Business Law

BUSINESS LAW

Business law primarily deals with the creation of new businesses and the issues that arise as existing businesses interact with the target market, other businesses and the government. The practice of business law entails a variety of legal disciplines, including tax law, intellectual property, real estate, sales, employment law, bankruptcy, and others. The Business law attorneys at Kokolakis Law Firm specialize in transactional work and are often hired for the purpose of avoiding future litigation. If you own or operate an existing business or are planning to launch a new one, your success primarily depends upon obtaining the right legal advice.


One of the ways to distinguish business law from other fields of practice is to take note of when legal issues arise. Business law provides the necessary legal guidance for companies to follow before disputes occur. The business law attorneys at Kokolakis Law Firm are experts at structuring transactions to minimize the company’s exposure to litigation. This sort of strategic legal maneuvering can potentially save your business huge amounts of money. The Business law attorneys at Kokolakis law firm are available to assist with everything from simple buy/sell agreements to mergers and acquisitions of publicly-traded companies. Schedule a consultation today to speak with Business Law Attorneys in Queens, NY and Astoria, NY.

General Information:

  • WHY DO YOU PRACTICE BUSINESS LAW?

    From an early age I was interested in business. Not business law per se, but the actual business and all of its elements. On my journey to becoming an attorney, I was exposed to many businesses in both the private and public sector. I experienced their intricacies and challenges as I worked on finding solutions and enjoying the rewards of hard work. I understand what it takes to run and operate a business. It just makes sense to me. To this day, I continue to explore business, not just as a business attorney, but as an entrepreneur as well.


    Do You Work With Both Small And Large Businesses?


    Businesses, large and small, are faced with challenging legal matters. They each have opportunities they wish to capture and problems that need solving. Many legal problems that affect large businesses also apply to small businesses. The difference, however, is how they are affected. For instance, the law suit against a smaller business can be detrimental as opposed to a business for a large corporation. Both large and small businesses may often find themselves facing a legal issue; however it is the small business that pauses as they question if they have the resources to handle the legal matters.


    Small businesses need a fighting chance. They need to know that they too can have access to a competent and experienced business attorney. This is where our firm fits. We understand the unique challenges faced by small businesses. We take pride as we work with new businesses as we provide the necessary guidance needed to help them grow their business. We emphasize upon our clients the need for experienced legal counsel that helps them comply with the law and a goal to preserve their interests and mitigate any potential risks as we avoid litigation. It is all about prevention.


    Time and time again we encounter businesses that seek our help after a law suit is commenced against them. At this point the damage is done. Instead of avoiding a problem with careful strategic planning or simple compliance, now we are faced with fixing a problem at unknown costs. We have court fees, attorney fees and time that would be needed to get the problem resolved. Litigation is dangerous and then it takes our attention away from growing our business. Our mission is to help businesses focus on and grow their business, not waste time, money and other resources on litigation.


    What Areas Of Business Law Do You Practice For Your Clients?


    As related to the law we must note that business law is not one single area of law, but rather it involves many state, federal laws and administrative regulations. Business law is comprised of laws as they relate to contracts, sales, purchases, corporate structuring and duties of officers, shareholders, members, property, insurance, financing, taxes, bankruptcy, immigration and business succession planning. All these areas of the law must be considered when starting, selling or buying a business. Managing a business, dealing with employees, drafting contracts and other business related matters. Basically we cover the areas of the law as they relate to the individual needs of our clients.


    What Is The Role Of An Attorney In Business Planning And Formation?


    We take on a few roles here at the Kokolakis law firm. At times we are legal counsellors and at other times we are business advisors. At all times we are attorneys with a strong understanding of business laws and how they apply to our client?s needs. Part of our mission here at the Kokolakis law firm is to educate. As it applies to forming a corporation or a limited liability company, we strongly believe that our clients must first have an understanding of the structure and characteristics of the various entities in which we can choose. We first teach them the basics and once they have the basic understanding we apply what we learned from our individual strategy sessions to determine which entity is best for their needs. A limited liability company may be best for one client whereas a Sub Chapter S Corporation maybe best for another. Our goal isn’t merely to advise our clients if a corporation or LLC is better, but we want our clients to understand why which one is better.


    What Are The Common Situations You Advise Clients On Outside Of Business Counselling?


    There are many advantages to having a full time attorney on staff. The reality however is that many new and small business do not have the resources to maintain full time in house council. Despite the lack of resources, small businesses still have legal needs. We at the Kokolakis Law firm understand these needs and this is why we started offering our outside in-house counsel services for small businesses. In our role as outside in-house counsel, we strive to build a relationship based on trust and confidence as we work towards gaining an in-depth understanding of our client’s business operations and objectives.


    Only then can we implement the right client centered solutions and resolve their legal business issues in a cost effective manner. We are called upon by our clients to advise them on a variety of legal issues that they encounter on a daily basis. Ranging from reviewing contracts to advising on the legal implications of taking certain actions or signing certain documents. We are brought on board when it is time to renegotiate a lease renewal or we are called when shareholders are having a disagreement. Armed with the knowledge of our clients business, we are charged with providing efficient thoughtful and often time creative solutions to our client’s legal issues.


    For more information on Business Law In New York, a free initial consultation is your next best step. Get the information and legal answers you are seeking by calling (718) 444-1000 today.

  • WHAT SERVICES DO YOU PROVIDE IN REGARDS TO BUSINESS AGREEMENTS OR CORPORATE CONTRACTS?

    Business agreements and corporate contracts may be as simple as a single page or complex and running hundreds of pages. What they all have in common however, is the expectations of the parties about to sign them. We approach each contract by not focusing on the contract itself, but on our clients. Their expectation, goals, needs and desires is what we focus on. We must first understand what our clients want before we can start negotiating, reviewing and drafting a commercial lease, a business agreement, shareholder agreement, a purchase agreement or many other contracts that a small business may require.


    For this reason our services begin with our strategy sessions which are designed to get an in-depth understanding of our client’s business operations and goals so that we may best represent their interests. Following our strategy session we carefully draft, negotiate and review our contract with an eye towards our client’s business needs and concerns as we protect their rights and assure the contract is enforceable. Basically, a contract is enforceable when both parties agree to something in exchange for consideration with money or something of value.


    We have found over the years that from our client’s perspective business agreements and contracts, they are nothing more than a means to an end. I often must stress that contracts are the legal documents that set forth the duties, rights and obligations of the parties. When contracts fail, it clearly sets forth exact terms and conditions, parties can end up in costly litigations. Prior to signing each agreement or contract we sit with our clients and explain the terms of the contract in detail to assure that our clients understand the contracts they are signing and how they affect their rights. We want to ensure that the contract accurately reflects their intentions.


    What Are The Most Common Type Of Contract Draft That You Handle?


    We draft a large variety of contracts as required by our business clients such as commercial leases, licensing agreements, shareholder agreements, operating agreements, purchase and sale contracts, real estate contracts, confidentiality agreements, non-compete agreements, independent contractor agreements, indemnification agreements, promissory notes, security agreements and letters of intent.


    What Can An Attorney Do To Facilitate The Buying Or Selling Of A Business?


    Our primary concern at the Kokolakis Law firm is to ensure that our client’s business transactions close smoothly as they achieve their desired results. This is best accomplished by getting an experienced attorney onboard early on in the process. An experienced attorney understands the inherent issues in a business sale and will guide the process along while avoiding any pitfalls along the way.


