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Business forward legal advice from set-up through dissolution.
As a successful business owner, you have undoubtedly spent countless hours perfecting your craft, building your client base, and creating and delivering a quality product or service. Or perhaps you are an entrepreneur with a great idea, a bit of capital, and an abundance of ambition who needs help with the legal details. To start or maintain your business or encourage growth, you may need a contract drafted, advice regarding a potential business sale, an agreement reviewed, or advice regarding regulations. Or, like many business owners, you don’t know what you don’t know, and need an experienced legal advisor at your fingertips to answer questions and provide legal advice. KEW attorneys advise businesses daily, acting as outside general counsel for businesses in various industries, saving our clients time, energy and frustration, allowing them to focus on what they do best.
KEW’s dedication to our business clients is demonstrated through our blog, KEW Tips which has a dedicated “Business” category, accessible, here.
Starting a business involves more than just registering an entity, obtaining an EIN and opening a bank account. Determining the appropriate entity to register, and ensuring the proper governance documents have been drafted can save a lot of headaches down the road.
The best way to set up a business for success in the future is to make sure the business owners discuss how to handle tricky potential business issues at the outset in the form of an operating agreement, partnership agreement, shareholder agreement or other governing document depending on the individual business. At KEW, we think of this document as a key planning component to help prevent a messy “business divorce” in the future. The document is important, but what is almost more important is the discussion between business partners that goes into it. In the process of drafting an operating agreement or the like, KEW meets with all business partners and runs through questions with both to get an understanding ahead of time as to how to work through problems. Such questions might be, what is your plan if a partner becomes permanently disabled? Have you considered what happens if one of the partners becomes divorced, and what rights to the business the spouse may have?
Contracts are a matter of course for businesses – with vendors, partner corporations, and with a business’ own clients. For information on employment contracts, check out our Employment page.
At its most basic, a contract is a communication vehicle. It is an opportunity to express important details about the agreements between parties and cover a long list of “what if” scenarios. One of the most important aspects of a contract is the ability to understand it.
Drafting a contract for a client involves meeting with the client, often via phone or video conference, to ask questions and obtain an understanding of the client’s business, the client and the business’ “personality,” if you will, and concerns and regulations specific to the business. After this meeting, a KEW attorney will create a contract document, and provide explanations as to why certain provisions are included and offer some suggestions as to how to make the contract and potential business practices compliant. For example, a contract for a physical fitness facility must have a description of the facility, its location and conditions and restrictions of use.
Other times, a business may approach KEW with a contract received from another company wanting to do business or otherwise engage with the client. In this situation, a KEW attorney will review the contract and provide thoughts to the business as well as suggested revisions and additions to the contract.
One of the most common questions we receive from business owners goes something like this, “Is there anything else that I should be thinking about, legally?” This is one of the most important and challenging questions for an attorney to answer. We have business clients in a variety of industries, nearly all of which are regulated in some manner, whether it be federal regulations, state statutes and administrative codes with varying compliance requirements. Upon meeting with clients, we ask questions regarding industry and licensure to address compliance and regulation before an administrative agency might take issue with a business’ operation in order to provide our clients with some answers and direction in protecting their business and running a successful company.
Purchasing and selling a business requires careful planning and documentation. The type of documentation depends, among other things, on the type of business, entity structure, and number of business owners. In addition, the purchase of a business may be an actual purchase of the entire business or an “asset sale.” An asset sale involves a purchase of everything that a business owns, including a logo, a website, equipment and more, instead of purchasing the actual business. There can be positives and negatives to each option. KEW’s approach in providing representation for a purchase or sale involves a discussion with our client regarding plans and goals for the future, careful analysis of business assets and liabilities, and coordination with tax professionals.
Often, one business partner is ready to move on to the next phase of their life while another partner is interested in keeping the business going. This often means, in its simplest terms, that the partner keeping the business pay a certain amount of money to the departing partner in exchange for the departing partner’s share in the business. Other times, more complex components are present that need to be addressed. Regardless of the situation, KEW works to make the transition as smooth as possible by gathering information, listening closely to the desires of its client, and then negotiating, when necessary, and drafting appropriate documents.
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All business can benefit from the advice of an experienced attorney. Attorneys Jessica M. Kramer, Leslie Elkins and Nicholas C. Watt provide legal services to business clients. Contact KEW at info@kewlaw.com or 608-709-7115 for additional information as to how we may be able to assist your business.
2801 Coho Street, Suite 300, Madison WI 53713
608.709.7115 • info@kewlaw.com
After contacting KEW, you will hear from a KEW staff member who will ask questions to gather information for a conflict check and to determine if KEW can assist you. KEW may ask your name, contact info, business name, names of additional business owners, the identities of any adverse parties, any deadlines, and a brief description of why you are contacting KEW. Next, KEW will conduct an internal conflict check and determine the best way to proceed. Finally, you will be contacted by a KEW staff member who may ask for additional information and documents, book you an appointment with a KEW attorney, and provide instructions. Alternatively, if we cannot assist you, we will do our best to provide you with a referral.
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