Business Entity Formation:
A corporation is a business entity comprised of shareholders who own stock in the company. Shareholders are generally protected from liabilities of the corporation. Shareholders elect a board of directors who then designate officers to manage the operations of the corporation.
The shareholders of a Professional Corporation (PC) are licensed or authorized within the state to render professional services. Physicians, attorneys, architects, certified public accountants and veterinarians are examples of individuals who are able to form a PC. A PC operates similarly as a traditional corporation except shareholders of a PC are actively involved in the operations and management of the business. Non-licensed individuals are not allowed to own stock in a PC.
An LLC is a relatively new business entity. It is a hybrid between a corporation and a partnership. Owners of an LLC are referred to as members. An LLC is similar to a corporation in that it offers its members personal protection from liabilities of the entity. An LLC can elect to be taxed as a partnership or a corporation.
Similar to Professional Corporation, a Professional Limited Liability Company (PLLC) is comprised of professionals licensed by the State of Texas. A PLLC operates similarly as an LLC. Only licensed professionals can be members of a PLLC.
A limited partnership has one or more general partners and one or more limited partners. The general partner manages the business and is personally responsible for all of the partnership’s liabilities. The limited partner does not participate in the operations of the business. Limited partners contribute capital and receive a share of the partnership’s profits, but are generally shielded from personal liability relating to the debts of the partnership.
If you are looking to form a business entity or have questions about which entity best suits your needs, contact the Law Office of Ryan C. Solis to schedule a consultation to discuss your business entity needs.
Gone are the days when business partners would give one another their word and seal it with a handshake. A written agreement amongst owners is critical to the success of a business. A Shareholder Agreement, an LLC Member Agreement, or a Partnership Agreement specifies how the various owners will operate the business. Agreements contain the method and manner by which owners will be compensated for their investment either through dividends or distributions. An Agreement will also have a redemption provision, or “Exit Strategy,” that will direct how owners can be compensated should they wish to sell their interest. Should a dispute amongst owners arise, Agreements can limit the severity of issues and streamline resolution.
If you or your business is in need of a Shareholder Agreement, Partnership Agreement, or a Member Agreement, contact the Law Office of Ryan C. Solis to schedule a consultation to discuss your Agreement needs.
A contract is a binding legal document that represents an agreement between two or more people. Contracts are essential for efficient and standardized operation of a business. A business owner may enter into a contract with a vendor or customer to specify the terms of the transaction and to delineate the parties’ rights in the event of default. A well-drafted contract can protect a business’s interests and eliminate confusion regarding time of performance and method of payment.
If you or your business is in need a well-drafted contract, contact the Law Office of Ryan C. Solis to schedule a consultation to discuss your contract needs.
A Non-Compete Agreement is a promise not to engage in a type of business for a specified period of time within a particular geographical area. These types of Agreements are often found in contracts for the sale of a business. Operating a business is difficult; it becomes much more so if the Seller becomes the competition. Buyers recognize that the value of the business will be lessened if a Seller is able to open a similar establishment down the street. That is why a non-compete provision is crucial in the purchase of an existing business.
If you are purchasing a business and have questions regarding Non-Compete Agreements, contact the Law Office of Ryan C. Solis to schedule a consultation.
A Non-Disclosure or Confidentiality Agreement is crucial for protecting intellectual property. The terms Non-Disclosure Agreement and Confidentiality Agreement are often used interchangeably. They both serve a similar purpose: to prevent the use or disclosure of trade secrets, procedures, or other internal matters shared between individuals or businesses. Oftentimes businesses will share proprietary information with prospective buyers. Before disclosing this type of information, it is imperative to execute a Non-Disclosure or Confidentiality Agreement to ensure that the disclosed information is kept confidential and used only for the limited purpose associated with this type of disclosure. If you are planning on selling your business or are willing to entertain offers from a prospective purchaser, you first need a Non-Disclosure or Confidentiality Agreement. Contact the Law Office of Ryan C. Solis to schedule a consultation.