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Learn How a Corporate Lawyer Can Help You in Miami, FL
A corporate lawyer can provide assistance with a broad range of business transactions and documents. Small business owners in nearly every industry can benefit from having one on their team, especially when it comes to preparing contracts, agreements, and documents for the business.
Although having a lawyer on retainer can be expensive, in the early days of business ownership, it's a necessary expenditure if you want to make sure you've followed all the rules and regulations pertinent to businesses in your industry, in Miami, and in the state of Florida. A corporate lawyer offers help with all aspects of setting up your business and internal processes that are followed well after the business has been established.
Below, we discuss the various ways a corporate lawyer can assist small business owners in the Miami area and the most important traits to look for when selecting an attorney to represent you and your company.
Services Provided by Corporate Lawyers
There are many ways a corporate lawyer can serve you and your small business. While many people think a corporate lawyer focuses on litigating and mediating on behalf of their clients, the truth is that their scope of work is much larger than that. They can provide assistance in matters such as documentation, mergers and acquisitions, and even human resources.
Here are some of the most common jobs that corporate lawyers help clients with:
Forming and incorporating a new business
If you're just opening up your business, a corporate lawyer will help you navigate the process of forming a business that acts as its own legal entity. This process, known as incorporation, removes legal responsibilities off of you and onto the business itself. Essentially, it turns your business into a separate entity that can sue, be sued, and be an active participant in legal proceedings in a court of law.
There are several options you can choose from when incorporating. That includes forming a limited liability company, a limited liability partnership, or a business trust. An experienced corporate lawyer can walk you through these options and help you choose the one that suits your business the best.
Drafting and filing articles of incorporation
In Florida, you must submit articles of incorporation to the Division of Corporations, a Florida state department, when you incorporate your business. The article of incorporation is a document that states information about your business, such as the legal name of your corporation, its registered agent, and the business address.
The name, as stated on your articles of incorporation, must include one of the following:
- Corporation
- Company
- Incorporated
- Corp.
- Inc.
- Co.
If your business is a professional association, the legal name must include one of the following words/phrases instead:
- Chartered
- Professional Association
- P.A.
Additionally, your business name must be unique to all other records held by the Department of State.
Drafting your articles of incorporation according to state law can be overwhelming, which is why most small businesses work with a corporate lawyer to ensure their corporation name follows all regulations and their documentation is drafted and filed correctly.
Writing bylaws
Corporations in Florida are required to write their own set of bylaws. This document is normally created by the board of directors and details the regulations that are in place for your business, thus governing the way the business operates. Because your corporation's bylaws are considered legal documentation, it's important that they include clearly defined, well-written rules that can be easily interpreted by both employees and parties outside of the company. Corporate lawyers have a high level of expertise in this area and can provide guidance throughout the entire process.
Help with contracts & agreements
All businesses have some form of documentation, and in most cases, businesses have agreements or contracts with employees, vendors, or customers. It's vital that these contracts are written according to federal and state laws, and when it comes to formal agreements between a business and its customers, they must be written with consumer protection laws in mind.
Navigating all of these complex laws and state regulations can be complicated and confusing even for the smartest of business people. Corporate lawyers know the ins and outs of these laws and understand exactly how to write legally binding contracts and agreements.
Even if you don't commit your employees or customers to signing employment or membership contracts with your business, there are likely a variety of other forms, agreements, and documents that a corporate lawyer can help you draft. This includes:
- Vendor/supplier agreements
- Joint venture agreements
- Business name registrations
- Privacy agreements
- Financial contracts
- Employee handbooks
- Confidentiality/nondisclosure agreements
- Non-competition agreements
- Unanimous shareholder and partnership agreements
Intellectual property assistance
In many industries, intellectual property is the very foundation of a business. It can include recipes, business plans, designs, and works of art. Business owners, freelancers, and artists want to protect their intellectual property in the same way that a shop owner protects their merchandise or a bank protects their cash-on-hand.
To safeguard your intellectual property, your corporate attorney can help you pursue patents, copyrights, or trademarks. Your lawyer will be able to advise you on the type of protection you need and will follow the correct process to be sure you obtain it.
