CORPORATE & BUSINESS ORGANIZATION
Whether you are starting a new venture, seeking asset protection, protecting against competition, acquiring an existing business or seeking assistance with business contracts or disputes, Goede, DeBoest & Cross provides the legal help and guidance to stay ahead of the marketplace.
Business Formation and Operational Documents
A critical moment in any new business is selecting the appropriate corporate vehicle for your business and creating the entity and the internal framework. At Goede, DeBoest & Cross, we routinely help our clients form new entities and create the operational structure of the entity by drafting the necessary shareholders or organizational documents which dictate critical matters such as voting rights, ownership interests, first rights of refusal, and succession planning.
Although the specific entity is based on your goals, tax considerations and business plan, a primary purpose of most entities is to shield owners from individual liability. Different entities provide different levels of anonymity and asset protection . We are skilled at providing deft guidance to determine which entity is right for your business, and, more importantly, which entity is right for you. All of these factors are weighed, and it is our goal to provide you with an effective solution to assist you and your business in achieving success.
Business Mergers and Asset Acquisitions
The purchase or sale of a business is typically an exciting time for all sides. If you are the seller, it is critical that you understand any work restrictions following the sale, any liability for pre-sale business obligations, and how to properly navigate representations and warranties of the business or assets being sold. If you are the buyer, you have these same concerns, but also have to address real estate and lease issues, intellectual property transfers and how to obtain a clean break from the pre-sale obligations and claims. As you can imagine, these issues are negotiated and originally addressed in the contract and in the documents consummating the transaction.
GD&C wants to partner with you during this time and help you realize your goals during this exciting time. Our attorneys have assisted buyers and sellers in a variety of industries and locations.
Contract Negotiation and Preparation
Contracts are the lifeblood of every business. They are also the source of many disputes, whether it is due to the fact that one party has not lived up to its obligations, or due to the fact that the parties disagree as to what those obligations are. Careful contract drafting can avoid many of the pitfalls and ambiguities that can cause these problems. Our attorneys are available to negotiate contracts from start to finish or to review draft contracts negotiated and drafted by the parties themselves.
Those seeking to enter into a contract would be well-advised to have a business attorney review a contract with “well trained eyes” for any possible potential problems and ensure they are properly addressed before execution. By clarifying contract language and ensuring the parties have codified their intentions, businesses and individuals can greatly reduce the opportunity for problems in the future and avoid the expense and disruption of a dispute. It is our philosophy that good contracts make for good business relationships.
Many business owners dedicate themselves to building and growing their business, but often can’t foresee their exit from the business. It is important raise questions such as who will run the business if I sell? Will I be required to continue to work for months to provide some continuity? Will I be prohibited from starting another business? Will I be liable for existing contracts as of the sale date? Is it possible for my employees to purchase my business?
The team at GD&C wants to be part of this process, which is both exciting and scary for many business owners. Our attorneys can help facilitate discussions and negotiations, identify target successors, draft and review contracts and covenants, and work side by side with your tax professionals to pursue your succession goals.
INTEGRITY | PASSION | KNOWLEDGE | TRUST
FLORIDA CORPORATE & BUSINESS ORGANIZATION ATTORNEYS
Professional, high quality, experienced representation in a broad range of matters.
Our Corporate & Business Attorneys