Most of what a business attorney does is unglamorous and cheap compared with what it prevents. An operating agreement written while everyone still likes each other is an afternoon. Written afterward, it is litigation.
Anyone can register an entity with the Secretary of State in a lunch break. What that lunch break does not produce is an agreement between the owners, a decision about how profits are allocated, a plan for a departing partner, or a customer contract you could actually enforce. Those are the documents that decide what happens when something goes wrong, and they are the ones that get postponed.
01
We form and update corporations, partnerships and limited liability companies, and we help existing businesses fix structures that were set up years ago for a company that no longer exists. Which entity fits is a question about liability, tax treatment, and how you intend to bring in money and people. It is worth twenty minutes of conversation before it is worth a filing fee.
02
An operating agreement or a shareholder agreement is where a business decides, in advance, how it will handle the arguments it has not had yet. A deadlock. An owner who wants out. A new investor. A death. Our attorneys have been writing these for Indiana businesses for decades, and the recurring lesson is that the clause nobody wanted to discuss is the clause that eventually gets used.
03
Vendor agreements, customer terms, employment and contractor paperwork, equipment leases, and the one page document somebody found online and has been sending out for three years. Reviewing that document once is usually the cheapest thing on this page and it catches the most. The firm also has experience assisting tax exempt organizations, which run on their own set of rules.
04
Almost every business eventually signs a commercial lease or buys a building, and that is the point where a business practice and a real estate practice stop being separate things. Personal guarantees, assignment rights, and what happens to the lease if you sell the company all live in the same document. Having both practices in one firm means nobody has to be brought up to speed.
The same order every time, because most of the expensive mistakes in this area come from doing step four before step two.
The entity follows the business, not the other way round. We start with what you intend to do and who is doing it with you.
Articles filed, registrations completed, records opened, and the entity in good standing for real, not just on the filing.
An operating or shareholder agreement that says what happens when the facts change, written before they change.
The contracts you send customers, reviewed once so you can send them a thousand times without thinking about it.
For a lot of Indiana small businesses the limited liability company is simpler and flexible enough. A corporation earns its extra formality when you plan to take outside investment or issue stock. It is a short conversation with a real answer, and the answer depends on facts about your business, not on a rule of thumb.
No. The registration is valid. What you probably do not have yet is an operating agreement, a record book, or anything written down about who owns what. That is the part worth doing while the business is still small.
Having one strengthens the separation between you and the company, which is the whole reason you formed it. It also answers questions a bank or a buyer will eventually ask.
Yes, and it is one of the more common reasons people call. Send it before you sign it.
The firm has experience assisting tax exempt organizations, and Robert Bauman's practice includes work for a number of not for profit organizations. Ask on the first call about your own situation.
A commercial deal is a legal document sitting on top of a building, a loan and a title history. The document is the part people read. The other three are where the money usually goes.
A like kind exchange lets gain on an investment property be deferred rather than recognized at the sale. It works only if it is set up before the sale, and it runs on a clock that does not negotiate.
Estate planning is deciding who receives what, who decides for you if you cannot, and how much of it has to pass through a courtroom. Most of it is simpler than people fear.
The rest of the practice is on the practice areas index. If you would rather judge the firm by who trusts it than by how it describes itself, look at who it works for or at who would actually be handling this.
Call 765-423-1001 to schedule an appointment, or send the details through. Bring the contract, the deed, or just the question.
Contacting Gambs, Mucker & Bauman does not create an attorney-client relationship, and nothing on this site is legal advice. Please do not send confidential information until a written engagement is in place.