Archive for the ‘Business Interruption’ Category

What is the Best Legal Structure for My FL Business?

Tuesday, April 12th, 2022

What is the Best Legal Structure for My Florida Business?

Our MLG Business Litigation Group attorneys know that it may be difficult for prospective business owners to determine which legal structure is best for their Florida business.

While the type of business can help determine which legal structure will help drive its growth, the number of parties involved in its creation, operation, and success will ultimately determine whether you form a sole proprietorship, general partnership, LLC, or corporation.

Here is what new business owners need to know about starting their vision on the right — and legal — foot.

Is a Sole Proprietorship Legal Structure Right for My Florida Business?

The most basic legal structure for a Florida business is a sole proprietorship.

Like it sounds, a sole proprietorship means you — solely — are the business.

Sole proprietors must register the business under a name that is not their own and renew it every five years with the Department of State Division of Corporations.

The advantages of sole proprietorships include having zero equity interests issued to other parties, no restrictions on how the company operates, and the ability to transfer its ownership freely.

The most common disadvantage of owning and operating a sole proprietorship is that there is no protection from its creditors, making the business owner personally responsible for all debts associated with the company.

That means all creditors, including vendors or a property owner who holds the company’s lease, can sue the business owner personally.

To help avoid the risk of creditors successfully pursuing your business for its debts, consider creating a partnership, LLC, or corporation to protect your interests.

Is a General Partnership Legal Structure Right for My Florida Business?

When two or more people form a for-profit business in Florida, it is called a Partnership.

While no formal registration is needed to start a Florida partnership, all standard business enterprise rules apply once it is up and running, including how your business operations are governed by Florida’s Revised Uniform Partnership Act.

In short, creating a partnership agreement establishes a rulebook for your business.

This legal document dictates how the:

  • Business is run, including the relationships between the partners
  • Profit and loss sharing is distributed
  • Conflicts will be resolved

Talk to our skilled Florida business start-up attorneys today to learn if a general partnership is right for your company, so we can help you get started.

Is a Limited Liability Company (LLC) Legal Structure Right for My Florida Business?

Forming a limited liability company (LLC) in Florida provides its owner(s) with limited liability protection, so personal assets are not at stake in the event your business is sued or cannot pay its debts.

There are multiple advantages to the LLC legal structure, too, including the ability to create a legally binding operating agreement and address member disputes without litigation.

Is a Corporation Legal Structure Right for My Florida Business?

A corporation’s legal structure offers liability protection to the owner, so all assets and liabilities can be in the name of the corporation.

Once the owner files for, and receives confirmation of Articles of Incorporation, he or she should sign all leases, contracts, and other legal documents in name of the corporation only, and not personally.

The advantages of incorporating your Florida business include:

  • Limited liability for debts and actions of the corporation
  • Personal asset protection for shareholders
  • The ability to raise funds and generate capital through the sale of stock
  • Corporations file taxes separately from their owners, providing the ability to only pay taxes on corporate profits paid in the form of salaries, bonuses, and dividends
  • Shares of ownership can be transferred unless restricted by articles of incorporation, shareholder agreement, bylaws, or another agreement between the corporation and its other shareholders

Determining which business structure is best for your company can be complex. Our skilled Florida Business Litigation attorneys help simplify the process, so you can make informed decisions about your future success.

Contact MLG Business Litigation Group in Florida Today to Get Started

Contact our MLG Business Litigation Group, a Division of The Morgan Law Group, and business start-up attorneys in Florida today at (786) 706-9228 to discuss your unique company needs.

We will review your documents and/or offer our legal advice using a flat fee, so you can plan and pay for your legal costs upfront, so you can take the next steps and schedule your initial Zoom meeting today.

The Top 10 Mistakes Made When Starting & Operating a Florida Business

Tuesday, April 5th, 2022

The Top 10 Mistakes Made When Starting and Operating a Florida Business

Our MLG Business Litigation Group attorneys know how difficult it can be to navigate the legal requirements associated with starting a business in Florida. 

