BUSINESS

TRANSACTIONS & DISPUTES

Start-Ups

Start-up Entities (Corporations, Partnerships, Limited Liability Companies)

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Family-Owned Businesses

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Mid-to-Large Sized Entities

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Owners and Founders

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Directors and Managers

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Suppliers and Service Providers

Mergers, Acquisitions and Enterprise Transactions

Mergers, Consolidations, Reorganizations

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Acquisitions & Sales of Businesses (Asset & Stock)

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Leveraged Buyouts

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Management Buyouts and Buy-ins

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Equity Incentive Plans

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Staged Liquidity

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Joint Ventures and Teaming Arrangements

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Licensing and Distribution Arrangements

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Franchising

Comprehensive Legal Services for Businesses

Enterprise Maintenance

Board Structure and Advisory Work

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Employment, Consulting and Non-Compete Agreements

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Executive Incentive and Stock Option Plans

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Confidentiality Agreements

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Non-Compete Agreements

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Intellectual Property Protection (Copyrights, Trademarks, Trade Secrets)

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Real Estate and Leases

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Machinery and Equipment Purchases

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Supplier and Vendor Agreements

FAQ

Beneficial Ownership

Do I have to comply with the Corporate Transparency Act?

The legal landscape as to this particular business reporting requirement is very fluid and changes constantly.

Eeffective January 1, 2024, identities of owners of private companies had to be reported to the federal government in a separate filing as part of a Corporate Transparency Act requirement. The information is maintained by FinCEN with access limited to federal agencies, state agencies with a court order, and financial institutions with the consent of the company. FinCEN is working on an additional rule regarding access to these records. (Posted, November 7, 2022).

On March 1, 2024, an Alabama federal district court ruled the law that was designed to crack down on illicit shell companies and combat financial crime is unconstitutional. However, not much has changed for most small businesses, in that the ruling, which is expected to be appealed, applies to 0.1% – 0.2% of the over 30 million small businesses, those who are members of the National Small Business Association (NSBA).

As of January, 2025, the law has been on pause pending judicial review. In a separate but related case of Texas Top Cop Shop v. Garland, the Court will hear oral arguments scheduled for March 25, 2025, which should provide more clarity regarding the reporting requirements moving forward. This means, while you can continue to comply and report beneficial ownership informaiton, you are not absolutely required to do so at this particular time (January, 2025).

Forbes wrote a good article why to continue to comply with the FinCEN reporting while it is on pause.

Can I register a business in a different state?

Yes. Some states allow business registration without physical presence as long as you have a local registered agent.

My business is being attacked by fake anonymous reviews!

The struggle is real. Anonymous reviews and techniques like sockpuppets make it very easy to to attack a business online. It is a form of online vandalism.

Learn how to identify anonymous reviewers posting defamatory content about your business. Learn the legal process for filing petitions, obtaining subpoenas, and protecting your professional or business reputation. READ HERE.

Diving Deeper Into Contract Drafting, Beyond Boilerplate: A Roadmap to Success

When drafting a contract, it's essential to go beyond boilerplate clauses and envision potential scenarios that could arise, kind of like trying to acquire crystal ball powers looking into the future. We proactively engage with the client to understand the nuances of the client’s business, which in turn helps us develop a better crystal ball to protect business interests and prevent costly disputes.

Business-Related Legal Fees Are Tax Deductible

Only legal expenses directly related to the business are eligible for tax deductions, excluding fees incurred by individuals such as owners or employees. Legal fees are considered business operating expenses and can be deducted. Sole proprietors are required to report these fees on IRS Schedule C, while landlords are required to report them on Schedule E.

Can Business Owners Hide Their Identity?

Yes. Some states do not ask for identity of business owners or members of LLCs at the time of business registration. However, effective January 1, 2024, identities of owners of private companies will have to be reported to the federal government...

Essential Business Contracts

Congratulations! You've launched your business venture. Now, it's time to solidify your agreements with partners, vendors, and clients through well-drafted contracts. At KYZ Law, we understand the importance of clear and enforceable contracts for businesses. Here, we'll explore some essential business contracts.

Crypto Wallets Scams- Be Ware.

Crypto wallets, while offering convenience for digital assets, can be vulnerable to scams. The vast majority of fraud involving cryptocurrency or foreign currency trading, also known as forex, begin on social media or through messaging apps. Use Crypto Scam Tracker managed by the Department of Financial Protection and Innovation to learn about some of the names used in the scams and the description of their scams. You can file a Complaint on their website as well. Here are some common ones to be aware of:

Shielding Your Business From Social Engineering Scams: A Lawyer's Perspective

In today's dynamic cybersecurity landscape, social engineering scams remain a cunning and pervasive threat. Hackers exploit human vulnerabilities – our emotions, trust, and desire to be helpful – to bypass even the most robust data defenses. These scams target the weakest link: us.

Should I Consider Buying Shares or Assets of a Business?

Whether it's better to buy shares or assets in a business transaction depends on the specific circumstances and the goals of the buyer. Here are some factors to consider when making the decision:

Steps Involved in Acquiring a Business

Acquiring a business can be a complex process that requires careful planning and execution. The specific steps involved will depend on the type of business, its size, and the structure of the transaction. However, some general steps that are typically involved in the process include: