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AdobeStock_196855233-300x200When any party is in the process of merging or acquiring another company, due diligence is absolutely necessary, and many recent mergers and acquisitions (M&As) cases have demonstrated the importance of conducting thorough due diligence reviews or evaluations. When you are in the process of buying another company, you will want to be sure you seek the help of a Texas business lawyer.

Due diligence activities in any M&A transaction can be very expansive, and the costs of conducting due diligence reviews or evaluations are often justified because performing this work typically means companies can avoid the significant costs associated with not performing due diligence. There are five major issues all due diligence reviews should be sure to focus on.

Target Company Overview

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Untitled-design-54-300x214If you have an LLC from another state, you might wonder whether you need to move it to California. This process of conversion (also called “domestication”) does take time and effort. There are, however, important reasons why you should invest in this legal protection. The San Jose LLC attorneys at Structure Law Group are here to answer all your questions about out-of-state LLCs. Our San Jose business formation lawyers have helped many business owners find the right business entity, form their business properly, and domesticate out-of-state businesses as California LLCs. Learn more about how to move your out-of-state LLC to California properly.

How do I file paperwork to domesticate a “foreign” LLC?

The Office of the Secretary of State handles conversions of out-of-state LLCs. (The term “foreign” business refers to any business established outside of California, even if it is inside the U.S.) Forms and fees must be submitted to this office, and it is important to be sure that your paperwork is completed correctly. Errors can leave your business without LLC protection.

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AdobeStock_283587757-300x200People can create a partnership whenever two or more people agree to do business together, and there is no formal paperwork required to establish the partnership when people agree to do business with one another. It is still recommended that you hire Austin business partnership attorneys for assistance in ensuring your partnership enjoys full legal protections.

You also need to consider which kind of partnership you are forming because the general partnership that is the most common type of partnership means the partners will be personally liable for all partnership debts. Limited partnerships (LPs), limited liability partnerships (LLPs), and limited liability limited partnerships (LLLPs) can all offer liability protections.

Steps to Starting a Partnership

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AdobeStock_330337077-300x200Money changes hands frequently in the United States, and debtors refer to people who owe money while creditors are the parties who are owed money. It can often be a contentious relationship between these two parties, and an Austin, TX creditor and debtor rights attorney can help both sides exercise their rights.

Each side of a debt issue will rely on unfair generalizations about other parties, such as creditors being overly aggressive and greedy while debtors are supposedly lazy and unreliable. The truth is usually much more complicated.

Debtor Rights in Texas

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AdobeStock_427349372-300x147Here in San Jose, intellectual property (IP) is the most valuable asset many companies own. Individuals, too, have IP rights that must be protected. The San Jose intellectual property attorneys at Structure Law Group, LLP help businesses and individuals protect their intellectual property. The United States Patent and Trademark Office (USPTO) recognizes different tools that can be used to protect different types of IP. Keep reading to learn more about the four  distinct types of intellectual property that are recognized by law.

Patents

According to the USPTO, patents are an IP tool used to protect technical inventions. These technical inventions can be chemical compositions, mechanical processes, or machine designs. When a technical invention is protected with a patent, the patent holder may prevent others from using the invention in any way without their permission.

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AdobeStock_180825526-300x184One of the first steps to starting your business is forming the business entity.  For a variety of reasons, a limited liability company (LLC) can be an attractive option. There are several benefits to creating an LLC, and an Texas LLC lawyer can help you take all of the necessary steps to help you take advantage of them.

If you are starting a business, one of the biggest advantages to an LLC is that it can limit your personal liability for debts the business incurs, meaning that your home and personal bank account cannot be used to pay business debts or any liabilities if you or a business partner are sued. Additionally, you may deal with less paperwork once the LLC is up and running, there may be certain tax advantages, and you have flexibility to make the LLC operate how you want it to when it comes to ownership, management, and how profits are shared and distributed amongst the owners.

Steps to Starting an LLC

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Untitled-design-14-300x214While record inflation may be having a negative impact on home sales nationwide, Texas stands out as a sort of exception to the rule. Multiple housing markets in Texas continued to see increases even while many other parts of the country were suffering.  If you are considering entering the real estate market in Texas, you will want to work with a Texas real estate attorney.

Several statistics and figures outline the continuing growth that Texas is experiencing. Many investors are, in turn, looking to Texas for their next commercial real estate investment project because there is so much potential.

Commercial Real Estate Facts in Texas

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One of the legal services that corporate attorneys provide is advising startups with strategies to protect their long term interests. Each business entity has specific tax requirements and a San Jose business attorney can help you determine which is best for your venture. In this article, we’ll discuss specific business entities and how they’re taxed.

  • Sole proprietorship

A sole proprietorship is not a business entity. It’s the default state of an individual who owns a business. Those who run sole proprietorships are taxed as individuals with assets and profits. The biggest pitfall of the sole proprietorship is that you end up paying both the employee and the employer side of social security. These are typically split between employer and employee.

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AdobeStock_308752576-300x200Many business owners form limited liability companies (LLCs) or corporations specifically to create a business entity that will be separate from themselves and spare them personal liability. The alter ego theory often applies in many cases in which parties seek to “pierce the corporate veil” and hold a corporate officer accountable for their company’s misdeeds, and any person facing these types of issues will want to quickly contact a Texas corporate attorney.

The alter ego theory establishes that people can be liable when they are using a corporation to engage in fraud and shield themselves from liability. While courts have long recognized most business entities as being legitimately free from liability, the alter ego theory allows courts to impose liability on bad actors.

Texas Laws Relating to Alter Ego

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AdobeStock_531838016-300x200It’s becoming increasingly common for manufacturers to turn to distributors to sell their products to reduce the overhead costs of processing orders, logistics, and more. The manufacturer sells the product to the distributor, which then resells the product at a profit. The distributor ostensibly has the infrastructure to process these sales and a keen understanding of the market in which they operate. Instead of taking on the overhead of distribution themselves, they can hire experts who operate within this market on a daily basis and have the infrastructure to meet demand. From the distributor’s point of view, they get access to the product without the overhead of manufacturing. Distributors and manufacturers can thus operate on a symbiotic basis, each making the other more profitable by staying in their lane of expertise.

Problems arise, however, on the distributor side. Distributors may spend years cultivating a relationship with a manufacturer only to find that the manufacturer now wants to handle distribution in-house. In Europe, you cannot fire a distributor without a severance package. In California, distributors have no such protection.

In this article, a Silicon Valley business litigation attorney will discuss how distributors can protect themselves with strong distribution agreements that protect their interest in a market.

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