    The transaction process begins before a buyer of the business is even found. We believe that a business should ensure its own business is in order prior to beginning the sales process. This usually entails conducting a self audit.


    A self audit involves making sure that the business’s important organizational operational and financial documents are in order. The business’s organizational documents include, but are not limited to, their articles of incorporation, if a corporation, by laws or operating agreements, meeting minutes and resolutions. The business’s operational documents include, but are not limited to any contracts, agreements, leases, business licenses and vendor agreements. The business’s financial documents include, but are not limited to profit, loss statements and balance sheets describing the businesses financial performance for the last two to three years.


    Often times we are called upon to audit a client’s internal documents to assure that all are in proper order. This is beneficial in that it avoids delays and allows us to see any potential problems early on. Once a buyer is found the parties should first assure they are clear on the basic terms. This may be accomplished by requesting a letter of intent or at the very least a Term sheet. The letter of intent is a non binding agreement which list the key terms and conditions upon which the purchaser proposes to buy the business. It also helps show that the buyer is serious in moving forward. Again to ensure a smooth transaction it is important that an experienced business attorney is retained.


    For example, the buyer’s business attorney will know to have the commercial lease examined prior to signing any contracts. Whereas the seller’s business attorney will know to have the buyer sign a confidentiality or a non-disclosure agreement prior to allowing the inspection of any documents. Moreover, a business attorney will know to perform proper due diligence; which would include, at minimum a judgment and lien search to make sure that, among other things, there aren’t any lawsuits, claims, or demands, including government agency or administrative proceedings and tax deficiencies, pending or threatened against the business.. The above is merely a sample of what is required to assure a smooth transaction.


    For more information on Business Agreements & Corporate Contracts, a free initial consultation is your next best step. Get the information and legal answers you are seeking by calling (718) 444-1000 today.

  • WHAT ARE IMPORTANT FACTORS IN BUYING OR SELLING A BUSINESS?

    One of the most important factor to consider when buying or selling a small business is to determine what exactly is being purchased or sold. Is the business selling its ownership interest of the business or are only the assets of the business being sold to the purchaser.


    In an asset sale, the buyer purchases the assets of the company, such as equipment, vehicles, fixtures, leaseholds, goodwill, trade secrets, trade names, websites, telephone numbers, and inventory. Generally, the buyer prefers an asset sale due primarily to the unknown liabilities of the seller’s entity.


    In a stock sale, the buyer purchases the stock or membership interests of the business that owns all of the business assets. Many times this method is preferred by the seller as it may lessen their liability.


    Structuring the deal as an asset or stock sale can have a major impact upon the buyer and seller. It is important for the buyer and seller to consult their respective business lawyers early in the process so that the advantages and disadvantages may be properly explained as they apply to both buyer and seller.


    What Are the Common Lawsuits Brought Against Businesses?


    Common lawsuits that we encounter are businesses trying to enforce contracts that they entered in to that were poorly drafted. We need to watch for contracts that the businesses enter into without being aware of what they agreed to. Other common lawsuits stem from conflicts between shareholders or members of a business that often could have been avoided by a shareholder agreement, operating agreement, management agreement or employment agreement.


    As an experienced attorney, at the onset we would make sure that the contracts were properly drafted as we mentioned. Making sure we took the consideration and intent of our clients in to play as we protected their interest, so that we minimize any litigation or law suits. If a law suit is already commenced then what we do is generally prepare for trial from day one while we still try to peacefully resolve the conflict between the parties. When possible we always opt for that road.


    How Can Businesses Protect Themselves From Potential Lawsuits?


    A business can protect itself from potential lawsuits by anticipating and avoiding conflicts and disputes that can become legal problems which may result in a lawsuit.


    For our business clients this entails conducting a legal audit whereby we examine their organizational documents, business agreements, licenses, insurance, and overall operations with a focus on potential issues that may arise in the future. Our legal audit allows us to discover early warning signs and meet with our clients as we advise them of the possible legal risks and develop a plan of action to minimize the risks before they get out of hand.


    Our goal is to prevent a problem from arising not deal with the issue after it has become a problem. Ultimately, our clients are pleased because we reduce their legal and potential litigation costs as we assure their compliance with the law.


    The Importance Of An Experienced Attorney In Handling Business Law Matters


    Businesses encounter an endless number of issues on a daily basis. A simple mistake may cost hundreds of thousands of dollars and impact a business for years. Here at The Kokolakis Law Firm we feel that It is critical that businesses of all sizes retain a business attorney.


    Searching online for general information is great and may be somewhat educational but it can also be dangerous. We understand how tempting it is to search and download a contract or other document from online. But many businesses fail to understand that the internet does not provide legal advice or apply the law to the facts of their particular situation. Even service websites acknowledge that they do not review answers for legal sufficiency or draw legal conclusions.


    Unfortunately, we are approached by many businesses after they relied on generic boiler plate contracts or contracts that did address important specific and legal needs to their specific business which lead to costly litigation.


    Businesses need an experienced business attorney with a command of the businesses laws and how they apply to their unique business. An experienced business attorney will carefully draft, negotiate and review their client’s contracts with an eye towards their unique business needs and concerns as their rights are protected.


    Contracts and information found on the internet may seem to be a lower cost option but retaining a business attorney may be a small price to pay to potentially avoid problems and keep your business running smoothly. After all, what is the cost of peace of mind?


    For more information on Factors In Buying & Selling Business, a free initial consultation is your next best step. Get the information and legal answers you are seeking by calling (718) 444-1000 today.

  • WHAT DISTINGUISHES YOUR FIRM FROM OTHER BUSINESS LAW ATTORNEYS?

    Experience and our focus on building proactive relationships by improving the lives of our clients through massive action that solves their problems and captures their opportunities is what distinguishes us from other business attorneys.


    Essentially, our belief is that it takes massive action to get what you want in life. All the knowledge and polish is meaningless without action. Sure we have the knowledge but our emphasis is on strategically and proactively applying that knowledge towards the benefit of our clients. Basically, our clients do not retain us for what we know but for our actions and Our action means doing something and doing something means producing something and that something is what we call results. In other words, we get results for our clients. Producing results makes our clients happy and that makes us happy.


    Why Is It Important To Establish An Ongoing Relationship With An Attorney If You Have A Business?


    In my 18 years of experience, I’ve witnessed that most businesses do not have an ongoing relationship with an attorney. Attorney-client relationships are reactive by nature and primarily involve one-off single transactions, such as drafting a lease or other contract, a shareholder agreement or writing a letter on their behalf. One-off transactions, however, are flawed, and they generally limit the business relationship, resulting in the business not taking advantage of what an experienced attorney has to offer. Businesses that retain an attorney for one-off transactions are generally taking a reactive approach as opposed to being proactive.


    In other words, they are generally hiring an attorney to help them fix something that has already happened. Hiring an attorney, as a strategic legal partner, can ensure that the proper contracts are in place, reviewed and revised as the need arises; an attorney can spot legal issues before they become a problem and can proactively monitor the activity of the client’s business on a monthly, quarterly or a bi-annual basis. We at the Kokolakis Law Firm understand the importance of building relationships and take a proactive approach with our clients. We enjoy helping businesses build a solid legal foundation before things go wrong, ensuring that each business focuses on what’s important for their growth.

