From formation, to hiring employees and negotiating contracts and leases, to sales and succession planning, Marshall, Crane & McAloon provides all aspects of legal services tailored to your small or closely-held business needs.
Which is the right entity for my new business?
There are many factors involved in deciding upon which type of entity to create for your business, including tax considerations and liability concerns. In addition, the choice of entity must be viewed in the context of your business succession and estate planning goals.
The advantages and disadvantages of each type of business entity must be carefully evaluated in connection with your unique personal situation and goals.
Choosing and establishing the entity is only step one. Operating agreements, shareholder agreements, by-laws and other business documents govern the operations of the business, and minimize the risk of disputes.
Businesses hire employees, purchase and lease real estate, provide employee benefit plans and enter into a variety of contracts, such as for services and equipment.
Entire businesses, or more commonly, only the assets of a business, including its good will, are bought and sold.
As with the choice of entity, tax considerations often play a factor in structuring most business dealings.
Marshall, Crane & McAloon will counsel small or closely-held business owners with respect to all of the varying aspects of the business operations, and will negotiate and prepare all necessary contracts and agreements. These Agreement may include Entity Purchase Agreements, Asset Purchase Agreements, Non-Competition Agreements and Buy-Sell Agreements, to further the business objectives.
Unfortunately, even with well drafted contracts and agreements, disputes sometimes arise. Marshall Crane & McAloon is able to litigate these disputes on behalf of our clients.
What happens to the small or closely-held family business when its founder retires or passes away?
Without proper succession planning, a business that took decades to build can be destroyed almost overnight.
Important questions to consider include:
Who will run the business; your spouse; one of your children; a key employee?
If your spouse will not run the business, will he or she still be financially dependent upon it?
What arrangements have been made for children who actively participate in the business and for children who are not active in the business?
Your estate plan must be coordinated with your business succession planning.
It may be appropriate to enter into a business Buy-Sell Agreement, which is a contract providing for the transfer of a business interest upon the occurrence of one or more triggering events as defined in the contract itself. For example, common triggering events include the retirement, disability or death of the business owner.
There are various options for funding the purchase obligation under a Business Buy-Sell Agreement, including installment payments and life insurance. Our attorneys do not sell insurance, but Bob Marshall is a Chartered Life Underwriter with a strong insurance background.
Proper succession planning helps to ensure a smooth transition and protect the equity in your business that you worked so hard to build.
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