Category: Commercial Counsel

Play by the rules

From the desk of Attorney Crump-Gibson… Your property abuts an alley between your business and a residential neighborhood. You decide that you want to erect a wrought iron fence to separate your property. All you have to do is to secure the contractor, make payment and move forward, right? Not so fast. Every municipality has

DO your DUE diligence…

Jim has an amazing idea to start a new housing project. His only problem is he doesn’t have the capital. He thinks of Fred, a longtime friend who doesn’t have much business experience but has a lot of money and owns some property. He sits down with Fred and convinces him that a generous cash

The way out…

It has been a while since we have discussed the importance of the “business prenup”. With life always comes change. So, we want to take the opportunity to revisit. Do you know what will happen to your business if your partner leaves the business or passes away? What about if you become disabled? Most business

Fight for your (voting) rights!

Partnering up on a business venture? There are quite a few matters you should be sure about before you ink the deal. One of those is how voting is covered. Is it one man, one vote? Is it in accordance with percentage of membership interest? Do you have a majority? This is HIGHLY relevant as

All in the same boat…

We have discussed the importance of all business organizations having governing documents, i.e. an operating agreement, partnership agreement, bylaws/ shareholder agreement, etc. One of the most common issues we run into is owners of single-member LLC’s failing to have an operating agreement. Most assume “I own the business alone- why do I need something like

Agreeing to Disagree: The Danger of the “Side Agreement”

Throughout the ordinary course of business, small business owners regularly enter into a variety of agreements with third parties, including vendors, employees, consultants and service providers. More often than we like, we come across owners who contract a third party, reduce an agreement to writing BUT also agree to some sort of verbal side deal

Risky Business

When is the last time you reviewed your employee handbook? If you reviewed it, did you consider any recent state and federal developments that impact employment policies? Often, small business owners take a long moment before answering these questions. It is so easy to get bogged down in the day-to-day of running a business, that

It’s 2017 Annual Statement time!

This week’s tip is a reminder to all limited liability companies and professional limited liability companies. Your annual statements and reports must be filed with the Corporations Division of the Department of Licensing and Regulatory Affairs by this Wednesday, February 15, 2017. Please be sure to timely submit your filings so that your business remains

All’s well that ends well

Thinking about launching that business with a partner? Or is there already an existing business that you have been offered ownership in? Either way, one of the most important documents you will need is a Buy-Sell Agreement. Affectionately termed a Business Will or Business Prenup, this document (or sometimes a section within a larger legal

Tis’ the season- Make your list and check it twice!!

Business owners!! It’s that time again! Now that you are nearing the end of another year, it’s time to take a look at your records and assess what needs work. There are certain records that are industry and business-entity specific, but there are some records that EVERY business should maintain properly: organizational documents, accounting and

Changes to the Uniform Commercial Code (UCC)

Effective July 1, 2013, UCC Articles 1, 7, and 9 will be amended. The most critical amendments are to Article 9. Those amendments deal with how a debtor is identified in a financing statement and continuing perfection of a security interest of a debtor who has moved to a different jurisdiction. Also, the new UCC-5

Business Court Legislation Signed Into Law

On October 16, 2012, Governor Snyder signed HB 5128, now Public Act 333 of 2012, into law. The Act establishes business courts in the State of Michigan circuit courts. These courts will have jurisdiction over business and commercial cases in which the amount in controversy exceeds $25,000. Beginning January 1, 2013, the seventeen circuit courts

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