  • WHAT IS OUTSIDE BUSINESS COUNSEL IN NEW YORK?

    Outside business counsel may be divided in to two categories; the reactive old school model and the new business proactive model.


    The reactive model, which I also refer to as the old school outside business counsel model, is defined as an attorney who is retained by a business to provide legal advice on legal issues as they arise. Typically, the outside business counsel attorney is either paid on an hourly basis or paid a retainer to assure that the attorney is available when the business requires legal assistance. The retainer may or may not include a certain number of prepaid hours.


    The new business proactive outside business counsel is similar to the old school model in that the attorney also provides legal assistance to the business without the expense of having a full time attorney on staff. However, they differ in that the old school model usually focus solely on legal issues and is reactive in its approach where as the new business model attorney focuses on legal and business critical matters in a proactive manner. The proactive attorney in essence is a strategic legal partner who can make sure that proper contracts are in place and reviewed and revised as the need arises who can spot legal issues before they become a problem while making sure to examine various strategies, metrics and insurances that are vital to the success and growth of a business.


    I am frequently asked, “What exactly is the difference between proactive and reactive?” Reactive addresses the problems after they happened and looks how to fix them where the proactive approach takes the necessary steps in advance to prevent the problem from ever occurring. Reacting to a legal issue even when resolved wastes time and resources and distracts the business from its mission. It causes stress, high legal fees and potential fines, penalties, judgments, settlements and increased insurance premiums whereas the proactive approach is an investment that is designed to never have the problems arise in the first place.


    Why Doesn’t Everyone Take The Proactive Approach?


    In my opinion, more people don’t take advantage of the proactive approach because there is a lack of communication surrounding it. Many people aren’t aware of the proactive approach. In fact, many attorneys don’t even offer this proactive approach which is why I label them the old school and the new business model. The old-school model isn’t necessarily a good or bad model; it’s just different. However, that model just doesn’t work in my opinion in today’s environment.


    What Services Do You Provide As An Attorney To Your Clients?


    We at the Kokolakis Law Firm are firm believers of the proactive new business approach and in furtherance of our desire to provide the most value for our clients we created our Grow With a Lawyer program. The program is broken into three main levels of services (Start-Up Essentials Business Level; Growth Business Level; and Established Business Level) and then further tailored to our clients’ specific needs. Our Grow With a Lawyer program provides our business clients the opportunity to experience having the equivalent of a team of in house knowledgeable attorneys at significantly lower fixed costs.


    Our Grow With a Lawyer clients now have full access to us which means that they will be able to make unlimited quick questions via telephone or emails without being worried of how much it will cost. This means that they will have periodic conference calls with a proactive lawyer who is familiar with their business and its issues. This means that they will have attorney advocacy letters written on their behalf concerning pertinent business matters. This means that they will receive a monthly newsletter addressing relevant business issues. This means that their legal needs will take priority order over non program members. This means that they will have their leases and other contracts drafted, reviewed and revised as needed. This means that they will have vendor contracts reviewed by their attorney before they sign them. This means their employee manual/handbook will be drafted or revised and maintained as needed. This means that they will have an attorney form their entities as needed and assist with their annual corporate meeting minutes. This means that their attorney will assist with corporate resolutions. This means that their attorney will be overseeing matters with other professionals such as other attorneys, accountants, insurance agents, etc. This means that they will have an annual Growth planning session with their attorney each year to ensure proper legal, insurance, financial are in place as we make sure they are on the right path as they grow their business. This means they can say “I will have my lawyer review it and get back to you” all at reasonable fixed flat rates. No surprises.


    In essence, we proactively and directly perform most the services that our Grow With a Lawyer members require and if we discover something that requires specialized legal or non-legal referrals we search our network and work with our members as liaisons and coordinators with those referrals on behalf of our member clients.


    For more information on Outside Business Counsel In New York, a free initial consultation is your next best step. Get the information and legal answers you are seeking by calling (718) 444-1000 today.

  • WHAT KIND OF COMPANIES DO YOU WORK WITH?

    We enjoy working with Micro and small businesses as we find that we bring them the most value. We are selective, however, about the clients we work with. Each of our clients receive personalized attention and we only work with businesses that share our mission. We enjoy working with clients in the food service, Real Estate, Construction, fabricating and manufacturing industries.


    Do Companies Keep Your Services On A Retainer Or On An As Needed Basis?


    Retainers have different definitions and are used in a variety of ways for a variety of matters such as litigation, Real Estate transactions, Immigration matters and other one off transactions but generally a retainer is a written agreement that, among other things, specifies the services to be rendered to the client in return for the money the client will pay the attorney. Most retainers obligate the client to pay the agreed upon sum before the attorney begins working on the client’s matter. The payment confirms the newly formed attorney client relationship and assures that the attorney is able to manage the daily expenses of running the office as the attorney dedicates his or her time on the client, setting up their file, researching the issues involved in their matter, and doing all the things necessary to help the client solve their problem and achieve their goals.


    Retainer fees are also used when a client needs to hire an attorney for a long-term relationship such as an outside business counsel. However, even here the retainer isn’t used in the exact same way. For example, in the reactive outside business counsel model the client now has the attorney on retainer in the event legal issues arise in the normal course of business. The business client pays the attorney every month in exchange for the opportunity to contact the attorney whenever the business has a law-related question. The client is either paying to have the attorney available or paying for a predetermined amount of hours. If the hours are exceeded then the client must pay above and beyond the existing retainer.


    In our Grow With a Lawyer program, however, our monthly retainer is similar to an all-inclusive resort in that we don’t count the hours needed on any given month because we want our clients to call us and not be worried if they will exceed their retainer; doing so may prevent them from calling when they truly need us. Moreover, our Grow With a Lawyer program is proactive in that we do not wait for the client to call us but rather we engage with their business on a daily, weekly and monthly basis to assure that their legal needs are met and their business goals adhered to.


    What Are The Benefits To A Company Of Hiring An Outside Business Counsel?


    A business may hire an attorney to perform one off legal services such as drafting a contract or a shareholder agreement or writing a letter on their behalf. Traditionally, most small business experience an attorney through one off transactions. One off transactions, however, are flawed in that they generally limit the business relationship resulting in the business not taking advantage of all an experienced attorney has to offer. Businesses who retain an attorney for One-off transactions are generally taking a reactive approach as opposed to being proactive. In other words, they are generally hiring an attorney to help them fix something that has already happened. Basically, they do not see the value in having access to a strategic legal partner who can make sure that proper contracts are in place and reviewed and revised as the need arises or having an attorney who can spot legal issues before they become a problem. Since nothing has gone wrong yet, they don’t understand why they need ongoing risk assessments.


    Businesses and attorneys following the old school model have become accustomed to concluding a relationship when the incorporation documents or contracts are signed. That model is simply flawed in that it doesn’t best serve the interests of the business. Businesses must understand that they should not want a one off or reactive attorney but require a proactive trusted advisor that knows their business. We all know that over time things change, well, over time, a business’s needs will also change as they grow or as new laws are enacted. Ownership structure may change as the business reorganizes and grows. All these changes must be examined and documented as contracts and corporate documents are revised. The proactive attorney acting as trusted advisor assures all is in order clearing the road for growth and success.


