Buying a Small Business, Company or LLC in New York

Your business acquisition attorney is not only your legal expert, but also will facilitate the business purchase process. Your business lawyer will coordinate the processes, interface with all the players, and move the business transaction along, culminating in a successful closing. As your legal expert, your business lawyer will conduct the legal due diligence, negotiate, draft and review the necessary legal documents… [Read more]

Tags: Business Checklist, Business Merger, Contracts, Nondisclosure

What are my Employer Obligations for Employees in New York?

First you should “Determine Whether Your New York Business has Employees or Independent Contractors” by reading that post or consulting with a corporate attorney. If your New York business hires employees, then the following would apply. Workers’ Compensation.  The New York State Workers’ Compensation Law (“NYWCL”) requires qualifying businesses must obtain workers’ compensation insurance before… [Read More]

Tags: Business Checklist, Business Links, Business Tax, Employee, New York business attorney, NY business lawyer

How to Conduct Due Diligence for a Merger or Purchase of a Business or LLC

Regardless of whether you are buying a business as an asset purchase, a stock purchase, or a merger, you (and/or your corporate attorney) must conduct due diligence on the target company.  Due diligence involves an in-depth investigation of the business.  It requires review of a lot of documents by your corporate attorney and a review… [Read More]

Tags: Business Checklist, Business Merger, Due Diligence, Licenses, New York business attorney, NY business lawyer, Operating Agreement

Negotiating the Terms of the Deal — Buying or Selling an LLC or Small Business In New York

After you have found your target New York business to acquire, you (and/or your corporate attorney) have to negotiate the terms of the business purchase transaction.  In this article I will outline some of the typical terms of a term sheet for the purchase of a small business and some of the things you need… [Read More]

Tags: Business Checklist, Business Merger, New York business attorney, NY business lawyer

How Do I Determine Whether my New York Business has Employees or Independent Contractors?

It is critical that you, the business owner, perhaps with the help of your corporate attorney, correctly determine whether the individuals providing services are employees or independent contractors.  For the most part, the employer must withhold income taxes, withhold and pay Social Security and Medicare taxes, and pay unemployment tax on wages paid to an… [Read More]

Tags: Business Checklist, Employee

Your Company Should Have a Nondisclosure Agreement (Confidentiality Agreement) with its Employees

A Non-Disclosure Agreement (also known as an NDA or confidentiality agreement) is meant to protect a business from its employees misusing valuable proprietary information.  Often it is a good idea to have a confidentiality agreement in place with each of your employees (regardless of position).  For instance, your receptionist and salesperson might have access to… [Read More]

Tags: Business Checklist, Business NDA, Business Trade Secret, Employee, Invention, Nondisclosure, Technology Agreements

Do You Need an Operating Agreement for Your Small Business LLC? Here is my LLC Operating Agreement Checklist.

As you may know, a “corporate kit” includes a pre-made form of limited liability company operating agreement.  There is no telling how complete these are and whether or not they were prepared by a corporate attorney.  Certainly an off-the-shelf operating agreement is not customized for your needs.  I recommend having a New York Small Business… [Read More]

Tags: Business Checklist, New York business attorney, NY business lawyer, Operating Agreement

Starting an LLC or a Business in New York? Here is my Business Startup Checklist

As a corporate attorney, I am frequently asked for a checklist of items to consider when starting a business.  Here is a “10,000 foot” overview of what needs to get done in starting or buying a large or small business in New York: Choose Your Business Structure What type of structure is right for your… [Read More]

Tags: Business Checklist, Business Links, Business Tax, Operating Agreement