Business & Corporate Law

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Question: I am starting a business, I need a lawyer, how can you help me?

Answer: We can assist you in selecting the appropriate entity for your business, the formation and operation of the business as well as maintenance, contracts, and litigation. Texas has a number of business entities to chose from, and we can advise you on which might be best for you. We can assist you with the formation of Texas corporations (selection of a subchapter C corporation or S corporation), 501(c)(3) non-profit entity formation, formation of a Texas limited liability company (LLC), general and limited partnerships (GP or L.P.), limited liability partnerships (L.L.P.), professional entities (Texas professional limited liability partnerships — P.L.L.C., Texas professional corporations — P.C., and Professional Associations, P.A.s) and Texas sole proprietorships (d/b/a or doing business as).

Question: Do I really need a lawyer to form my own corporation?

Answer: Certainly, you could do it yourself, but self-service incorporation or do-it-yourself legal kits might not be the most cost effective move. We are sensitive to the need of startups to save money, but remember that you get what you pay for.

There are many different types of business entities, each with their own advantages and disadvantages. Your selection of entity should be made with the advice of a professional to ensure that your objectives are met. Additionally, once a charter is issued, there is more paperwork to do, such as initial organizational meetings, drafting of operational documents (bylaws, operating agreements, regulations, etc.), governmental compliance, and business succession planning. The consequences and costs of addressing legal mistakes are usually much greater than the cost of having hired a lawyer to do it right in the first place.

Question: How do you buy or sell a business in Texas?

Answer: Common methods include sales of all assets, stock or unit transfers and mergers. Business brokers may or may not be involved. We can assist you with the various aspects of this type of commercial transaction. Some items to consider are applicable code compliance, employee retention, UCC liens, commercial leases, goodwill and the value of the furniture, fixtures and equipment that you are buying.

Question: Can you help us with our contracts and corporate legal documents?

Answer: We regularly assist clients with the drafting, negotiation and review of business contracts and corporate documents. We handle contracts including the buying and selling of businesses, employment agreements, indemnity agreements, packaging agreements, and commercial leases, as well as drafting corporate resolutions and other corporate documents.

Question: Do you handle commercial litigation?

Answer: Yes, we handle commercial lawsuits, including breach of contract, trademark infringement and unfair competition. We represent both plaintiffs and defendants. Having worked both at law firms and as an in-house business attorney, Andy Simmons understands that commercial litigation must be conducted in a way that achieves success in the court room, in the board room, and in the market place. We tailor our approach to your case based upon your specific needs, goals and budget. We listen.

Question: I am a business person, not a lawyer. I don’t want a lot of legalese and mumbo jumbo in my contracts, and I need a lawyer who will explain the law in plain English. Will you do that?

Answer: We like to use plain English whenever possible in our legal documents. It is important to us that you understand our advice and what we are doing on your behalf. Andy Simmons is a teacher as well as a lawyer. He has taught civil litigation, business law, torts and property law at the local business college – he likes explaining things! We won’t talk down to you, but we won’t use legal jargon when plain English would do just as well.

Question: Can I look for investors in my company by posting an advertisement on Craigslist?

Answer:  No.  You are most surely violating state and federal securities law by conducting any kind of advertising or solicitation of investors on Craigslist or other public media, unless you have worked with a lawyer to comply with securities registrations requirments.  There are exemptions from securities regulation, but they are complicated and require careful legal advice.