    We, at the Kokolakis Law Firm, like to take a proactive approach with our clients. We enjoy helping businesses build a solid legal foundation before things go wrong ensuring that each business focuses on what’s important; their growth. Interesting to note that working with a proactive attorney is usually more cost effective than one-off transactions. Now that’s Value!


    For more information on Companies Included In Clientele, a free initial consultation is your next best step. Get the information and legal answers you are seeking by calling (718) 444-1000 today.

  • HOW DO YOU REASSURE CLIENTS THAT YOU HAVE THEIR BEST INTERESTS AT HEART?

    I’m usually blunt when reassuring my clients that I have their best interests at heart. Not considering working with outside business counsel, especially our proactive business model, is bad business sense, unless of course, you are able to hire a full time experienced attorney and actually do so. Let me explain what I mean by this.


    Our Grow With a Lawyer program, for instance, brings more to the relationship than just our legal expertise but rather you retain a team that proactively acts as legal and business advisors for a fraction of what a single full time attorney would cost you.


    Our model is designed to closely work with our business clients so that we get to know their business well. We continue to learn about your industry and the role you play within it as we work as a team to help you accomplish your goals of growth. Armed with this knowledge and our years of expertise we are perfectly positioned to perform as legal and business advisors as we provide advice not generic in nature but tailored to your exact needs.


    We are more than just a lawyer; we are your trusted advisor


    What Would You Recommend To Someone Who Is Seeking Outside Business Counsel?


    First and foremost, you must like the attorney irrespective of their expertise and knowledge; you need to like them as an individual. You need to like their business model as well, because, after all, the attorney is also running their own business and so you should be comfortable with how it is run.


    Once you’ve realized that you like that individual and you “click” with that attorney, then you would look at their expertise. Not only their legal expertise, but you want to find out if they familiar with your type of business, are they familiar with your industry, and what their business background is. For example, prior to becoming an attorney, I worked in the restaurant industry, and that has allowed me to understand the food service business well.


    I’ve also worked in the construction area, which has enabled me to understand that field as well. The business sense that I have acquired in addition to becoming an attorney and gaining the expertise from a legal perspective in conjunction with the business I think is a great partner to have when you are running a business. Now, even if you can afford to hire a full time attorney on staff and deal with payroll and additional expenses such as workers compensation insurance and other expenses and issues that come with having an employee,


    Again, you must consider if the attorney you are considering has the requisite experience and are they familiar with your particular area of business? Another factor businesses consider is cost. What is the attorney going to charge me? How much will this cost? It’s usually one of the first questions we get because these potential clients are focusing more on the dollar as opposed to the value of the services to be provided.


    I certainly understand this; when inquiring about a new item or service, I oftentimes will wonder how much something costs. Usually we do that when we are comparing a commodity. When I am comparing apple A to apple B, I am going to usually make my decision based on price. But when I am investing in an advisor, then price, although a factor, should not be primary. It should not be a primary consideration when we look for a financial advisor, it should not be a primary consideration when we look for a CPA, and it most definitely should not be a primary consideration when we look for an attorney. We are confident that micro and small businesses partnering with a strategic legal advisor within the Grow With a Lawyer program will set up the business a solid legal foundation and help it focus on its growth. The attorney, as a trusted advisor, will advise, protect and hold the business accountable. What’s the value of not only having direct and quick access to an experienced attorney on a fixed budget but also having a strategic legal advisor that knows you and your business?


    For more information on Reassuring Clients About Their Interests, a free initial consultation is your next best step. Get the information and legal answers you are seeking by calling (718) 444-1000 today.

Business Formation:

  • WHAT ARE THE BENEFITS OF STARTING MY OWN BUSINESS?

    Being an entrepreneur is awesome. Running your own business provides endless possibilities as you work hard towards realizing your goals and dreams. To risk your house, money, or other assets however, due to something that went wrong with your business, does not make sense when there are ways to protect them.


    What Are The Most Common Risks Associated With Starting A New Business?


    Someone once said “there are no guarantees in life”. The same holds true in starting and maintaining a business. There are no guarantees. We are not guaranteed that we will be successful, and when we are successful, there are no guarantees that our business will not be negligent in some way or take some action that results in a lawsuit. Irrespective of if we win or lose, litigation is expensive and full of unknowns. The best we can do is to be disciplined, work hard, and wisely protect ourselves from the unknown.


    One of the first and relatively inexpensive steps is to form a corporation or a limited liability company so that your personal assets are protected.


    What Does “Piercing The Corporate Veil” Mean?


    Before we address the doctrine of piercing the corporate veil let us first establish what exactly is the corporate veil. Generally, the owner of an entity such as a corporation or limited liability company is not responsible for the actions of the corporation or Limited Liability Company. The individual owner is shielded from liability. This shield is called the corporate veil.


    In order for owners of an entity to maintain their personal protection they must not take action that would limit the protection of the corporate veil for doing so may result in their being personally responsible for the activities of the entity. Limiting or losing this protection is what we refer to as piercing the corporate veil.


    In essence, the law provides persons the privilege of forming and operating a legal entity such as a corporation or a Limited Liability Company provided they do not abuse the privilege of doing business in the corporate form. Although the standards for piercing the corporate veil vary, some examples of actions that are generally considered abuse when determining to pierce the corporate veil are: The owner’s failure to adhere to corporate formalities, inadequate capitalization, commingling of personal and corporate assets and application of corporate funds for personal use.


    Does Everyone Have To Register A Business Name When Starting Out?


    The formation of an entity automatically registers the name. One does not have to register a name in advance, but they may, if they choose, apply to reserve a certain name for use at a later date. By filing an application for reservation of a name pursuant to section 303 of the New York Business Corporation Law, when reserving a name or choosing a name for a new entity, the New York Division of Corporations will reject any entity name that is not distinguishable by existing names on file.


    We are advised by the New York Division of Corporations that the only avenue to determine whether a name is available for a corporation, limited partnership, or limited liability corporation, is to make a an inquiry for name availability. Although cautioned to avoid interpreting database search information by the Division of Corporations as an indication that the name is or is not available for use, I personally have found a careful search of a corporation and business entity database as a good indication of available and distinguishable names.


    What Is A Registered Agent? Does Everybody Need One?


    A registered agent is an authorized individual or an entity who acts as the representative for the primary purpose of receiving service of process.


    The state of New York requires that you designate the Secretary of State as agent upon whom process can be served and you must provide the State with an address to which the Secretary of State can forward such process. You may have an additional registered agent but it is not required.


    Unfortunately, I have encountered incorporation/LLC formation companies that will tell you that a NY registered agent is required by law; they either are ignorant of New York Law or are trying to deceive and get you to pay for their annual registered agent service. It’s a shame but true.


    For more information on Benefits Of Starting A Business In New York, a free initial consultation is your next best step. Get the information and legal answers you are seeking by calling (718) 444-1000 today.

  • WHAT ARE THE DIFFERENT TYPES OF BUSINESS ENTITIES?

    The four primary business types are: Sole Proprietorship, Partnership, Corporation and Limited Liability Company. Certain qualifying businesses, following their forming a corporation, may elect to be treated as S corporations. Such an election is popular for corporations that qualify because an S Corporation is treated as a conduit entity which basically means the S-corporation’s income is reported and taxed on its owners’ personal income tax returns, allowing the income to “pass through” the corporation to the individual for tax purposes and thus avoiding the corporation being taxed as well, which is inherent in a regular (or C) Corporation, while still maintaining liability protection. In essence, an S Corporation avoids double taxation.


