With many areas heading again into lockdowns and severe business restrictions, business owners are again scrambling to survive.
In this video, we present a few ways business owners can try to mitigate this latest round of business closures and restrictions.
If your business is looking for some help getting through the restrictions and needs some legal advice, feel free to reach out to our office at: 215 482 0285.
Even with the challenges of the coronavirus pandemic, business still continues and new opportunities present themselves every day. Buying an existing business is a common approach to expanding your market share or entering into a new market.
Business purchase transactions – otherwise known as mergers and acquisitions – tend to be complex whether you're the buyer or the seller. While a seller may be intimately familiar with the operations and finances of a business they’ve built themselves, an outside buyer must take care to do all the proper due diligence before purchasing.
As a buyer, you usually have only a limited time to evaluate and appraise every important factor of the business you're looking to buy. Once you complete the sale, you become responsible for any liabilities owed by the business you just bought. If you overlook a critical detail or fail to ask the right questions before your transaction, you may agree to a business purchase agreement that ends up costing you more than the sale was worth.
One of the biggest mistakes you can make going into a business purchase transaction is to do it without the help and counsel of a lawyer. Imagine buying a business only to find out a couple of years later that you owe thousands of dollars in back taxes or debt. A business lawyer’s job is to anticipate potential issues that may arise and address them in your business purchase agreement so that you’re covered against these types of unpleasant surprises down the road.
If you're looking to buy a Philadelphia area business or company, Holmes Business Law can help position your new acquisition for the best possible success. Call our office today at 215-482-0285 to talk to an experienced business lawyer about your options.
How Do You Buy an Existing Business?Buying an existing business involves several steps that may vary depending on the approach you choose to take. Your business lawyer can help you navigate the many decisions you’ll have to make throughout the buying process.
First, you must choose how to structure your deal.
Once you choose the type of deal you want to pursue, you must determine the purchase price that you’ll propose to the seller. Here, you’ll likely have to involve the expertise of business appraisers, investment bankers, accountants, and other valuation specialists at the direction of your lawyer. Based on your bargaining power, liquidity, and risk tolerance, you can offer the seller cash, equity, debt, assets, or a combination compensation package.
Once you've determined your strategy, your lawyer will draft a letter of intent (LOI) to present to the seller for both sides to sign. The LOI should cover:
Due Diligence Checklist for Buying an Existing Business
The due diligence process involves an in-depth investigation of the company you plan to buy. Every business purchase transaction is unique, but some common considerations include:
Failing to properly investigate the company you want to buy could leave you with unexpected financial and legal problems – with costly losses after the fact. Your investigation may even reveal dealbreakers that lead you to ultimately walk away from the transaction.
What Should Be Included in a Business Purchase Agreement?
Your lawyer’s job is to draft a business purchase agreement that accurately reflects the terms of the deal as agreed between you and the seller. The document helps protect both the buyer and seller from legal and financial risks that may come up after the business sale.
Your business purchase agreement should include:
You may have to file other paperwork in addition to executing your business purchase agreement. That could include updating secretary of state filings, changing the operating agreement, change in ownership forms for franchises, or resolutions authorizing the transaction from an entity’s board of directors or shareholders.
Talk to a Philadelphia M&A Attorney Today
No matter what industry you’re in or looking to get into, buying a business is a major undertaking with a lot at stake. You want to set yourself up for your best chance at success. That means taking stock of a great number of moving parts – financial, legal, and regulatory.
An experienced business lawyer can help you pursue your goals with your best interests in mind. Every business venture is unique. Call the Holmes Business Law Philadelphia office today at 215-482-0285 to discuss your options with a business lawyer dedicated to your vision.
In Pennsylvania, the first COVID-19 employee wrongful death lawsuit was filed on May 7, 2020. The lawsuit argues that the employee’s exposure and death from coronavirus was “predictable and preventable” by their company. The worker’s surviving family claims the company should’ve taken better precautions to protect its employees.
While COVID-19 has affected all of us, small, local, and medium-sized businesses are bearing the brunt of the coronavirus pandemic. Most smaller companies don’t have the same margins and resources as larger companies and corporations. A single employee COVID-19 lawsuit could make the difference between your business surviving the pandemic or not.
Despite your best efforts, what if one of your employees gets COVID-19 and they claim they got exposed on the job? Is the law going to hold you, the business owner, responsible?
The answer depends on your state's COVID-19 response, workers’ compensation requirements, and business tort laws. If your state's workers’ compensation laws cover COVID-19, then your workers’ compensation insurance can shield you from liability. But you may still need to take other measures to protect yourself and your workers from coronavirus exposure.
The best way to shield your company from expensive coronavirus liability is to speak to a local Philadelphia-area business lawyer about your options. Skimping on the legal foundations of your business now can hurt you later on down the line.
Every business is different, with unique operational structures and needs. At Holmes Business Law, we create solutions catered to your company and your industry. Call our Philadelphia business law firm at 215-482-0285 now to discuss your company’s best path forward.
You can also read our other posts in this COVID-19 business series:
Specifically, the employee’s family is suing the company for:
At this point, business owners should reasonably be aware of pandemic risks. To lower your risk of liability, you should follow local, state, and federal COVID-19 laws and guidelines. Most businesses that are allowed to operate can only do so if they take the proper precautions to protect their employees and customers from coronavirus exposure.
Depending on your company’s location and operations, that could mean:
Talk to a business lawyer today about the steps your company should take to protect yourself, your employees, and your shareholders. An experienced legal professional can provide creative solutions that you might not have considered otherwise. Creating a sound plan now can set you up for success and help you avoid further trouble in the future.
COVID-19 and Workers’ Compensation InsuranceWorkers’ compensation laws help protect businesses from lawsuits by employees who get injured or sick at work. Most companies with employees must have some type of workers’ compensation insurance to make sure that their workers are covered.
The question is whether coronavirus falls under workers’ compensation coverage.
Some states have a workers’ compensation exclusion for “ordinary life diseases” like the common cold or flu. Washington state, for example, recently excluded COVID-19 illness from its workers’ compensation laws. As of March 20, 2020, the Pennsylvania state website classifies COVID-19 illness as an “injury or occupational disease” that qualifies under workers’ compensation “depending on the type of work performed.”
If that sounds vague to you – you’re right. The novel coronavirus is so new that the law around it is being written as we speak. Contact a Philadelphia-area business attorney for a better idea of what to expect for your business moving forward. Your lawyer can determine the risks you face and help you implement a safer, more coronavirus-resilient business strategy.
Nobody could’ve foreseen the effect that COVID-19 would have on the world. As we round out the seventh month of the pandemic, it’s clear the coronavirus is here to stay and we must adjust to protect ourselves and the people around us.
A good business attorney will help you:
As the pandemic continues, it will probably lead to no small amount of lawsuits. Although there’s no blanket guarantee to avoiding liability during COVID-19, you can take reasonable, actionable steps to reduce your legal risk. Call the experienced Philadelphia attorneys at Holmes Business Law today at 215-482-0285 to schedule your consultation.
Sarah E. Holmes is a Philadelphia business attorney and strategist that helps start ups and established businesses looking to expand, protect their assets and increase their profits in an approachable, down-to-earth way. When you're looking for a business lawyer in Philadelphia, the Main Line or New Jersey, we can help.