Practice area
Business law
Most business problems begin as a document that was never written or never read closely. We help owners set up their companies properly, put agreements in writing and resolve disputes before they grow.
Overview
We act for small and mid-sized businesses: contractors, restaurants, medical practices, shops and family companies. Few of them have a lawyer on staff. They need someone who knows their business and can answer a question quickly.
At the start, that means choosing the right structure, filing with the Ohio Secretary of State and writing an operating agreement that says who owns what, who decides, and what happens if an owner leaves. Later it means contracts with customers, suppliers and landlords that say what the parties actually agreed.
When a dispute arises, we look first for the commercial answer. A negotiated result usually costs less than a lawsuit and preserves the relationship. When that is not possible, we take the matter to court.
Matters we handle
Business formation
Limited liability companies, corporations and partnerships, with the agreements that govern them.
Operating and owner agreements
Ownership, voting, profit shares, and buy-out terms for when an owner leaves, retires or dies.
Contracts
Drafting and reviewing agreements with customers, suppliers, contractors and lenders.
Buying or selling a business
Letters of intent, due diligence, purchase agreements and closing.
Commercial leases
Negotiating terms for office, retail and industrial space before you sign.
Owner and partner disputes
Deadlock, alleged breaches of duty and the separation of owners who can no longer work together.
Collections and contract disputes
Recovering unpaid invoices and enforcing or defending claims under a contract.
Who this is for
- You are starting a business, alone or with partners.
- You have been asked to sign a contract or a lease and want it reviewed first.
- You are buying a business, or someone has offered to buy yours.
- A customer, supplier or co-owner is not doing what was agreed.
What to do now
- Put the terms you have agreed with partners in writing, even as a simple list, before memories differ.
- Do not sign a lease, a loan document or a purchase agreement until it has been reviewed.
- Keep business and personal money in separate accounts.
- Gather the documents that govern the dispute: the contract, the invoices and the emails.
- Stop discussing a dispute by text message. What you write may be read by a judge.
How the fee works
Flat fee or hourly
Defined pieces of work, such as forming a company with an operating agreement or reviewing a lease, are done for a flat fee quoted in advance.
Open-ended work, such as negotiating a sale or handling a dispute, is billed by the hour, with an estimate at the start and a statement every month. State filing fees are separate.
What to bring to the consultation
- Any formation documents and operating or shareholder agreements
- The contract, lease or offer you want reviewed
- Recent financial statements, for a sale or purchase
- Correspondence about the dispute, including emails and texts
- Invoices and proof of delivery, for a collection matter
- A list of the owners and their ownership percentages
Common questions
Should my business be a limited liability company or a corporation?
For most small businesses in Ohio a limited liability company is simpler to run and gives the same protection for personal assets. A corporation can make sense if you plan to bring in outside investors. Tax treatment is a separate choice, and we work alongside your accountant on it.
Do I need an operating agreement if I am the only owner?
It is still worth having. It helps show that the company is separate from you personally, and banks and buyers often ask for it.
Can you review a contract quickly?
Usually within a few business days, and sooner when a deadline requires it. Tell us the date you need to respond by when you send it.
Attorneys who handle this
Related practice areas
- Employment lawUnpaid wages, discrimination, retaliation, dismissal and review of severance and non-compete agreements.
- Real estatePurchases and sales, title problems, landlord and tenant matters and disputes over boundaries.
- Estate planning and probateWills, trusts and powers of attorney, and guiding families through the probate court after a death.
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