    What Factors Should Someone Consider When Choosing A Business Entity?


    When thinking of forming a business entity there are a variety of factors to consider. Each business owner will choose their new business entity based on what factors are most important to them. The main factor, in my opinion, is the limiting of one’s personal liability, followed by the tax implications of each entity, and perhaps thereafter administration costs and required formalities. But which business entity makes the most sense depends on the individual circumstances of each business owner. One form is not always better than the other. It is imperative that one seek counsel of an expert business attorney before choosing their entity.


    What Are The Reasons That Someone May Consider Incorporating?


    Forming a corporation or an LLC should be considered because failing to do so risks your personal money, your assets, family, and your future. Running your business as a sole proprietorship makes you personally responsible for the actions and debt of your business. Whereas a corporation or LLC protects your personal assets from creditors and from actions of a corporation or an LLC. Also, in my experience, many consumers and other businesses prefer doing business with a corporation or LLC because a corporate identity adds professionalism and increases credibility with customers, vendors, and lenders.


    What Are Some Disadvantages To Incorporating?


    Not so much disadvantages, but rather viewed as the price to pay for the benefits received by incorporating. Incorporating costs both in time and money. The initial fees in obtaining legal counsel, forming, and properly organizing a corporation or LLC is the first price to pay. The law does not require that an attorney is retained to form a new entity, but it is prudent to do so. The analogy that comes to mind is changing your own oil in your vehicle. The law does not require you to utilize the services of a mechanic. Changing your oil is relatively simply, and all is well as you feel proud that you did it yourself, until one day you hear a boom and smoke is everywhere.


    Soon thereafter you discover that your engine was out of oil because something was not tightened enough and the oil leaked out, emptying the engine. The same holds true when incorporating. You are able to form your own entity, but you will not know what you do not know until it is way too late. Is it wise to risk your business, your livelihood, because you were trying to save a few hundred dollars? The decision is yours.


    Another potential cost to consider is taxes, which are akin to a double-edged sword when it comes to corporations and LLCs. In some instances, you are faced with double taxation, which refers to the tax that the corporation has to pay, in addition to the tax that the individual shareholder has to pay. In other instances, a corporation may be faced with lower tax rates than they would if they operated as a sole proprietorship.


    Is Personal Liability Lessened By Incorporating?


    Owning a business as a partnership, sole proprietorship, or operating under an assumed name, does not provide any personal protection. In other words, your personal money and assets are at risk if your business goes into debt or is sued as there is no real distinction between personal and business income. The risk of personal liability is one of the main reasons an entrepreneur incorporates their business. Incorporating will generally limit your personal liability for business debts because creditors of your entity, be it a corporation or a limited liability company, will only be able to use corporate assets to pay business debts.


    For more information on Types Of Business Entities, a free initial consultation is your next best step. Get the information and legal answers you are seeking by calling (718) 444-1000 today.

  • WHAT ARE IMPORTANT FACTORS IN BUYING OR SELLING A BUSINESS?

    One of the most important factor to consider when buying or selling a small business is to determine what exactly is being purchased or sold. Is the business selling its ownership interest of the business or are only the assets of the business being sold to the purchaser.


    In an asset sale, the buyer purchases the assets of the company, such as equipment, vehicles, fixtures, leaseholds, goodwill, trade secrets, trade names, websites, telephone numbers, and inventory. Generally, the buyer prefers an asset sale due primarily to the unknown liabilities of the seller’s entity.


    In a stock sale, the buyer purchases the stock or membership interests of the business that owns all of the business assets. Many times this method is preferred by the seller as it may lessen their liability.


    Structuring the deal as an asset or stock sale can have a major impact upon the buyer and seller. It is important for the buyer and seller to consult their respective business lawyers early in the process so that the advantages and disadvantages may be properly explained as they apply to both buyer and seller.


    What Are the Common Lawsuits Brought Against Businesses?


    Common lawsuits that we encounter are businesses trying to enforce contracts that they entered in to that were poorly drafted. We need to watch for contracts that the businesses enter into without being aware of what they agreed to. Other common lawsuits stem from conflicts between shareholders or members of a business that often could have been avoided by a shareholder agreement, operating agreement, management agreement or employment agreement.


    As an experienced attorney, at the onset we would make sure that the contracts were properly drafted as we mentioned. Making sure we took the consideration and intent of our clients in to play as we protected their interest, so that we minimize any litigation or law suits. If a law suit is already commenced then what we do is generally prepare for trial from day one while we still try to peacefully resolve the conflict between the parties. When possible we always opt for that road.


    How Can Businesses Protect Themselves From Potential Lawsuits?


    A business can protect itself from potential lawsuits by anticipating and avoiding conflicts and disputes that can become legal problems which may result in a lawsuit.


    For our business clients this entails conducting a legal audit whereby we examine their organizational documents, business agreements, licenses, insurance, and overall operations with a focus on potential issues that may arise in the future. Our legal audit allows us to discover early warning signs and meet with our clients as we advise them of the possible legal risks and develop a plan of action to minimize the risks before they get out of hand.


    Our goal is to prevent a problem from arising not deal with the issue after it has become a problem. Ultimately, our clients are pleased because we reduce their legal and potential litigation costs as we assure their compliance with the law.


    The Importance Of An Experienced Attorney In Handling Business Law Matters


    Businesses encounter an endless number of issues on a daily basis. A simple mistake may cost hundreds of thousands of dollars and impact a business for years. Here at The Kokolakis Law Firm we feel that It is critical that businesses of all sizes retain a business attorney.


    Searching online for general information is great and may be somewhat educational but it can also be dangerous. We understand how tempting it is to search and download a contract or other document from online. But many businesses fail to understand that the internet does not provide legal advice or apply the law to the facts of their particular situation. Even service websites acknowledge that they do not review answers for legal sufficiency or draw legal conclusions.


    Unfortunately, we are approached by many businesses after they relied on generic boiler plate contracts or contracts that did address important specific and legal needs to their specific business which lead to costly litigation.


    Businesses need an experienced business attorney with a command of the businesses laws and how they apply to their unique business. An experienced business attorney will carefully draft, negotiate and review their client’s contracts with an eye towards their unique business needs and concerns as their rights are protected.


    Contracts and information found on the internet may seem to be a lower cost option but retaining a business attorney may be a small price to pay to potentially avoid problems and keep your business running smoothly. After all, what is the cost of peace of mind?


    For more information on Factors In Buying & Selling Business, a free initial consultation is your next best step. Get the information and legal answers you are seeking by calling (718) 444-1000 today.

  • HOW DOES AN ATTORNEY ASSIST SOMEONE IN FORMING A BUSINESS?

    As a business attorney, once we agree on the entity I draft the articles of organization, or certificate of a corporation, as the case may be. Following drafting and the review, I arrange for the filing of same with the New York Department of State. Once successfully filed, we order a corporate kit which contains, among other things, shares, or membership interest certificates in a corporate or LLC seal. In the case of a corporation, I draft the bylaws based on the information obtained during our first meeting with the client. If needed, a shareholder’s agreement is drafted as well. In the case of an LLC, the operating agreement is drafted.


