Business Law

Central PA Law Offices

Emerging Businesses

A new business venture requires careful planning in determining the appropriate ownership structure and business structure. The primary goals in establishing a new business is the limiting the individual’s liability and reducing their income tax liability.

One single entity does not always work for each business or industry and, as a result, the entity or structure of the business must be tailored specifically to each individual client’s needs. The employment of one or a combination of two or more of the following structures is commonly utilized in order to obtain the full benefit of taxation and liability minimization: “C” corporations, “S” corporations, general partnerships, limited partnerships, limited liability companies, and 501(c)(3) non-profit corporations. We provide written recommendations to our clients detailing what entity or entities are advisable and why. When organizing the business and determining its structure, the client should consider the following factors:

  • Protect yourself from liability created by the business
  • Involvement of other investors and partners in the business
  • Potential tax liability for the business and its earnings
  • Desired management structure
  • Sophistication of the business plan

Established Businesses

The ongoing operation of a Business requires legal assistance from time-to-time. A significant part of the legal needs of an established business revolves around its current structure and the business transactions at hand which may include, but are not limited to, the following:

  • Commercial Transactions
  • Employment Matters
  • Leasing Matters Buying or Selling into or out of a Business or Practice
  • Merging with or Acquiring another Business
  • Reorganizing or Restructuring Existing Entities
  • Contracts and Contract Disputes
  • Shareholder, Partner or Member disputes
  • Governance of the Business

Succession Planning & Exit Strategies

Succession Planning for a Business involves the development of a “Will” for a Business. A carefully drafted Business Succession Plan or Buy-Sell Agreement will address the following elements:

  • Restrict sale of Business Interest.
  • Create a market for a deceased, disabled or withdrawing owner’s business interest.
  • Establish a method for the continued control of the business.
  • Establish a value for the business.
  • Establish method for purchasing business interests.
  • Create triggers for one or all of the following events:
    • Death
    • Total or Permanent Disability
    • Retirement
    • Termination of Employment
    • Attempted Transfers
    • Deadlock

Working in conjunction with the client, a successful strategy designed to satisfy the economic and legal requirements may be developed and honed. The ability of the Firm to consistently address the needs of established businesses is a direct result of the personalized attention to each individual business client that the Firm provides.