When going into business, either alone or with partners, disputes can occur. While generally speaking, disputes arise between you and other entities, there is also the possibility that you and your partners face disagreements which affect your corporate structure. No matter if it’s a breach of contract issue or a partnership dispute, our lawyers are equipped with the knowledge and experience to assist you in minimizing potential conflicts, and if necessary, protecting your interests in court.
The first step in any business venture is to legally form your entity. In Texas, the Secretary of State recognizes many entity types, such as:
Limited Liability Company
Limited Liability Partnership
When selecting the appropriate structure for your new business, there are a number of relevant factors to consider, such as tax consequences, liability, management, continuity, transferability of ownership, and the formality of business operations.
Our lawyers will consult with you regarding your specific short- and long-term needs, and work with you to ensure that the appropriate structure is chosen given your stated needs. Once the appropriate entity structure is chosen, our attorneys will work with you in drafting the necessary partnership and shareholder agreements.
After your entity has been formed and registered with the Secretary of State, it is now time to begin business operations. Rarely does this mean flipping a light switch and opening your doors. Indeed, starting a business enterprise requires entering into contracts with vendors, purchasing key assets and equipment, and entering into real estate purchase or lease agreements.
Contracts which effect your business are often complex and filled with legal “terms of art.” As such, they are difficult to understand. Our lawyers can assist you in reviewing and drafting contracts for your business. In having a lawyer representing you in these transactions, it ensures that your legal interests are protected and you have the necessary information to make an informed decision on the transaction.
As your business grows, so does your need for employees. Employees, while necessary to further grow your business, often represent an area of potential liability.
The goal of any business relationship is to reduce the potential for conflict. One such way of doing that in the employer-employee context is to enter into an employment agreement. Employment agreements are designed for the mutual benefit and protection for both the employer and employee. By outlining specific job duties, expectations, requirements, and other terms of employment, it ensures that all parties are “on the same page.” This will hopefully reduce tension and conflict in the future, and provide you adequate legal protection should the need arise.
The requirements of employment agreements can vary depending on the industry. For example, with physician employment agreements, certain terms must be included which allows a physician to buy-out of any restrictive covenants which may exist in the contract. As such, it is important for both employers and employees to have a lawyer review the contract prior to execution.
Intellectual Property Rights
Whether you are operating a new business or you have been open for years, it is important to protect one of your most valuable assets: your intellectual property. Intellectual property can range from your internal technology and business operations to your business logo.
When working with third-parties or potential investors, you should ensure that your intellectual property is protected from infringement. This can be accomplished in a number of ways, including:
Having these protections in place maintains the value of your brand, as well as your business interests in the community.
To protect your intellectual property, it is important to have agreements in place which are enforceable. For example, non-compete agreements are legally and factually specific to every situation; therefore, it is important to have a lawyer review or draft that agreement for you. Otherwise, if it does not meet legal standards, it will not be enforceable in court.
Business And Commercial Litigation
Despite best efforts, there are times when litigation is inevitable. Unlike some other areas of law, business disputes are unique in that every factual scenario leading to the dispute is different—especially in the context of a partnership or shareholder dispute.
As with most disputes, partnership disputes often arise due actual or suspected misconduct of a business partner. While varied, partner misconduct can include:
Embezzlement or misappropriation of business funds
Stealing trade secrets
Breach of Fiduciary Duty
Fraud or misrepresentation of information and facts
These broad categories often overlap, thereby complicating the dispute even further. For example, if your business partner is diverting business from the joint enterprise to their own separate business in the same field, this could involve claims for breach of fiduciary duty, theft of trade secrets, and fraud.
When making the decision to go to Court, there are often claims for money damages; however, there are times where injunctive relief may be necessary. That is, a situation exists where money cannot fully remedy the harm, and the Court must enter an order stopping a partner from performing a specific action. This is generally required when real property is involved. Given the unique nature of land, if a partner is attempting to sell a piece of property without proper authorization, an injunction may be necessary to prevent that sale.
Our lawyers understand that making the decision to engage in litigation is not an easy one. Your business is your livelihood, as well as the livelihood of your employees. As such, our lawyers will meet with you to fully understand the situation and map out a litigation strategy which seeks to minimize business interruption while fully protecting your interests.
TED SMITH LAW GROUP
Your Peace Of Mind Attorneys
The legal waters which a business owner must navigate are complex and ever-changing. This can lead to unnecessary stress and anxiety, which, in turn, could divert your focus from your business. The lawyers are the Ted Smith Law Group, PLLC have the knowledge and experience to assist you in every phase of your business—from startup to litigation—to bring you a peace of mind and to allow you to focus on what matters the most: your business.
Contact us today and let us know how we can assist you and your business.