    Once the required documents are prepared, a meeting is scheduled with the client whereby we discuss and review all the documents and their significance. We confirm that they agree with what we have drafted and that no changes are needed. Thereafter, we document any minutes as applicable, and I review with the client the required formalities, and schedule a future telephone conference where I make myself available to answer any questions that they may have that has risen since our prior meeting.


    What Sets Your Firm Apart In Helping Clients Form Their Own Business?


    Forming a corporation or an LLC is not overly complicated, and can be done by most anyone. What sets our firm apart, however, is our experience in forming many entities over an eighteen year span. Our experience is in drafting many bylaws, operations and shareholder agreements. It is this experience that provides the foresight of what can go wrong, and addressing it early on. Perhaps even more distinguishing is the fact that I am an entrepreneur that has been personally involved in entities not while sitting behind a desk, but in the trenches of this war that we call business. I have seen much that has blessed me with the ability to proactively prepare my clients as opposed to merely reacting to an issue after the fact when it is too late.


    Additional Information Regarding Starting A Business In New York


    When someone is thinking of forming a business, they need to sit down and outline what exactly it is that they want. They definitely need to consult an experienced attorney, because the attorney is not paid so much for forming the corporation, but the value that an attorney provides is the experience, the foresight, and the strategy moving forward. You need to have a partner in your business, and the attorney takes on that role from the beginning moving forward. There will be many, many questions that arise, and the formalities of a corporation, for instance, must be followed. It is not a game. Many times businesses fail to follow formalities, and then when litigation ensues for one reason or another, they are questioning why my personal assets are at risk. They need to take these steps early on to avoid anything like that from happening.


    For more information on Attorneys Assisting Business Formation, a free initial consultation is your next best step. Get the information and legal answers you are seeking by calling (718) 444-1000 today.

Small & Micro-Business:

  • WHAT IS A NEW YORK MICRO-BUSINESS?

    Some sources, such as the United States Department of Labor, Bureau of Labor Statistics, define a micro business as a business that has nine or fewer employees while others define it as having five or fewer employees. I like to think of micro businesses as the smallest of the small and believe that they, as entrepreneurs, play a vital role in the growth of our U.S. economy.


    However defined, Micro businesses are susceptible to competition, economic conditions and compliance issues as they rarely have enough leverage in which to compete with their larger rivals, weather the storm and engage a team of trusted advisors to help them face their daily challenges and help them grow. Micro businesses may start small, but can grow quickly into large successful businesses.


    Our mission is to help them grow by providing small and micro businesses easier access to proactive trusted legal and strategic advisors on an ongoing basis and on a reasonable and fixed budget. We have designed our Grow With a Lawyer membership model for this very purpose.


    Is There A Difference Between Small Business And Micro-Business?


    The difference between a micro and small business is somewhat analogous to the difference between an infant and a toddler. An infant is under a year old whereas a toddler is between one to three years old. Both however, are human beings. Likewise, micro and small businesses are both businesses. A small business has between 6 or 10 employees upwards to 500 employees whereas the micro business has 9 or 5 employees or fewer, depending on which definition you follow. These are technical differences, however, that fail to consider real life business challenges that include, among many other things, Legal, finances, insurances and tax concerns.


    Why Do Micro And Small Businesses Hesitate In Hiring An Attorney?


    There are varieties of reasons why these kinds of businesses hesitate in hiring attorneys. Small and micro businesses are in the trenches obsessed with creating, marketing and selling their product or services. They are usually of the position that they don’t have time to focus on contracts, agreements and other legal concerns. Many times the unseasoned business owners do not appreciate the significance of having certain carefully drafted agreements in place. They fail to understand the importance of a solid legal foundation until they are hit with a devastating lawsuit or receive a cease and desist letter from a competitor or when they are forced to chase a non-paying customer as opposed to focus on growing their business.


    Failing to understand the importance of on boarding an experienced small and micro business attorney early on and giving the legal part of a business the attention it deserves is dangerous. The danger in not seeking the advice of experienced business legal counsel ranges from minor set-backs, as the business is forced to focus on putting out fires as opposed to focusing on their growth, to simply being put out of business.


    Over the years I have had many situations where owners of small and micro businesses visited my office and presented documents and tell their story that essentially forces upon me the responsibility of bearing the unfortunate news that not only are they facing a huge and costly problem but that it could have been easily and inexpensively fixed had they just visited or called me sooner. Had they just come when they received that initial notice or when they decided to move forward on a handshake deal we may have resolved any issues relatively quickly and at minimal expense as opposed to now being faced with a serious problem, having to bear a weight on their shoulders as they redirect their attention and resources away from growing their business and towards resolving this major problem with its unknowns; Can it even be fixed? How long will it take? At what costs? Are there fines? Penalties? What are the legal fees?


    Revisiting our earlier analogy of infants and toddlers to micro and small businesses, just like a child may think a problem will go away by ignoring it so do many small and micro businesses. As both children and businesses end up realizing, they don’t go away and many times they get worse.


    In addition to the reasons stated above, Micro and small businesses, many of which are on tight budgets, are fearful of what an experienced small business attorney may charge. The combination of lack of understanding of the importance of an experienced small business attorney and the associated legal fees create a paralysis of action. This problem is more prevalent in micro and small businesses because they have not yet faced the negative repercussions of ignoring these important issues. This paralysis of action has been on my mind for ages as I believed there must be a way to solve this paralysis of action syndrome and create a mutually satisfying relationship between the small and micro business and their attorney. The solution is the trusted strategic legal partner and the proactive business model that I have labeled grow with a lawyer where both business and advisor provide each other extreme value.


    For more information on Micro-Business In New York, a free initial consultation is your next best step. Get the information and legal answers you are seeking by calling (718) 444-1000 today.

  • WHAT IS THE DIFFERENCE BETWEEN A PROACTIVE AND A REACTIVE BUSINESS STRATEGY?

    At its essence, the difference between proactive and a reactive business strategy boils down to one word: Initiative.


    When looking for that great team member one of the most valuable traits that business owners look for is initiative. Why? Well, I believe it’s because business owners want someone that is proactive not reactive in nature. They want someone that is forward thinking and addresses issues before they occur and not after. As an entrepreneur and business owner myself, I will take initiative over many other skills any day of the week.


    It makes sense then that we, as business owners, would want all our team members and business relationships to possess this Initiative quality. Failing to think forward and anticipate possible outcomes causes a business to adopt a reactive behavior that responds to unanticipated events only after they transpire as opposed to a Proactive outlook that is designed to anticipate potential issues and prevent them before they ever occur. After all, isn’t preventing a fire better than putting one out? Safe to say then that businesses that fail to demonstrate initiative are creating or fostering a business model that is reactive in nature and accordingly susceptible to the whims of external forces, as opposed to controlling their own destiny on their own terms.


    What Are Some Examples of Proactive And reactive Business Models?


