We Take the Time to Understand Our Client’s Goals, Creating Sound Strategies Designed for Our Client’s Specific Needs
Business Law encompasses the creation of commercial business and any issues that arise in the life of a business. With extensive experience in the corporate area of law, Downer Law, in DeLand, FL, offers unique insights focused on your success. Our experience spans various areas of business law, such as business formation and incorporation, company policy and handbooks, operating agreements, and liability shifting. We handle other business law matters, including non-profit organizations, annual reporting, employee contracts, client-facing contracts, non-compete, and confidentiality agreements.
Annual Reporting
The purpose of an annual report in Florida is to update the Florida Department of State, Division of Corporations’ records. In addition, it provides public disclosure of a company’s financial performance, which is crucial for individuals making investment decisions. An annual report generally includes basic information such as the name and location of the business, the terms of the managers, board of directors, and officers in a corporation, the purpose of the business, registered agents, and the number of shares of stock issued by the business. It includes the revenue a company generates and expenses throughout the preceding year.
If you need help with filing an annual report or reinstating your business due to a lapse in filing, we can help. If your business and future are in jeopardy due to allegations of false filing of an annual report, our law firm can protect your rights and get the best results.
Business Formation and Incorporation
Starting a new business is an exciting opportunity, but many challenges exist. Choosing the proper legal structure can be the difference between success and failure. Entrepreneurs starting a new business have multiple steps and tasks to complete. One of those steps is selecting the proper legal structure for the business. The various types of business entities organized under Florida state laws affect taxes, legal liability of the owners, control over business decisions, and other matters. For this reason, the decisions encompassing business formation should be made with an experienced business law attorney familiar with your industry’s unique requirements.
Client-Facing Contract
Having an experienced contract law attorney draft a client-facing agreement ensures that the document protects the interests of the business. The Downer Law carefully evaluates all the aspects of an industry when drafting or reviewing a contract. State laws and industry regulations are ever-changing, and the arrangements must reflect the latest legislation and regulations. With nearly two decades of collective experience in business law, our legal team provides a fresh and objective perspective on a company’s business transactions. Our unbiased counsel fiercely protects the legal rights and interests of our clients.
Company Policy Handbook
An employee handbook is a tool that details the policies and procedures specific to an organization, setting clear expectations for employee rights and obligations. Federal or state laws do not require a handbook. However, they can help protect a company against lawsuits and liability claims such as harassment, discrimination, and wrongful termination.
Among other items, a handbook may include:
The usage of company technology.
Expected conduct of the staff.
Substance abuse policies.
Timekeeping.
Work breaks.
The confidentiality of business information.
A section on termination of employment addresses the practices in place for employees leaving the company.
Confidentiality Agreements
A confidentiality agreement is also known as a non-disclosure agreement. It is a legally binding contract to prohibit the recipient’s use of confidential information, except where expressly permitted under the agreement. Data is valuable in a competitive corporate world, and non-disclosure agreements are becoming more common. This document is used in the context of employment, including independent contractors, vendors, and consultants. Additionally, potential business partners, investors, and outside manufacturing companies may be required to sign an agreement to guard against the theft of proprietary information.
Examples of Protected Information are:
Trade secrets
Chemical formulas
Business plans
Computer software
Intellectual property
Recipes
Scientific information
Copyrights
Engineering plans
Patent applications
Marketing plans
Business transaction details
Non-Compete Agreement
Non-compete agreements, also called restrictive covenants, are documents or clauses in a contract prohibiting employees, contractors, or consultants from working at or owning a competing company during or after employment. In addition, these individuals are barred from soliciting clients of a former employer. Non-compete agreements are also utilized in the sale of a business. The purchaser may require the seller to sign a non-compete agreement to prevent the seller from opening a competing business or contacting the customers of the sold business. There is generally a geographical area where an employee, ex-employee, or prior business owner must refrain from being a competitor and a specified timeframe.
Prohibiting Unfair Competition in Business
Corporate industries such as information technology, financial markets, retail businesses, and manufacturing companies frequently utilize non-compete agreements. Florida law recognizes the validity of non-compete agreements to protect a company’s business interests if the terms are considered reasonable. An example of unreasonable or unfair competition is an ex-employee utilizing a copy of a company’s client list to solicit business or opening a similar business close to the ex-employer.
Not-For-Profit Organizations
A Not-For-Profit charitable organization is a corporation that does not distribute profits to the owners. Revenue earned or donated is used to pursue the company’s mission, whether for public safety, scientific, religious, or humanitarian purposes. Not-for-profit organizations include religious houses of worship, food pantries, animal rescues, universities, hospitals, and cultural institutions. The Internal Revenue Service offers tax-exempt status for corporations that meet specific criteria. The organization is exempt from sales, property, and state corporate income taxes if an application is approved.
We offer a Comprehensive Array of Legal Services for Not-For-Profit Organizations.
Examples include but are not limited to:
Labor and employment counsel
Confidentiality agreements
Joint venture operating contracts
The purchase, lease, or sale of real estate
By-laws and governance
Permitting and licensing
Intellectual property matters
Contract negotiations
Disputes resolution and litigation
Drafting or amending articles of incorporation
Drafting or amending by-laws
Operating Agreements
A limited liability company (LLC) is a business entity that protects business owners, called members, from personal liability. An Operating Agreement governs the operations of a limited liability company according to the specific needs of the members. It is a legally binding contract for the internal functions of a business, guiding the member’s operational and financial decision-making process.
Operating Agreement Topics May Include but Are Not Limited To:
The mission statement of the business
The percentage of ownership by each member of the LLC
Each member’s responsibilities and voting rights
Rules for the day-to-day operation of the business
How company meetings are handled
The tax structure of the business and the filing status
The profits and losses allocated to each member
Transition in members in the event of the sale, buyout, retirement, or the death of a member
Procedures for dissolution of a business.
You can count on us for trustworthy business representation– call now on (386) 873-7835.
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