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Business Law

Wednesday, June 14, 2017

Partnership and Shareholder Agreements: An Absolute Necessity



Successful business owners often work long and hard, focusing all of their efforts on building and expanding their businesses.  Often, owners have partners who work together amicably toward the common goal of achieving success. As a result, having a partnership or shareholder agreement in place is usually not a priority. 

The best opportunity for people to negotiate an agreement to provide for business succession is when they are working together in a cooperative fashion.  We have all heard about and seen too many situations where business owners worked together for many years successfully and then an owner becomes disabled, dies, or decides he or she doesn’t wish to work in the business any more.
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Saturday, May 13, 2017

Five Things You Should Consider Before Choosing a Law Firm for Your Business


 

Of course, the best way to find a law firm for your business is by referral.  Therefore, one should ask family, friends and business acquaintances for a recommendation.  In the absence of that, business and networking organizations are a good source, along with the internet.  No matter how you get the information you are looking for, before choosing a firm, there are a few important factors to consider.

 1.
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Tuesday, January 31, 2017

How to Minimize Litigation in the Workplace

There are some very simple steps an employer can take in order to  reduce the occurrence of employment-related litigation.  Of course, the employee selection process is the first place to start.  Employers should not make promises to prospective employees (or even current employees) without first giving thought to the consequences of doing so.  Being honest and straightforward and not committing to any future promotions, salary increases and the like, even if done verbally and not in writing, is extremely important. 


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Saturday, December 3, 2016

Drafting Consulting Agreements

It is common for businesses, especially those just starting out, to hire consultants on  a part-time basis, to provide a range of needed services.  If properly done, these consultants will be treated as independent contractors, and not employees, thus saving the employer from a host of legal obligations that would otherwise arise if one were to hire and/or treat someone as an employee.


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Tuesday, September 20, 2016

Everyday Contracts: Avoiding the Pitfalls




   We all get inundated with paper work, both at the office and at home.  It seems that everywhere we turn we are being asked to sign contracts for things like telephone systems, office equipment, marketing and advertising services, computer services and office space.  The business owner, busy with running the company, is bombarded with so much paper, that it is almost impossible to give contracts more than just a quick glance before signing them.

   Most of the agreements we are asked to sign appear to be standard, boilerplate contracts. Unfortunately, many of them contain clauses designed to trap the unwary.
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Monday, July 4, 2016

Non-Disclosure and Non-Compete Agreements; How to Use Them Effectively


 

It is essential that business owners have employees sign non-disclosure and non-compete agreements, in order to protect their intellectual and proprietary information from competitors and others.  The best time to have employees enter into these agreements is when the employee is first hired.

A typical non-disclosure agreement is one where the employee agrees not to release confidential information that has come into his or her hands during employment.  Clearly, a business owner has a keen interest in protecting this information from customers, suppliers, and competitors.  Non-disclosure agreements are also typically used when a business is looking to be sold and is entertaining potential purchasers and even investors.


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Tuesday, May 24, 2016

Improving Your Cash Flow



It is certainly troubling, especially in a sluggish economy, when customers fail to pay their bills in a timely fashion or at all.  It is perhaps even more irksome when you experience a payment problem after you have exerted your best efforts to render valuable services or deliver high-quality goods.  Of course, there can be serious financial consequences to non-payment or late payment, especially if it becomes a common occurrence.  The good news is that there are ways to reduce payment problems and, thus, improve cash flow.

The first step one can take to avoid payment problems is to require all existing and new customers to sign a contract, setting forth the basic terms of your business transaction.
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Tuesday, April 26, 2016

Taking Stock of Your Business



   Slow business cycles provide a unique opportunity for companies to evaluate important and often overlooked aspects of their operation. In short, this “down” time offers business owners and executives a chance to get their affairs in order.

