot of money is tied up in the success of the company. If you are wondering whether or not you really need to write up such an agreement, you should consider the importance of the continuation of your business. This simple document could help your company weather the difficulties of a major leadership transition as well as any leadership disputes that might arise. It can be a valuable tool for stepping back and analyzing the nature of your company. When you are ready to enter into this agreement, you should acquire the help and guidance of a legal professional. An experienced business law lawyer can help mediate the agreement process and advise the partners on the best way to write up such a document. If you are looking for an attorney to aid you, work with Crary Buchanan.