Business Law Practice Areas
Many of our clients are startup businesses, and we are very familiar with the satisfaction that comes from being your own boss as well as the issues that confront small business owners. We help our clients decide whether a limited liability company, a corporation, or some other form of business is the optimum choice for them, and we help them decide whether it is best for them to be taxed as a C-corporation, S-corporation, partnership, or sole proprietorship. In most cases, we find that Indiana is the best place for our clients to organize their businesses, but we sometimes recommend that a client organize a new business under the statutes of another state, whether it’s under Delaware’s corporate law, Nevada’s limited liability company statute, or the relevant statute of another jurisdiction.
A big part of our corporate law practice deals with limited liability companies. Although the first LLC statutes in the United States date back to the late 1970’s their use was almost nonexistent before 1988 when the IRS decided that Wyoming LLCs could be taxed as partnerships. Their use really took off with the 1997 “check the box” regulation that allows owners of LLCs to simple choose how the LLC will be taxed. While most LLCs are formed for business purposes, they are also useful for estate planning and other personal purposes. In some limited circumstances, they can also be used as tax-exempt organizations.
We also help our clients and others keep up with the developments in the law of corporations and LLCs, such as the recent Indiana statutes dealing with series LLCs and benefit corporations.Business and Commercial Transactions
We advise and represent clients in business transactions including mergers, acquisitions, sales of businesses, franchise purchases, leases of a single office or an entire office building, or equipment leases. We have experience in drafting contracts for a myriad of purposes, including construction contracts, employment contracts, confidentiality agreements, publishing contracts, software licenses, and outsourcing arrangements. We help our clients protect their interest with security agreements and personal guaranties. And we represent clients resolve disputes, whether it is through informal settlement negotiations mediation, arbitration, or litigation.Business Litigation
No one ever goes into business or signs a contract with other people expecting that the relationship will end up in litigation. It happens. Even with the best documents that the best business lawyers can write, it sometimes happens. If that happens to you, if you are sued, if you’re being threatened with a lawsuit, or if you believe you may need to resort to legal action to enforce your rights, Hand Ponist’s business litigation attorneys can help.Securities
The area of securities law is complicated and fraught with peril for the unaware. If you are starting a new business, if you are bringing new owners into your business, or if you are borrowing money from people other than banks or commercial lenders, especially if you will receive money from “silent investors,” you need to consider the possibility that your corporation or limited liability company may trigger securities laws, including the possible requirement for securities registration and the possibility of incurring liability for security fraud. Unfortunately, even many lawyers sometimes overlook the securities implications of setting up new businesses, with potentially disastrous results. We can help you avoid those traps for the unwary.Business Succession Planning
Our estate planning attorneys advise and assist our clients with arrangements to provide for the transfer of their businesses and other assets, and to help take care of their families, after they die. Sometimes a simple will, supplemented with measures such transfer-on-death property, is enough, but more and more frequently we find that a living trust is a better way to reduce the burdens on our clients’ survivors. Hand Ponist’s estate planning lawyers also help our clients prepare for the possibility that, at some point in their lives, they may not be able to make decisions for themselves by providing general powers of attorney, health care powers of attorney and appointments of health care representatives, and living wills or life-prolonging procedures declarations.Nonprofit Organizations
We advise and represent tax-exempt, nonprofit organizations at any stage of their development. We help new organizations incorporate and qualify for tax-exempt status, including the preparation and filing of Form 1023 for charitable organizations that qualify for exemption under Section 501(c)(3). We also help nonprofit organizations protect their tax-exempt status by remaining in compliance with complicated IRS regulations. In addition to public charities and private foundations, we can also help business leagues, civic leagues, social welfare organizations, social clubs, and other types of tax-exempt organizations.