Business Lawyers Blog

The Importance of Due Diligence

October 27, 2023 | Jared Amory

The phrase “due diligence” is often used in the law and is a critical component when contemplating a business transaction. Due diligence means thoroughly investigating and analyzing the facts and key terms of the deal before engaging in a major business transaction, such as acquiring a company or investing in a start-up. These deals involve decisions that can have a significant financial impact, potentially involving millions or even billions of dollars. Therefore, it is essential to ensure that all parties involved are fully informed and aligned before finalizing any agreements.

The experienced Silicon Valley mergers and acquisitions lawyers at Structure Law Group can assist you in performing due diligence before entering into a transaction, either as a buyer or a seller. We know how to spot the various “red flags” that can doom a proposed deal and provide expert guidance on how to steer clear of or resolve such hazards.

The Key Elements of Due Diligence

Who Can Form an LLP in California?

October 20, 2023 | Koah Doud

For certain licensed professionals, a (LLP) offers an alternative to general and limited partnerships and limited liability companies and can offer several advantages over those business entities. The California partnerships lawyers at Structure Law Group can help you decide if an LLP is the right choice for your own business.

Only Certain Professionals Need Apply

Unlike a general partnership (GP), limited partnership (LP) or even a limited liability company (LLC), not everyone can form a limited liability partnership (LLP). California law currently limits LLPs to individuals licensed in one of the following professions:

Corporate Transparency Act

October 6, 2023 | Mark Figueiredo

As of January 1, 2024, all entities that are not exempt in California must file reports on their “beneficial ownership” with the Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN). These reporting rules were part of the Corporate Transparency Act (CTA), which itself was enacted by Congress as part of the 2021 Department of Defense authorization bill. The Los Angeles corporate law attorneys at Structure Law Group, LLP, can advise you on your company’s obligation under the new rules and how to avoid potential regulatory issues with FinCEN.

New Requirements for Disclosing “Beneficial Owners” of Foreign and Domestic Companies

At its core, the CTA is an effort to enhance the Treasury Department’s ability to identify and take legal action against potential money laundering activities. In adopting the CTA, Congress determined that many actors involved in illegal activities like terrorist and tax fraud used “shell” companies to conceal their identities and move their illegally obtained proceeds through the U.S. financial system undetected. Given that corporation law varies from state-to-state, there were no uniform national requirements for reporting the actual or “beneficial” owners of many corporate entities.

Important Questions That Protect Your Company in a Commercial Lease

September 29, 2023 | Structure Law Group, LLP

When a business in Texas is either establishing its first location is looking to upgrade to a bigger space, a commercial lease is often something requiring a business owner’s signature and can be tricky to navigate. You should work with a Texas business attorney to be sure that you are getting the best offer for all of your immediate and long-term needs.

It is important for business owners to understand that commercial tenants often do not have the same rights as residential tenants. For this reason, legal representation is highly advisable because many commercial leases will be seeking long-term arrangements that can involve significant cost concerns.

Common Commercial Lease Questions to Ask

Can We Pay Our Employees in Cryptocurrency?

September 22, 2023 | Structure Law Group, LLP

For many employers, paying employees with cryptocurrency is probably something you’ve never considered before. But these days, cryptocurrency is inching closer and closer to the mainstream.

Proof of how quickly cryptocurrency is becoming the new normal was evident when New York mayor Eric Adams vowed to accept his first three paychecks in bitcoin, and Miami Mayor Francis Suarez essentially did the same.

In April 2022, the Laredo Morning Times reported that Vantage Bank was planning to offer a new way for their employees to have a savings plan with the company, stepping away from traditional savings plans and offering a digital currency savings plan using bitcoin. While the bank was offering the new savings plan, it planned to continue to provide a traditional savings plan as well.

Incorporating a Company in Texas

September 15, 2023 | Structure Law Group, LLP

Incorporating a business in Texas involves filing incorporation paperwork with the Texas Secretary of State through a fill-in-the-blank certificate of formation that can be completed with or without the help of a lawyer. The Texas Secretary of State recommends that a decision regarding the business structure is one a person should make in consultation with a Texas corporate lawyer and accountant.

An individual person, other corporations, limited liability companies (LLCs), partnerships, and foreign entities can all incorporate businesses in Texas. Incorporating a business will protect the personal assets of a company’s shareholders from business obligations and debts. This article provides an overview of the steps involved in forming a Texas corporation.

Selecting a Corporate Name

Important Steps for Selling Your Business in Texas

September 8, 2023 | Structure Law Group, LLP

For many business owners, there comes a day when it is time to sell their company. When it is your time to sell our business, make sure that you have a Texas M&A attorney by your side to ensure you take all steps necessary to protect your interests and maximize the value of your business.

Your business may be worth more than just the total value of their assets, and this may impact how you sell your business. You will need to decide whether you want your sale to be an asset sale, where you sell the business’s assets but not the entity that owns them, or an ownership sale, where you sell your ownership stake in the entity, which continues to own all of the assets.

Preparing for the Sale of a Business

Texas Real Estate: Buying, Selling, and Owning Commercial Real Estate. Here Is What You Need to Know.

September 1, 2023 | Austin Jackson

Texas has been one of the nation’s hottest commercial real estate markets in recent years. Many companies are looking to relocate to the Lone Star State – especially in tech-friendly areas like Austin. This creates many opportunities for both buyers and sellers and the Texas real estate lawyers at Structure Law Group can help you in this process.

Commercial real estate transactions involve a lot of rules, contracts, and other moving parts. It is not something to be entered into lightly.

Know Your Goals–And Your Finances

Labor and Employment Law Overview: Texas

August 25, 2023 | Cassandra Santos

In July 2022, CNBC ranked Texas within the top 5 states in the country for business based on 88 metrics in 10 different categories of competitiveness. Texas scored high in areas like workforce, technology and innovation, and the economy. While this is an exciting time to be doing business in Texas, employers must stay current on federal and the state labor and employment laws at the forefront of their mind to avoid costly penalties.

If you are looking for an employment lawyer, look no further than Structure Law Group, LLP. Our Texas attorneys can help you overcome your company’s workplace challenges and navigate a wide range of employment issues.

At-Will Employment

Possible Disadvantages of Purchasing a Business

August 11, 2023 | Ethan Solove

There are many risks involved with buying a business. While it is not possible to protect oneself from every potential threat, these risks can be successfully mitigated with effective legal strategies. The Los Angeles mergers and acquisitions lawyers at Structure Law Group, LLP work with entrepreneurs across all industries. Our experience allows us to advise our clients on the best strategies for mitigating risk in all types of mergers and acquisitions. With the right protection in place, Los Angeles business owners can set their newly formed businesses up for success on the first day of operations. Learn more about some of the most common disadvantages of purchasing a business.

Debts, Liabilities, and Other Problems

Due diligence is one of the first steps in any acquisition or merger. In this critical process, the buyer conducts thorough investigations of all aspects of the target business to identify debts and liabilities. A cursory examination is not enough to protect your business from the debts and liabilities of an acquired business. Accountants should thoroughly examine the financial statements to verify the figures that have been presented. Debts should be carefully analyzed. Can they be restructured? Are there better tax strategies for existing debt? In addition to financial liabilities, legal liabilities must also be carefully assessed. Our Los Angeles M&A lawyers thoroughly analyze all aspects of business operations to identify all potential liabilities. Administrative fines, civil judgments, and even corporate criminal liability can cause problems for a reconstituted company after a merger or acquisition.