BUSINESS LAW
BUSINESS ENTITY FORMATION
CORPORATE PRACTICE
SPORTS LAW
BUSINESS LAW
As a business owner you must juggle a number of perspectives on a daily basis – financial, operational, and sales, just to name a few. Let us counsel you on the proper legal course for your business so you can handle the rest.”
Whether you want us to serve as your regular outside counsel, or you simply need a contract drafted, a question answered, or a quick issue resolved, we can help you.
At D. Larsen Legal, we have learned that no two businesses are the same; each has its own personality and challenges. Our Business Law practice, therefore, is focused first on listening and understanding your business. Any sound legal advice must come from that foundation.
The purpose of our Business Law practice is simple: to help your business succeed. We do this by protecting your interests, helping you to avoid pitfalls, and assessing your risk. Our clients know that when they pick up the phone to call us, they have another member of their team on the other end.
Below are just a few of the ways our Business Law practice can assist your company.
Contract Review: Too often (and by “too often” we mean “nearly every time”) businesses simply sign whatever contract is put in front of them. Or, worse yet, they begin using other company’s contracts and modify them on their own. These are dangerous practices that may end up costing your company more money in the long run. The fine print matters! Know your risks and let us minimize them before you enter into an agreement. We can help you review Leases, Licenses, Service Agreements, or virtually any other contract on your desk.
Contract Drafting: Better yet, let us draft a contract that specifically fits your needs and interests. Whatever your contract needs, D. Larsen Legal can help: Service Contracts, Promissory Notes, Non-Disclosure Agreements, Licenses, Sales Contracts, Non-Compete Agreements, Employment Agreements, Releases and Waivers, and more. Knowing that the small print protects your business and has been tailored to fit your business will be a comfort when problems arise.
Employment Law: Your employees are your greatest resources, but managing your employees can also be one of your greatest sources of stress. To help alleviate that stress, we focus our Employment Law practice on two areas: (1) Preventing employment disputes before they start, and (2) Helping you control and resolve disputes before they escalate.
Preventing employee disputes begins with maintaining and updating your handbook, enforcing policies consistently, and keeping lines of communication open. We can help you draft agreements and procedures that are fair and clear, and advise you on messaging and communication with your employees. Resolving employee disputes is a complicated business; you can unknowingly escalate a dispute or increase the liability of your company by making the wrong move. A conversation with an attorney can help you to control the situation before it gets out of hand.
Policies and Procedures: Every business owner with whom we speak has one or more nagging worries about their legal and operational compliance that they continue to put on the back burner. The fact is, that it is better (and almost always cheaper) to speak with a lawyer about those matters before you need to speak with a lawyer. Do not wait for a problem to arise. Lawyers are trained to anticipate potential problems and create solutions before the problems occur. D. Larsen Legal works with its clients to create smart and up-to-date company policies and procedures that will ensure legal and operational compliance, allow you to run your business more smoothly, and give you peace of mind.
Contract Negotiation: This is one of our most important legal practices. Every contract negotiation involves two separate discussions – one over the terms and the other over the words. Unfortunately the terms of the deal, negotiated by you, mean little unless they are worded properly. The law rarely cares what you meant to say, only what you actually wrote down. At D. Larsen Legal, we have years of experience in negotiating and crafting contracts, advocating for the position of our clients, and helping to memorialize the deal that you have struck.
Standardized Contracts: A standardized contract is one of the smartest investments you can make in your new or growing business. Businesses of all sizes engage in repeat transactions in which a standardized contract can help (a) protect their interests while (b) moving at the speed of business. One of the first tasks we complete for many of our clients is to sit down with them and draft a standardized contract that is tailored to fit their business needs. This is true especially for brand new businesses or a growing business that is reaching out to speak with an attorney for the first time.
Other: Don’t see what you are looking for? Don’t worry. This is only meant to be a summary of our Business Law practice. If you have a question, just contact us today. If we cannot handle your problem, we will find someone who can.
BUSINESS ENTITY FORMATION
No question is too simple or too complicated. Our goal is to make sure you get your business started on the right foot in a cost effective manner. Contact us today.”
Individuals who have an idea and are seeking to start a business are told to “consult with an attorney.” But oftentimes such entrepreneurs are hesitant to do so for a number of reasons. For one, the same entrepreneurial spirit that inspired them to start a business also inspires them to try to figure out the “legal stuff” on their own. Second, they are worried it is too expensive. And third, for most individuals this is the first time they have had to hire an attorney – and they do not know whom to call.
We strongly believe that an attorney should guide you through the business formation process. Beyond the basic filing process, there can traps for the unwary and details that require the experience and knowledge of an attorney. In creating our entity formation practice, we have addressed all three obstacles that typically keep the new business owner from contacting an attorney.
- “I can figure this out on my own.” Perhaps. But this is what we do. Do not take up hours of time searching the internet for answers. We can do it in less time and with the confidence that it is being done correctly.
- “It will be too expensive.” Our initial consultation is free, and in most cases, we can provide you with a flat fee for forming your business entity. At that point, you can decide whether the services are too expensive for you.
