LootsLaw PC
Formerly The Law Offices of James M. Loots
One of the most basic, but often overlooked, aspects of any small business is its organizational structure. It is essential not only to select and implement the correct legal structure and management documents at the outset, it is equally important to periodically review the operating and governing documents to ensure they have kept pace with the business’ growth and reality of operations.
For more than 30 years, our affiliated attorneys have advised clients and assisted them in tailoring their business structure to their specific needs, as well as minimizing risk and maximizing the tax benefits and pragmatic aspects of their business structure. We often work hand in hand with clients’ accountants and managers to ensure the legal structure matches the financial needs and business reality of their operations. Special situations, like having managers “earn in” an equity position in the business, are nothing new to us. But it has to be done right, and that’s where experience and expertise really matters.
And, when there is a need for more capital, generational transfer, or to adjust ownership to reflect the arrival or departure of new players or the purchase or sale of a business, the firm is there to guide current or new ownership through the potential pitfalls of transition. Convertible securities, loan agreements, ownership purchase options, stock subscriptions, seller “take backs” and all manner of similar business transactions are nothing new to us, and we can help your business select and implement the correct structural documents to successfully grow and manage its enterprises.
Some of the Business Organization services we provide include:
- Organizational and operational documentation.
- Selection of appropriate business entity form.
- Registration and Compliance with company registration requirements.
- Creation and revision of Bylaws, Operating Agreement, and similar governing documents.
- Creation and implementation of ownership subscription, capital calls, and vesting documents.
- Maintenance of appropriate company records, including record of meetings and resolutions.
- Shareholder/Member loan agreements and documentation.
- Purchase, sale and transfer of individual ownership interests.
- Purchase, sale, merger or transfer of company assets or ownership.