That is why we have designed unique Florida business start-up packages that help our clients establish their vision using flat legal fees they can plan for to help avoid the common pitfalls associated with starting a company.

Here is what new business owners need to know to help avoid the top 10 mistakes made when starting and operating a Florida business.

Mistake One: Failing to Register the Business with the State of Florida

All Florida businesses new and existing must register their companies with the Florida Department of State when they are conducting business within its borders.

Failing to do so may result in difficulties establishing a company bank account, which may leave the person or partners personally liable for business debts and obligations.

Mistake Two: Failing to Choose a Unique Business Name

Before you can establish your brand, and register your company with the State of Florida, you must choose a unique business name that does not interfere with the intellectual property rights of a third party.

Simply put, if you choose a company name that is the same or remarkably like an existing brand, you may be required to change it and potentially be held liable for any damages that resulted from your oversight.

Vetting the business name first will save time, money, and the headache of losing your brand equity later.

Mistake Three: Failing to Establish Partnership or Shareholder Agreements

If you are not the only one starting a new company that involves more than one principal, you must develop a partnership, LLC operation, or shareholder agreement in place before the business begins.

These agreements set forth the expectations for the business and its owners, and include provisions that dictate:

  • How business decisions will be made
  • How profits will be distributed
  • What will happen in the event of a dispute between the parties
  • When owners can transfer their business interests
  • What will happen in the event of the death, disability, or divorce of one of the partners

At MLG Business Litigation, our skilled Florida business start-up attorneys provide flat fee partnership agreements that will allow you to begin operating with confidence.

Mistake Four: Failing to Adequately Address Accounting and Tax Issues from the Start

Before you can successfully keep track of your business’s accounting needs, including basic accounts payable and receivable requirements, you must determine which documentation method you are going to use.

Whether you prefer to use in-house software, like QuickBooks or something similar, or hire a bookkeeper or Certified Public Accountant to do the work, you must decide before billing customers or paying vendors.

Failing to establish a reliable accounting procedure first can significantly impact your business’s profits, losses, and overall success.

In addition, all for-profit Florida businesses are required to pay local, state, and federal taxes. To avoid IRS penalties, establish a clear and concise accounting process from the start.

Mistake Five: Failing to Separate Personal Accounts from Business Accounts

This one is simple but often overlooked.

If you do not separate your personal financial accounts from your business accounts, you cannot properly shield yourself — or your partners — from personal liability for the activities and actions undertaken on behalf of the business.

That means creditors can hold a shareholder, member, or partner personally liable for the acts of the business.

All businesses should establish a separate bank account — or accounts, when necessary — and any business expenses that must be paid from that account to avoid commingling business funds with personal funds.

Mistake Six: Failing to Comply with Florida Employment Laws

The fines and penalties associated with violating Florida employment laws are significant and can swiftly cripple a start-up’s ability to successfully operate.

The moment your company hires its first employee, the business becomes an employer, you must comply with certain employment laws, including wage and hour, civil rights, and whistleblower laws.

Mistake Seven: Failing to Develop and Enforce Business Contracts

A common Florida business start-up mistake is entering into an agreement with a customer, vendor, strategic partner, or even an independent contractor with a solid business contract in place.

Business contracts outline the expectations of each party involved, specifically identifying each party’s responsibility, the timeline of the agreement, and at what expense.

When no written contract is in place, any person or business can default on the agreement without being held responsible for its breach. This could easily jeopardize your business before you even get started.

Mistake Eight: Failing to Quickly and Accurately Address Business Disputes

Whether it is an intra-office spat between partners or a disagreement between the company and a vendor, failing to assess the complaint and a potential remedy early could lead to lawsuits and litigation.

When the courts become involved, the outcome will be costly. This can cripple a small business from the start.