- “I do not know which attorney to call.” We hope you call us! It is another reason why we offer the free consultation: it provides you with the opportunity to speak with us and decide if you are comfortable before making a hiring decision. But if not D. Larsen Legal, then take the time to meet with another attorney.
We help our clients sift through the entire complex business formation process from the initial question of whether to incorporate, through an analysis of which of the many corporate forms to choose (LLCs, LLPs, Nonprofit and Stock Corporations), until all of the appropriate certificates and licenses are in hand and the business is ready to move forward.
CORPORATE PRACTICE
New, small, and growing businesses often fail to realize that – just like their large corporation counterparts – they must abide by certain corporate formalities.”
At D. Larsen Legal, we understand that locally owned businesses operate under time and financial constraints not felt by their large corporations counterparts. But this reality should not mean that these businesses must sacrifice regular corporate counseling. The goal of our Corporate Practice, therefore, is to provide our clients with the legal counseling they need at a price they can afford.
Corporate Governance. Corporate entities of all types and sizes (from single-owner limited liability companies to multi-national corporations) are governed by their Articles of Incorporation, Bylaws or Operating Agreements, and statutory law. It is incumbent upon all corporate entities to comply with their governing documents and applicable law.
But, we have seen that this is one of the first areas of compliance that gets brushed under the rug as the business grows. Businesses forget to record major decisions, they fail to hold annual or special meetings, and they ignore their governing documents. Don’t get sloppy! Following corporate formalities is a key component of maintaining the liability protection that the law provides your company.
We have experience working with companies to clean up their corporate books and regularly maintain their corporate compliance in an efficient and cost-effective manner. Start now. It is significantly easier (and typically cheaper) to regularly maintain your compliance than to try to catch up when a lawsuit, an investigation, or a mere records request requires you to open up your books.
- Does your company have an operating agreement or corporate bylaws?
- Is your company holding meetings (as may be required by your governing documents and statutory law) to make and record major decisions?
- Is your corporate book up-to-date with minutes from annual or special meetings?
If the answer to any of these questions is “No” you should speak with an experienced attorney about bringing your compliance up to date.
Sale and Purchase of Businesses and Interests
Whether you are selling or purchasing a company, or whether you are merely selling or purchasing an interest in a company, it is important for the both the buyer and the seller to take the proper legal steps. That is where we come in. When a sale and purchase is executed correctly, both parties can reap the rewards, but when mistakes are made, the seller and buyer can open themselves up to unforeseen liabilities and indemnities and the deal can fall apart.
We can help guide you through the entire process from the exchange and review of important documents, through the negotiation, and to the final execution of the legal agreements. Selling and purchasing companies (or interests in companies) is about growth and opportunity, don’t let mistakes impede your vision. We will work closely with you to ensure that your interests are protected and the deal is completed properly.”
Corporate Documents:
To borrow an old bit from Jerry Seinfeld, your company’s Corporate Documents are like the rules written on the inside of the box on a board game. No one reads them (except lawyers) until a dispute or question arises. And in that instance, your corporate documents will dictate how you and your fellow owners must act. Do not wait for a dispute to arise.
- If you are operating an LLC without an operating agreement, or a Corporation without Bylaws, or a Partnership without a Partnership Agreement, contact us today! We will work with you to draft pragmatic governing documents that make sense for your business.
- If you have brought on other owners or employees since you adopted your governing documents, or if you are considering bringing on other owners or employees, contact us today. We will work with you to update your governing documents to ensure they are fair and properly reflect the intention of the owners.
- If you received your governing documents in the mail, inserted them into a corporate book, and never read them, contact us today. One-size-fits-all corporate documents rarely reflect the dictates of specific state law, nor are they tailored to your vision for how you intend to operate your company.
We hope that you do not have to read the inside of the top of the box very often, but when you do, we want you to have the confidence that it says what you and your fellow owners want it to say.
Other Corporate Matters.
The distinction between a “Corporate” practice and a “Business” practice can be a somewhat arbitrary one. For our purposes, our “Business Law” practice focuses on your business’s day-to-day functioning while our “Corporate Practice” addresses your ownership matters. If you have other questions related to your ownership or interest in a company – including disputes or conflicts amongst the owners – please contact us today.
Sports Law
Operating a sports business is quite different from operating any other type of business. Sports businesses do not just seek customers, instead they develop fans, which requires a dramatically different approach. Sports businesses do not just employ staff; they also employ professional athletes – the contracts, the insurance, the licensing, and the marketing of these employees is unlike that of any other business. Numerous times each year, sports businesses invite thousands of strangers into their office to feed and entertain them; few non-sports businesses can say the same. Put simply, the risks and the liabilities and the challenges of a sports business are unique.
As an Adjunct Professor who teaches Sports Law at William and Mary School of Law, and as a former inside Legal Counsel for a small professional sports team, I have a unique insight into the workings of a sports business. I understand your business and I understand the unique challenges you face.
If you merely have a few questions or if you are looking for permanent outside counsel, please do not hesitate to contact me. I am passionate about the industry and truly enjoy helping sports businesses succeed.
BUSINESS LAW
BUSINESS ENTITY FORMATION
CORPORATE PRACTICE
SPORTS LAW