I provide general counsel services on an outsourced basis. In other words, you can have a trusted advisor on a range of legal and general business strategy — just like much bigger companies but at a fraction of the cost.
I have worked in several industries, including oil and gas — and more fully discussed in Who Is Paul. I can work and advise — and have done — on a broad array of issues on a timely basis.
Click on any button below for a sample of the types of things the Firm does:
Company Formation includes advice on what type of entity — corporation, LLC, or partnership — would best suit your needs, as well as drafting the company agreements and documents.
But this includes much more.
• I first talk about what you — whether as a sole owner or a group of partners — want to accomplish
• The time frame for reaching your goals
• The possibilities of outside investment
• The actual way you want to make company level decisions
• Your preferred tax treatment of income
• What you want to happen in the event of your disability, death, or other change of circumstance and important other issues.
Taking the time up front to discuss and resolve these matters makes it far easier to know what you can expect down the road.
Call to find out more.
A Buy-Sell Agreement is one of the most important documents if your company is owned by a group.
• What happens if one of you declares bankruptcy?
• What happens if one of you becomes disabled?
• What happens if one of you divorces?
• What happens if one of you dies?
• What happens if one of you loses interest in the business?
Any of these situations can happen to your business. Be prepared with a thought-out plan in a buy-sell agreement
Proper conduct of your company’s affairs requires minutes of meetings of shareholders and directors — in a corporation — and of members and managers — in an LLC. That is the job of a Company Secretary.
Particularly in a group ownership setting, written minutes keep everyone on the same page — they track corporate decisions and record the situation at the time and the decisions actually made — rather than relying on memory several months or even years later. This minimizes second-guessing or even worse — accusations of misconduct.
This is important even for sole owners — showing that you keep your business affairs separate from your personal affairs. Any outside investor or lender will want to review these corporate records before deciding whether to underwrite your enterprise, as would a potential buyer of the business. And the IRS could want to see them in certain situations as well.
I can prepare minutes, as well as maintain a minute book of these important meetings.
I can also advise on what matters to cover at the meetings and otherwise on how to conduct these meetings.
Compliance Programs come in many forms, including those for:
• Basic personnel and wage-and-hour issues
• Immigration issues
• Anti-bribery and anti-corruption, including Foreign Corrupt Practices Act issues
Even if you do not work internationally, many of your customers — especially large companies — want to know that you operate by high standards. These matters can come up in many ways and I can help you deal with them.
I can help you set up and implement one or more compliance programs designed for your business.
Two of your most important relationships are with your customers and with your vendors. Although you may think a handshake deal is clear-cut, writing down the terms will help make that crystal clear and could avoid expensive arguments later — when it’s one party’s word against the other’s.
A written contract allows both parties to know what to expect on a host of issues — should they arise.
This should give you some peace of mind and allow you to deliver your product or service to your customers without worrying about uncertainty over quantity, the price, the quality, or any other key variable.
Potential business disputes come in a variety of guises:
• Construction contractors
• Other shareholders, LLC members, or partners
• State or federal government
Disputes will come. They are part of life and business. I have years of experience litigating such disputes and can help you resolve them short of having to go to the courthouse.
But, if that is not possible, I can assess the dispute and recommend an appropriate outside counsel who won’t break the budget.
Your personnel help you achieve your business goals. In a small company, three main issues bedevil many business owners.
First, employee expectations. Though not required, a written agreement or statement of employment conditions sets out what an employee can expect.
A well-written contract minimizes the risks of dashed expectations or even disputes later.
Second, wage and hour laws. The US system of exempt versus non-exempt — that is, who must be paid overtime and who does not have to be, or even what overtime is — is confusing at best and a trap for the unwary. The Firm can look at your business and help you resolve many of these issues and avoid disputes with the Department of Labor down the road.
Third, if you use independent contractors, you can face issues on both their expectations and whether the government will even recognize your personnel as independent contractors rather than employees.
Other issues can arise as well, such as potential discrimination on prohibited grounds and whether particular conduct is concerted activity that is protected from employer retaliation.
Don’t make a mistake. The cost of finding out your options and acting accordingly is low compared to the potential damage if these issues are not properly handled.
You know it is important to be discreet when discussing internal issues, such as whether certain conduct is lawful or whether a disgruntled customer might have a basis for dispute. You also know that emails, texts, and any digital media are forever.
But, do your employees know these things?
It is so easy for an employee to get carried away when discussing sensitive issues by email or text or even social media. The normal thought is either that emails are informal or that the text would never be seen by someone else.
Wrong. A poorly worded email, text, or social media post can be used by an opponent to extract a settlement on unfavorable terms, or even to expose the company to the potential of criminal liability.
I can help you avoid this by short training sessions designed to cover these issues — and more — with your personnel and to avoid nasty consequences.
You face business risk every day. Sometimes you know it and other times not. But it is there regardless.
I can help you identify the risks that your business is facing and decide on how to avoid them completely or mitigate the damaging effect of the risk.
Also, I can identify insurance solutions for some risks, which can include the usual liability issues, as well as extraordinary risks such as an unplanned departure of a partner or a weather disaster.
Day-to-day problems can swamp your ability to focus on the long term.
Would you like to identify marketing opportunities? Do you have a “brand”? Can the brand be protected?
Do you plan to seek financing to expand your business? Do you plan to exit your business some day? Do you know what investors, lenders, and buyers are looking for when they want to see your financial records?
Would you like to do your work more efficiently with fewer employees?
I can help on all sorts of business strategy issues, like helping you address the following:
• How the chart of accounts is structured (in preparation for
• Assessing opportunities for branding and trademarking, as well as managing the trademark process
• Assess opportunities to improve business practices through technology improvements or upgrades
Texans like to think of themselves as different — and the facts show we really are in some cases.
I can help you set up a business in Texas, not just fill in the legal forms. Having worked in different environments throughout the world, I also appreciate many cultural differences and can help you navigate those waters to help you achieve a successful business in Texas.
As a reminder, each legal matter is unique and my handling of any particular matter may not lead to the same results as I have accomplished for others in seemingly similar situations.