Financial reporting & taxes
Publicly traded corporations are required by the SEC to publish their financials on a quarterly basis. Of course, there's specific information you're legally obligated to provide when doing this, and a corporate lawyer can easily guide you through the process or put together statements that can be published on your behalf.
In addition to helping clients adhere to SEC regulations, corporate lawyers can provide representation and assistance in dealings with the IRS. This can include offering help with audits, tax filings, tax disputes, and appeals.
Navigating mergers & acquisitions
As your business grows, you might strive to acquire or merge with other businesses in your industry. The process of merging two companies, whether through creating a joint venture or acquisitions, is incredibly complex. It involves a multitude of contracts and agreements as well as comprehensive due diligence checks.
If you're planning on expanding your business through mergers and acquisitions, a corporate lawyer is absolutely crucial to have on your team. They can fully represent you through the entire process, offering services such as contract and agreement drafting, negotiations, and background checks on the other party. If you're acquiring a new business, your attorney can provide assistance in obtaining appropriate financing.
Human resources legal needs
There are many occasions that call for legal advice when it comes to human resources. This can include dealings with employee termination, human rights violation complaints, severance packages, compensation packages, and workers' compensation matters. Having a corporate lawyer on retainer can add a great deal of value to your HR team, as they can provide advice in all of these matters on a case-by-case basis as well as represent your company in employee disputes when mediation or litigation is required.
Additionally, a corporate lawyer can analyze complaints that have been made against you by employees and help you make adjustments to employee contracts, company regulations, or internal operations as needed to reduce the likelihood of future issues arising.
Hiring a Corporate Lawyer
A corporate lawyer can be hired to work on a single case or project, or they can be hired on a retainer. A retainer works as a down payment towards services provided by the attorney and is generally paid on a monthly basis. In some cases, the retainer may cover services without the need for additional payments, but when a big project or case arises, you may need to pay over and above your corporate lawyer's monthly fee.
There are a few key traits to consider when searching for a corporate lawyer to manage your affairs or represent your business. In your initial corporate lawyer consultation, make sure to ask plenty of questions and gather information about the lawyer's background and experience. Below are some questions you might want to ask.
Who are some of your past clients?
Every business faces a unique set of challenges, and it's important that your attorney understands the specific needs of a business of your size and industry. This question will give you some insight as to whether or not the lawyer you're considering has any experience representing clients in your industry and how well they might understand the needs of a small business.
What are some of your greatest career achievements?
In their answer, your attorney should fill you in on major projects they've successfully undertaken, litigation matters they've won, and certifications they've obtained throughout their career. If you have a specific project in mind that you're hiring an attorney to work on, you can delve a bit deeper and ask about specific achievements pertinent to the job you have in mind.
What is the best way to ensure I can reach you when needed?
It's important that your lawyer is accessible when you need them most. Ask this question to determine how available they are for clients, if you'll be speaking to them directly when you call for help, or if they have a team of assistants, paralegals, or other attorneys who will act as your primary contacts.
How many clients do you typically take on at one time?
As a small business, it's unreasonable to expect a corporate attorney to offer their services to you exclusively. However, you also want to know that your attorney isn't overworked and will be able to answer your calls for help in a timely manner.
Other traits to look for in a corporate attorney
When you're ready to hire an attorney, there are also a few traits you should consider before choosing a freelance corporate lawyer to represent your business.
Effective communication skills
Communication is everything in corporate law. Your lawyer needs to be able to effectively convey intelligence and professionalism in all written and oral communications. Your attorney is the person who is responsible for representing you in legal matters with employees, suppliers, competitors, and even the press, and you want to feel confident in their ability to convey your brand's values and message.
Affordable legal fees
Whether your attorney is working on a retainer or charging you by the hour for a specific project, you want to make sure you're paying a fair rate. Most lawyers charge anywhere from $100 to $400 per hour, depending on the work they're doing. When you hire a lawyer on retainer, you can expect to pay anywhere from $2,000 per month and $10,000 per month, depending on how much work you're expecting them to do each month and how often you expect to access their services.
Professional affiliations
Most lawyers hold memberships in legal associations. Some of these organizations may be open to attorneys by invitation only, while others only require the lawyer to be in good standing with the state. In Miami, professional affiliations might include the Florida Bar Board of Legal Specialization and Education, the Florida Bar Association, or the Dade County Bar Association.