Corporate and Business Counsel
From day-to-day counsel to the most complex transactions, we keep our clients’ business objectives at the center of our practical approach to business law. We advise clients in a complete range of corporate and other related business transactions, including start-ups vis-à-vis estate-planning, unbundling techniques, asset protection, forming strategic alliances, mergers and acquisitions, and more.
- Choice of Entity: We advise our clients on alternative business structures available for their business, financial and estate-planning objectives and also assist in the organization of the entity. Our approach is educational. Strategies of ownership include unbundling techniques that our corporate owners can use for various legitimate business purposes. Additional services include counsel on reorganizing existing businesses.
- Purchases and Sales of Businesses: Clients rely on our extensive experience in representing sellers and purchasers in both taxable and non-taxable transactions. We advise regarding transaction structure and legal terms, assist in the negotiation of transactions and manage closings.
- Succession Planning: The appropriate succession of ownership and management of family or closely held businesses involves not only legal matters, but also sensitivity to how related issues will impact family members and employees. We are prepared to work closely with you on every aspect of succession planning, advising regarding ownership and management structures, the desirability and implications of making lifetime gifts, preparation of wills and trusts and more.
- General Business Representation: We work to gain an understanding of your unique business and circumstances that allows us to help you achieve your business, financial and family goals. General business services include preparation of annual corporate minutes; special yearly minutes for strategic transactions; annual state filing and notification requirements. Once again, our approach is educational: we will work with you to gain value for your business. We will counsel you on how to grow and define value, stay organized, document your financials, and create an intellectual property, trade secret, culture within your business. Once this intellectual property culture is created, we can show you how to use your intellectual property through various monetization techniques by licensing your protected intellectual property.
A strategy to identify, develop and protect your intellectual property rights is critical to establishing and growing a successful business. We provide both traditional and innovative strategies that help you take care of some of your most valuable intangible assets.
- Trade Secrets and Confidential Information: Our work includes the design and implementation of a trade secret culture within your business environment; we can provide you with a process to identify then classify and then protect your ideas (a Trade Secret Protection Program). We can create a “Compilation” of your ideas specifically designed to indentify your industry in general, what ideas, procedures, and processes that make your business special and what your future plans are vis-à-vis past trial and error. Also, our work includes the preparation and negotiation of agreements to protect and secure trade secrets and confidential information, including assignment of inventions, rights of first refusal, and noncompetition, nonsolicitation and nondisclosure agreements.
- Licensing and Distribution: To help protect our clients in today’s modern business environment, we offer expertise in drafting and negotiating license and distribution agreements. We may unbundle your intellectual property from the company, license the intellectual property and create other various monetization techniques to increase the wealth earned by such. Most family and closely held business owners do not realize that by not defining and licensing their intellectual property, they are losing substantial value either through direct revenue earnings or tax savings. Our approach is educational and we are uniquely positioned to counsel you and your business accordingly.
- Franchise Agreement: At the heart of every franchise arrangement is the franchise agreement under which a franchisor grants a franchisee the right, for valuable consideration, to operate a single franchised business under the terms of the agreement. Normally, a franchisee must enter into a separate franchise agreement for each separate franchised business that the franchisee operates.
- Master Franchise Agreement: A master franchise agreement is a type of franchise agreement under which a franchisor grants to a master franchisee or subfranchisor the right, for valuable consideration, to grant franchises to others in designated geographic territory and to provide services to franchisees within the territory. Part of the consideration that a master franchisee gives for its rights in the agreement is the obligation to oversee development of a specified number of franchised businesses according to a development schedule.
- Area Representative Agreement: Also known as an “area director agreement” or “area agreement,” an area representative is on in which the party contracting with the franchisor has similar rights and duties to those of a master franchisee, but less responsibility and less reward.
These are some of the services provided through the Bethel Law Corporation. Contact us for further details or clarification on any of the items listed above or to set an appointment.