    I would like to think that planning ahead is proactive in nature. Therefore, the focus is not so much on the business plan but on the business model. A Reactive business model reacts to external circumstances as opposed to a proactive model that prepares in advance to prevent the circumstances from occurring or if they occur they were anticipated which allows the business to quickly pivot and adjust, if necessary. For example, a reactive business that doesn’t have its affairs in order and just assumes all is well until they are surprised by a lawsuit and a crippling money judgment followed by high legal fees. The weakness in this approach is the illusion of security and profits. Instead they are crippled by unexpected costs and their focus taken away from their growth as they battle in court and their competitors dominate their market. A proactive strategy, on the other hand, would assure proper contracts are in place and reviewed and revised as needed and have an experienced business attorney proactively spot any legal issues before they become a problem and assure the business is at all times in compliance. A proactive business is now in a position to focus on its growth.


    Why Is It Cost Effective To Hire A Proactive Business Attorney As Opposed To A Reactive One?


    To be clear we are faced with two issues here. The one issue is the business that doesn’t retain legal counsel until after the fact which is reactive in nature which focuses on the business and not the attorney and the second issue is the attorney who has modeled their practice after a reactive business model.


    In order to create a cost effect relationship where value exceeds the costs in terms of money, time and peace of mind we require two elements to be met; A business must adopt a proactive business model and on board a firm that has also adopted a proactive model. The former is merely a lawyer who drafts agreements and handles legal issues as needed while the latter is a Trusted strategic legal partner that focuses first and foremost on helping its client grow through strategic counsel and guidance and then assuring the proper documents are in place.


    Are Business Lawyers Needed In Only Reactive Situations?


    Absolutely! The fault, if fault is to be placed, is partly on businesses who suffer from paralysis of action and on lawyers who fail to educate the benefits and high value a proactive model offers.


    What Is Risk Assessment? How Does It Benefit A Business?


    The principle behind a Business and Legal Risk Assessment is an important one but we do not necessarily need to focus on the risk part of the assessment in order to assess and avoid it. We take a different approach at our firm. We do not conduct risk assessments but rather perform a Growth analysis with our clients.


    A growth analysis is important for a small business to perform in order to discover if there are compliance issues or anything that would cause potential claims, breach of contracts, employee disputes all of which would prevent our client’s growth and business success. Once we identify any issues, elements of non compliance or potential threats to the business we strategize and proactively devise a plan and take action as we correct and eliminate any threats to our client’s growth.


    For more information on Reactive Vs. Proactive Business, a free initial consultation is your next best step. Get the information and legal answers you are seeking by calling (718) 444-1000 today.

  • HOW CAN PROACTIVE ELEMENTS BE INCLUDED IN A REACTIVE BUSINESS STRATEGY?

    Not condoning a reactive strategy but understanding that a business may not have the resources in which to engage an experienced proactive strategic legal partner they may begin by taking a step or two in the right direction. It was Lao Tzu who is quoted as saying: the journey of a thousand miles begins with a single step.


    A business’s single step may be calling an attorney once a handshake deal is made before they take action towards the deal. Or making sure they have an attorney review their commercial lease before they sign it and commit itself to non favorable terms for the next ten years or more. Or seeking the advice of counsel before they simply jump on line and try to form their own corporation or limited liability company. Or asking an attorney of potential risks to a certain action before the business takes action.


    Revisiting the issue of limited resources that a business may have as a reason to continue with a reactive strategy is the very reason why we created multiple levels within our Grow With a Lawyer model so that we may proactively help a business grow at all levels from the start-up phase to the established phase.


    Why Do Some Business Owners Try To Avoid Hiring A Business Attorney?


    Simply put, it’s a combination of Cost and shortsightedness. Being an entrepreneur myself, I understand the hesitation in allocating costs towards an unknown maybe. After all, who wants to pay to prevent something that may not even end up being a problem? I have been on the client side of the desk and empathize with this view despite its shortsightedness. What do I mean by this? Permit me to explain. Thinking of lawyers as merely problem solvers focuses on the problem. Focusing, however, on adding a strategic and trusted legal partner to your team is a powerful added investment as opposed to a cost. A team member that can navigate you through the labyrinth of the law better than any GPS. A team member armed with years of experience that can warn you of dangers and offer strategic advice helping you maneuver your way to success. Now that’s an investment I would make any day of the week.


    Is It A Business Misconception That An Attorney IS an Astronomical Cost?


    Business attorneys may be seen as an unnecessary expense to some businesses because those very same businesses were faced with a problem, which they ignored or failed to address, as is the case with many businesses following a reactive business model.


    Permitting a problem to escalate should not surprise a business when the cost to resolve the problem also escalates. The awesome aspect of working with a proactive business lawyer is that the business is constantly engaging the services of a business lawyer at significantly lower costs and on their own terms as they are busy growing their business and crushing their competitors as opposed to wasting time and other resources putting out “fires”.


    How Do You Assist Small And Micro Businesses With Contracts?


    Our initial strategy session is designed to take inventory of our client’s present condition. We then discuss and explore their vision and goals. Once clearly defined we then assist in assuring that a plan of action is in place and finally we act upon this plan by drafting the necessary protective documents and take the required steps to manage potential risk and avoid potential disputes as we focus on our client’s business success. The subject matter of our strategy sessions with each client varies based on their unique and individual needs. For instance, they may involve discussing the pros and cons of each business entity and analyzing which is best for our client. Or they may involve office location or if its better to purchase or lease a space. Many times we discuss business and real property transactions and the various tax strategies that we may apply.


    At the end of the day, our clients have iron clad contracts with terms that incorporate their wishes and anticipate future growth. We want you to grow into your agreements not outgrow them. The latter limits whereas the former emphasizes growth.


    In other words, we are always forward thinking. Creating a foundation considering not just where you are today but where you want to be tomorrow and the day after. This does not happen by focusing on contracts, leases, agreements but by focusing on YOU!!!! What do you want? Where do you want your business to be? In what direction do you want to go? Where is the furthest you can imagine you and your business going? These are questions that we work on answering before we even start to consider any written agreement or strategy.


    Going back to the aspects of contracts, we address the contracts, business organizations, real estate, taxes, licenses, intellectual property, and growth. We combine all of those if needed, or we address one, or the other depending on the unique situation of each individual client.


    For more information on Proactive Elements In a Reactive Business, a free initial consultation is your next best step. Get the information and legal answers you are seeking by calling (718) 444-1000 today.

  • WHAT DISTINGUISHES YOUR FIRM FROM OTHER BUSINESS LAW ATTORNEYS?

    Experience and our focus on building proactive relationships by improving the lives of our clients through massive action that solves their problems and captures their opportunities is what distinguishes us from other business attorneys.


    Essentially, our belief is that it takes massive action to get what you want in life. All the knowledge and polish is meaningless without action. Sure we have the knowledge but our emphasis is on strategically and proactively applying that knowledge towards the benefit of our clients. Basically, our clients do not retain us for what we know but for our actions and Our action means doing something and doing something means producing something and that something is what we call results. In other words, we get results for our clients. Producing results makes our clients happy and that makes us happy.


    Why Is It Important To Establish An Ongoing Relationship With An Attorney If You Have A Business?


    In my 18 years of experience, I’ve witnessed that most businesses do not have an ongoing relationship with an attorney. Attorney-client relationships are reactive by nature and primarily involve one-off single transactions, such as drafting a lease or other contract, a shareholder agreement or writing a letter on their behalf. One-off transactions, however, are flawed, and they generally limit the business relationship, resulting in the business not taking advantage of what an experienced attorney has to offer. Businesses that retain an attorney for one-off transactions are generally taking a reactive approach as opposed to being proactive.