   Employment policies, such as vacation and leave policies, whether or not contained in a company employee handbook, should be reviewed and updated periodically. Employment termination policies should be looked at carefully if staff reductions are planned.  Obtaining releases from terminated employees, in exchange for severance packages, may help to avoid litigation.
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Monday, March 14, 2016

Planning for the Future of Your Business

   It is extremely important, from time to time, to take a break from the rapid pace of business and devote some attention to the future and your long-term goals.  Whether you are at a stage in life where you are just beginning to grow your business, or you are at a point where you are looking to spend less time at work, putting together a plan is essential.

   If your goal is to gradually spend less time working, then you will need to think about your personnel situation and how to attract and retain employees who will be able to provide leadership in your absence.  Perhaps you will need to offer financial and other incentives to employees in order to accomplish this goal.  A written employment agreement may be necessary or desirable, with profit participation provisions.  Alternatively, you may wish to consider finding a  business partner who can share some of the burdens of operating your company, and relieve you of responsibilities so that you can devote more time to your personal goals.  Of course, finding a partner will necessarily involve preparing a shareholder or partnership agreement which spells out each of the parties’ duties and responsibilities.  The agreement should also provide for a mechanism in the event a partner dies, becomes disabled, or wants to leave.

   If you have mature children, you may wish to involve them in the business, with a view toward having them take eventual day-to-day control and responsibility.  Hopefully, this will allow you to enjoy more leisure time.  Passing on the business to them in a gradual fashion may serve the purpose of rewarding them for their work and devotion and providing them with incentives to succeed.  It can also serve the purpose of reducing future estate tax problems.

   Regardless of age, one must make financial and other provisions for family in the event of death or disability.  At an absolute minimum, you need to prepare a will, making clear what should happen to the business, to real property, and to other assets which are owned.  It must be ascertained if an estate tax problem is likely, and if it is, planning needs to occur so that the problem will be reduced, if not eliminated entirely.  Funds need to be made readily available so that taxes can be paid in a timely fashion without family members having to sell off assets quickly in order to meet payment deadlines .

    In summary, it is imperative that we all take some time to sit back and look at where our business is and where it’s going, so that we can achieve our business and personal goals. 

                       

Saturday, February 13, 2016

Using Contracts in Your Business Endeavors

 

While many businesses were, in the past, run on handshakes with customers and suppliers, it is essential today that that these agreements be put to writing.  Certainly, not everything needs to be set forth in a detailed writing.  Very simple, even handwritten agreements, can be used for many day-to-day items.  For instance, a purchase can be documented simply by a written purchase order, detailing the essentials of the transaction, signed by both parties.  In this way, disputes as to quantity, price, and delivery dates can be avoided.  A simple engagement letter can be used by the company to hire services from other firms.  Oftentimes, simply having a transaction documented in writing will often serve to avoid problems that might otherwise occur. 


Saturday, January 9, 2016

Negotiating the Commercial Lease

Business owners often believe that the commercial lease is standard and that the services of an attorney are not necessary.  While commercial leases are usually in a somewhat standard form, there are many important items that deserve special attention and can be negotiated. For example, it is important to obtain from a landlord the ability to assign the lease or sublet space, in the event the business owner experiences financial difficulties. Additionally, provisions dealing with repairs, the condition of building systems, annual rent increases and personal guarantees are not etched in stone and can be modified.  In short, there are many concessions that can be obtained from a reasonable landlord, concessions which will save the business owner a good deal of money.  It certainly behooves one, then, to obtain the services of an attorney who is skilled at negotiating leases. 


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At the Law Office of Angela Siegel, we are pleased to offer legal assistance to clients located in Nassau, Suffolk, Queens, Kings and New York Counties specifically but not limited to Garden City, Jericho, East Meadow, Mineola, Syosset, Roslyn, Cedarhurst, Woodmere, Hicksville, Plainview, Merrick, Wantagh, Bellmore, Rockville Center, West Hempstead, Little Neck, Douglaston, Bayside, Flushing, Forest Hills, Astoria, etc., as well as clients located within the state of Florida.



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