Category Corporation

Corporate Governance: The Basic Legal Framework

by Bryan Lane Berson, Esq. Corporations are legal entities and one of several ways to structure a business.  All corporate stakeholders should have a solid grasp of basic corporate governance.  Owners, managers, and shareholders should understand their rights and responsibilities. Incorporators, or promoters, form a corporation by filing a certificate (i.e., articles of incorporation, charter) […]

The Commercial Leasing Environment

by Bryan Lane Berson, Esq. Manufacturing and most service businesses lease dedicated space for their operations.  Commercial landlords and tenants (hereinafter “parties”) memorialize their agreements in commercial leases.  Most people are familiar with residential leases, but commercial leases and the applicable landlord-tenant law are quite different. State law tends to protect residential tenants far more […]

Funding Buyouts of Departing Owners

by Bryan Lane Berson, Esq. Under a buy-sell agreement, when an owner dies, becomes disabled, or gives up ownership for some reason, the company or remaining owners may have to purchase the interest at stake.  It is critical to fund the buyout.  Without a practical funding plan, a company or its owners may have to […]

Buy-Sell Agreements: Preparing For The Day Your Co-Owner Leaves

by Bryan Lane Berson, Esq. A well-managed business can exist in perpetuity, but ownership won’t remain the same forever.  Eventually, an owner will leave for one of several reasons.  The owner may (i) retire; (ii) become disabled; (iii) die, (iv) lose a professional license, (v) want to sell or give away ownership; or lose control […]

Is Your Organization Disorganized?: Choosing Between Corporations and LLCs

by Bryan Lane Berson, Esq.  Suppose you operated a company with two lines of business – a service business (e.g., six sigma consulting) and manufacturing (e.g., precision instruments or ball bearings).  These businesses have different customers, growth prospects, financial statements, reinvestment needs, returns on capital, and cash flow characteristics.  They face different types of risks. […]