    In other words, they are generally hiring an attorney to help them fix something that has already happened. Hiring an attorney, as a strategic legal partner, can ensure that the proper contracts are in place, reviewed and revised as the need arises; an attorney can spot legal issues before they become a problem and can proactively monitor the activity of the client’s business on a monthly, quarterly or a bi-annual basis. We at the Kokolakis Law Firm understand the importance of building relationships and take a proactive approach with our clients. We enjoy helping businesses build a solid legal foundation before things go wrong, ensuring that each business focuses on what’s important for their growth.

  • HOW DO YOU ASSIST SMALL AND MICRO BUSINESSES WITH REAL ESTATE?

    Micro and Small businesses have many needs, one of which is real estate related. Most businesses lease their space be it an office, a store, a warehouse, a factory or a restaurant. In doing so they are presented with a commercial lease for the space. The basic business terms are simple: How much per month and for how many years? As essential as those two terms are, they barely scratch the surface. Before we explore other important concerns, however, let’s examine how simple the basic term of length really is. When does the lease term start? When the lease is signed or when you have completed necessary work and have occupied the premises? If it starts after you move in how about liability or fire insurance; who is responsible for its cost and must it be in place at signing of the lease or upon occupation? What if you outgrow the space, can you end the term early? If yes, at what cost? These plus many other questions and hidden issues are addressed with our clients early on. The challenge isn’t so much with the actual commercial lease agreement but with our deep and detailed growth and strategy sessions where we must first overcome the biggest challenge of having our clients focus on the real issues and not the illusion of time and the quickness of closing the deal.


    Not all Real estate concerns involve commercial leases. Many times we are tasked with analyzing the pros and cons of selling or purchasing real property and thereafter represent our clients in concluding the transaction. In essence, our relationship with our clients is that of trusted advisor as we address and plan their real estate needs by handling, strategizing, planning, and moving forward based on that plan.


    How Do You Assist Small And Micro Businesses With Taxes And Licenses?


    To be clear, I am not a certified public accountant or an enrolled agent and I stress that our business clients retain their services and often times we assist with this process. As an entrepreneur and experienced business attorney I many times spot serious tax issues and make sure that the CPA is visited as the issues are addressed in deeper detail. For example, when selling a piece of real property, I make sure to raise the issue of capital gains and arrange for the CPA to properly advise our clients of their tax consequences before the sale/purchase and not after when it may be too late.


    Determining which license, certificate or permit is required involves working with both State and local government and must be determined on a case by case basis. Our first task is to ascertain the type of business and its needs so that we may determine the required permit, license or certificate. Our New York City restaurant clients, for example, require, at minimum, a Sales Tax Certificate of Authority from the Department of Taxation and Finance, a permit to operate a food service establishment issued by the Department of Health, a beer and wine license issued by the New York State Liquor Authority, if they plan on selling beer and wine, and other permits, licenses or certificates depending on their unique needs. Our growth session are designed to determine these needs for our clients in addition to examining other needs such as insurance and employment concerns to make sure they are properly licensed and in compliance with New York City, and New York state laws.


    How Do You Help Small And Micro Businesses To Grow?


    Our relationship with our clients isn’t just about creating documents; it’s about being a trusted legal advisor who proactively addresses their needs. This is why growth is something I like to explore early on with my clients. First, however, our early sessions are designed to determine present conditions, which is why we complete our Growth Analysis at the onset. Only after a detailed examination of the present condition of our client’s business may we begin to explore the future and where they want to be.


    It should not be surprising that the definition of growth is different to each individual business. One business may be very happy at a certain level, whereas another business may want to exponentially grow and expand; they may have different dreams. Therefore, their wishes will affect how we address each individual problem, and what emphasis we place on growth. Nevertheless, generally what I like to do is take this growth, which is an abstract term, and make it a little more concrete. One of the ways we do this is by establishing a system to measure certain metrics and thereafter study them with an eye towards adjusting our behavior to match our goals.


    In addition to building a solid legal foundation, we make sure other important aspects of a business are in place and being measured. It is important for any business to focus on certain metrics such as: profit and loss statement, balance statement, cash flow, cash flow variance reports to name a few. It is wise to be able to foresee early on if we will, or will not be experiencing a cash crunch in the future.


    How Much Experience Do You Have In Business Law?


    I have drafted, reviewed and negotiated many commercial leases. I have drafted, reviewed and negotiated numerous business sale and purchase agreements. I have advised and formed my fair share of Corporations and limited liability companies. Focusing on these written documents, in my opinion, is tantamount to placing the cart before the horse. The focus must not be on the written agreements, although they are important, it must be placed on recognizing what documents are needed and what to write in these agreements. After all, anyone can google and print a contract.


    As an individual and entrepreneur, I have been dealing with businesses as a businessperson way before I ever even thought of becoming an attorney. My business experience comes from operating my personal businesses and analyzing and advising business clients for over 18 years; facing the plethora of challenges unique to each business and only after finding profitable solutions making sure to put pen to paper. The benefits of possessing such experience, is the ability to foresee many of the business’s concerns before they even realize their concerns or dangers, because I have seen the issues before. Moreover, my business experience grows each day as I continue to work with my clients as their trusted strategic and legal advisor.


    For more information on Real Estate Assistance For Businesses, a free initial consultation is your next best step. Get the information and legal answers you are seeking by calling (718) 444-1000 today.

  • WHAT IS YOUR APPROACH TO CONFLICT RESOLUTION?

    Generally, and almost always, I like to find an amicable resolution. I feel that when two conflicting parties come to a mutual understanding that everybody wins, sometimes that involves everyone being happy, sometimes it involves everyone being unhappy, but at least we get closure, it is solved. There are times, however, where an issue cannot be resolved. If that is the case, then unfortunately, we have to battle, and that is what the courts are for. Sometimes we try to solve the problem usually with honey, but if the honey does not work, we are prepared to put those boxing gloves on, and get into the legal ring.


    Will Anyone Else Be Handling My Case?


    Clients are retained by our office do not just get one individual attorney, but rather they get a team of experienced legal advisors, and support staff to assure that someone is always available to handle and address their concerns.


    How Long Do You Typically Take To Get Back To People?


    It varies. Someone from my office will get back to a client who has called within the same day. Sometimes it may be within an hour; or three hours, and sometimes there are occasions where it may be the following day, depending on when a client called. For example, if a client calls at four o’clock, and they need to speak to me, and I happened to be stuck in court, or I am not in the office, they may get a call the following morning, unless of course if it is an emergency. All emergencies will be returned immediately.


    How Do You Typically Communicate With Clients?


    We communicate with our clients face-to-face, by telephone, through video with Skype, through email, text messaging. It is a combination of utilizing our old school methods with new technologies based on how the client is used to communicating.


    How Often Should I Meet With A Business Law Attorney?


    You are encouraged to speak with someone on our team at least once per week, and we have face-to-face meetings at least once each month.


    How Does Your Firm Bill Your Clients?


    Members of the Grow With the Lawyer program are billed on a recurring monthly basis, and as far as non-members, we try to keep everything to a flat fee, and make sure that everyone is able to appropriately budget, so there are no surprises.


    For more information on Conflict Resolution In Business Law, a free initial consultation is your next best step. Get the information and legal answers you are seeking by calling (718) 444-1000 today.

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