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Choosing Business Attorneys and Lawyers

Written by: Joe Cooper

Article Overview: This article outlines questions that you should be asking yourself when choosing an attorney that is a good fit for you.

Choosing Business Attorneys and Lawyers

There are many factors that come into play when choosing a Business Attorney to assist you in structuring your business.

You will need assistance in the following areas:

1. Business entity formation
2. Corporate governance
3. Capital formation and investor relationships
4. Shareholder/partnership agreements
5. Joint ventures
6. Finder agreements
7. Employee relations, including hiring and termination
8. Incentive Compensation Plans
9. Appointment of sales representatives and distributors
10. Purchase and sale of products/services
11. Office and equipment leasing
12. Purchase/sale of business
13. Not-for-profit organizations

The key questions you need to ask your business attorney or lawyer in order to make an intelligent choice are as follows:

1. How long have you been practicing law?
2. What is your area of specialty?
3. Have you represented companies like mine?
4. Who are the attorneys and paralegals at your firm that would work on my
matters and what experience do they have?
5. How do you charge legal fees and for what expenses will I be charged (e.g.
faxing, word processing, copying, postage)?
6. Do you have sample legal forms, agreements, and policies that I can use for
my business?
7. How many corporations have you incorporated?
8. What experience do you have in handling employment matters?
9. What experience do you have in dealing with tax matters?
10. What kinds of advice do you give to businesses to lessen the likelihood of
litigation?

Incorporating is just a small part of the process of starting a business and making sure that what you are setting up makes sense for you. Hiring an attorney to set up the corporation will make it far more likely that the job is done correctly; however, in terms of the actual incorporation process, there is no requirement that you hire an attorney to incorporate your business.

There are several options for incorporation, aside from hiring an attorney, including using:

Interactive software programs;
Tear-out forms available in incorporating guides;
Forms available from your state government, typically at the Secretary of State's office; and
Corporate service companies

You should consider hiring an attorney to form your corporation if any or all of the following applies to your business:

If the incorporation of your business will require complicated agreements;
If you plan to incorporate in one state while registering to do business in one other or more than one other state;
If you anticipate complicated tax or other legal issues involving the incorporation of your business
If you plan to raise capital from outside investors


Types of Attorneys

Like doctors, lawyers are becoming increasingly specialized. Someone who concentrates on mostly wills, house closings and other "non-business" matters is probably not a good fit for your business. At the very least, you will need the following sets of skills. The more skills that can be produced by the same human being, the better!

1. Contracts. You will need a lawyer who can understand your business quickly; prepare the standard form contracts you will need for customers, clients and suppliers; and help you respond to contracts that other people will want you to sign.

2. Business organizations. You will need a lawyer who can help you decide whether a corporation or limited liability company (LLC) is the better way to organize your business, and prepare the necessary paperwork.

3. Real estate. Leases for commercial space - such as offices and retail stores - are highly complex and are always drafted to benefit the landlord. Because they tend to be "printed form" documents, you may be tempted to think they are not negotiable. Not so. Your attorney should have a standard "tenant's addendum," containing provisions that benefit you, that can be added to the printed form lease document.

4. Taxes and licenses. Although your accountant will prepare and file your business tax returns each year, your lawyer should know how to register your business for federal and state tax identification numbers, and understand the tax consequences of the more basic business transactions in which your business will engage.

5. Intellectual property. If you are in a media, design or other creative-type business, it is certainly a "plus" if your lawyer can help you register your products and services for federal trademark and copyright protection. Generally, though, these tasks are performed by specialists who do nothing but "intellectual property" legal work. If your lawyer says he or she "specializes in small businesses", then he or she should have a close working relationship with one or more intellectual property specialists.

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