That is why it is important to have solidly constructed contracts in place that address dispute resolution, so you and your company can mitigate the risk of costly litigation.

Mistake Nine: Failure to Obtain a Required Business License

Not all Florida businesses require a license to operate in the state, but if yours does, you much procure the license before you start conducting business. Failing to do so may result in substantial financial penalties.

Depending on where your Florida business is located, the local licensing requirements may differ. Our skilled Florida business start-up attorneys can help you determine if you need a license, which type(s), and how to successfully file for the proper credentials, so you can get your company off the ground quickly.

Mistake Ten: Failing to Purchase Liability Insurance

When companies do not purchase liability insurance, they are opening the door to lawsuits that may require payment directly from the company, business owner, partners, or shareholders’ pockets.

Do not wait until you are faced with a claim to engage in risk management for your business.

One of the best ways to manage risk for your business is to purchase liability insurance.

Contact MLG Business Litigation Group in Florida Today to Get Started

If you are ready to start a Florida business or need help moving your company to the next level of operation, our skilled Florida Business Litigation attorneys can help provide real-time legal guidance, advice, and solutions.

Contact our MLG Business Litigation Group attorneys in Florida today at (786) 706-9228. We can help you understand your complete legal rights and options to start and keep your Florida business on track.

What Damages Can I Pursue During a Breach of Contract Lawsuit in Florida?

Wednesday, February 16th, 2022

What damages can be claimed for breach of contract?

Our MLG Business Litigation Group attorneys in Florida know that business contracts are a key element to success for individuals and companies alike.

Generally, the idea behind a business contract is to ensure all parties involved uphold their end of the agreement, and that they are protected legally when one does not.

Whether a contract is written or oral, it can be legally enforced.

What are the Legal Remedies for Breach of Contract in Florida?

When it is time to take legal action against a person or party for breach of contract, our clients may pursue all applicable damages suffered from the terms not being fulfilled.

That may include:

  • Compensatory Damages

Compensatory damages are the direct financial losses incurred by the breach of contract.

  • Consequential Damages

Consequential damages are those that were incurred indirectly by the breach. For instance, if one party ordered a piece of equipment that was never delivered, the breaching party may have to pay for any payments that were made towards the equipment, and the additional expenses that were incurred when ordering replacement equipment.

  • Incidental Damages

Incidental damages are expenses incurred by the non-breaching party to avoid other direct and consequential losses caused by the breach of contract.

  • Liquidated Damages

Liquidated damages are terms outlined in the contract that state what will happen if one party breaches the agreement.

When we can prove a breach occurred, the defendant will usually be required to pay the number of damages specified in the contract.

  • Punitive Damages

Punitive damages are awarded to punish the breaching party for their behavior. Punitive damages are often the result of breaches that also involve a tort, including one for embezzlement or fraud.

Contact MLG Business Litigation Group in Florida for a Free Case Assessment Today

If your business has been negatively impacted by a breach of contract, our Florida business litigation attorneys can help you pursue the breaching party for the full extent of damages their behavior has caused.

Contact our MLG Business Litigation Group attorneys in Florida today at 888-904-2524 for a free case evaluation. We can help you understand your complete legal rights and options to get your business back on track.

What Happens When a Florida Business Partner Wants to Leave the Company?

Sunday, January 30th, 2022

What do you do when your partner wants to leave the company?

At MLG Business Litigation Group, our Florida attorneys understand that not all partnerships last forever.

If one business partner decides he or she no longer wants to be involved in the company’s operations, the legal circumstances may become increasingly convoluted for both the partner who wants to leave and those he or she leaves behind.

We can help you sort through the details, to help keep the company on track during the process, whether the departure is sudden or planned.

What Steps Should My Company Take to Ensure a Fair Outcome for the Remaining Partner(s)?

While a partner’s departure and the circumstances surrounding the decision are uniquely complex for each company, understanding common contracts and regulations can help guide a better understanding of each party’s options.

