Business and Tax Planning

Representation of businesses and their owners involves knowledge of many areas of the law and the ability to anticipate and come up with creative solutions to problems the client hasn’t even contemplated.  We employ cross-disciplinary thinking and a collaborative approach to help you achieve your goals.  We try to get to know your business and put ourselves in your shoes in order to create the ideal customized business plan for you, rather than trying to shoehorn you into a one-size fits all structure.  You take pride in your work, so should your lawyer.”

We have experience working with companies at all stages of development, from an entrepreneur with a great idea for a start up to a mature business with well-established operations, and every stage in between.  So, how can we help you?


Formation of Start-ups & Closely Held Businesses

Choice of Entity Analysis and Business Formation. LLC? S corporation? C corporation? Which entity is right for your business? Not all entities have the same tax consequences and not all offer the same degree of protection. We will explain the tax, corporate and asset protection consequences of each one and determine what is the right fit for your business.  We will also assist you with drafting the necessary organization/incorporation documents and operating agreements.

Corporate Tax Planning. This is where we plan to ensure that your company is running in the most tax optimized structure. It’s pretty simple – the less you pay in taxes, the more you get to keep. Depending on the type of business and the entity selected, there may also be elections that need to be made upon formation of the entity.


Operating the Business

Business and Tax Compliance Services. In order to ensure that you get the maximum liability protection out of your corporate structure, you need to comply with various corporate requirements other than just filing the annual report and paying the annual fee. You also need to comply with all IRS and Florida Department of Revenue filing requirements. We know what they are and we will help you stay in compliance.

Contract Preparation and Review. Understand and protect your rights in all of your business relationships. We can draft, review and/or negotiate a wide range of commercial agreements, such as franchise agreements, purchase agreements, employment agreements, non-competition and confidentiality agreements.

Capital Structure. Does your business need capital? We draft and negotiate financing and loan arrangements under the Uniform Commercial Code.

Asset Protection and Ongoing Risk Mitigation. Asset protection does not only involve picking a corporate structure that provides a greater degree of protection. It also involves constantly monitoring the state of your business for the risk of litigation threats, then acting proactively to minimize that threat. We can help identify those risks and then advise on possible solutions.


Buying & Selling of Businesses

Mergers, acquisitions and sales of businesses.  We provide counsel to facilitate acquisitions, mergers and sales of businesses. Whether you’re an investor looking to purchase an existing business or an entrepreneur who owns a business and is looking to cash out on the investment, we can help.

Buyer and Seller-side representation.  As a buyer, we help you ask the right questions and do your due diligence. If you’re a seller, we will help you get the price you deserve. We can structure and document any corporate purchase or sale transaction, including business acquisitions, mergers, joint ventures, recapitalizations, financings and other commercial transactions. We understand how the various cross-disciplinary legal considerations can play out in these business purchases or sales.


Exit Strategies for the Business Owner

Are you a business owner considering retirement? Or have you ever considered what would happen to your business if you passed away today?

It’s bad enough that life knocks you out of the picture, but do you really wish to leave your spouse and kids the headache of having to run your business when they had no prior involvement or the necessary training or experience? A scary thought, no? We can help you provide safeguards in the event you pass away or become incapacitated.

We can also advise you on the orderly transfer of control of your business and help you create succession plans and exit strategies that allow you to retire peacefully from the business you worked so hard to create.


We welcome the opportunity to collaborate with you and your trusted advisors on how to best achieve your objectives. Call us at (305) 403-0641 or email us at info@msquaredlaw.com to discuss how we can work together.