LLCs and partnerships are typically managed by an operating agreement that outlines important details about the company, including:

  • Rules, duties, and compensation of members
  • Whether membership interest is freely transferable
  • If a member wants to leave a business, whether the other partner(s) can buy out the leaving partner’s membership at a predetermined percentage of the company’s reasonable value

Operating agreements play a key role in developing the framework of organizations. However, Florida law does not require an LLC to have an operating agreement. In situations where no operating agreement is required, one partner leaving might automatically call for the dissolution of a company.

To ensure your business follows the proper protocol during these circumstances, it is a good idea to consult with a skilled Florida business partnership attorney to safeguard the best interests of the remaining partner(s) and guarantee the buyout or dissolution is fair and complete.

Keep in mind, if you are the only remaining partner, there may be tax implications to realigning your business type, which is something you must consider when determining the next steps.

Our experienced business litigation lawyers in Florida can help you determine what the departing partner’s obligations are, what you are entitled to because of the change, and how you can expedite the process without causing further disruption to the company’s operations.

Contact MLG Business Litigation Group in Florida for a Free Case Assessment Today

If your business partner is considering leaving the organization for personal or professional reasons contact our MLG Business Litigation Group attorneys in Florida to discuss the details of your partnership agreement or the lack of one today at 888-904-2524 for free case evaluation. We can help protect your rights throughout the process, so you can move forward with confidence.

Has Your Florida Business Partner Breached Your Partnership Agreement?

Sunday, January 16th, 2022

Can I Sue My Business Partner for a Breach of Contract in Florida?

At MLG Business Litigation Group, our Florida attorneys know that professional partnerships often make running a company easier.

That is why so many entrepreneurs and seasoned professionals look for allies when starting a company, so they can have a partner in the process, who can help traverse both the ownership challenges and successes.

That does not mean business partnerships are not without their trials. And it certainly is not unusual for business partners to disagree about certain aspects of the company’s operation.

However, disagreeing about day-to-day business issues is hugely different than breaching a partnership contract.

Unfortunately, this breach can happen in many ways, depending on the terms of your agreement.

No matter how the breach occurred — which could be something different for nearly every Florida business partnership — if your partner did not adhere to the terms of your contract, you may need to take serious action, especially if the breach resulted in damages to the company.

How Can I Hold My Business Partner Liable for Breaching Our Agreement?

All business partner relationships are unique. That is true for both the professional and personal aspects associated with each of the partners.

Some partners can address issues with their partners as they occur. Others may take longer to confront their partners about potential business issues.

But when it comes to the breach of a partnership agreement, it is important to approach the violation according to the terms of the contract.

First, review the original partnership agreement to learn more about the steps that were outlined to address a breach.

While all partnership agreements are different, some of the most common remedies for breaches may include, but are not limited to:

  • Achieving a settlement for the breach: The settlement between you and your partner may allow you to come to an agreeable compromise without taking any further legal steps. This may include agreeing to some type of restitution for the breach while continuing the business partnership.
  • Suing the Florida business partner: When a mutual agreement cannot be reached, it may be time to involve an experienced Florida business litigation attorney who can pursue the partner who committed the breach for the damages he or she caused the company.
  • Expelling the Florida business partner from the company: Expelling a partner from a company is a serious matter and requires the other partners to understand the complete terms of their agreement. In some cases, partnership agreements may state that the partnership must be dissolved if expulsion is the only remedy.

To determine the best way to manage your unique partnership predicament, you may want to discuss your options with a skilled business litigation attorney in Florida. We can help.

Contact MLG Business Litigation Group in Florida for a Free Case Assessment Today

If your business partnership is in jeopardy because one or more partners breached the agreement, contact our Business Litigation attorneys in Florida today at 888-904-2524 for a free case evaluation. We can help you understand your complete legal rights and options to get your business back on track.

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