Idaho Corporate Law

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Idaho Corporate Law | Corporate Counsel

At Taylor Law, we have assisted numerous businesses with general corporate counsel. Our clients have included: Commercial Landlords, Real estate developers, Contractors, Manufacturers, Importers, Local franchises, Healthcare companies, and Insurance companies.

Legal Experience Matters

No matter what type of business you are involved in, we may be able to assist you with corporate counsel. Our attorneys have an extensive background in the exact issues that businesses face. Our firm is always up to date on business law matters and able to efficiently and effectively solve the problems our clients are having.

Speak with a business litigation attorney immediately so that your business needs can be met.

Corporate Transactions | Buying or Selling

Buying or selling a business, or even an interest in an existing business, can become complex. It takes qualified and experienced representation in order to keep the complexities from negatively affecting your transaction. Proper legal assistance is critical when negotiating a price and managing and preventing risks on both sides. We can greatly assist you in all matters related to corporate transactions.

Legal Assistance for Buying or Selling Businesses

Taylor Law helps clients pay particular attention to buyer and seller warranties in the agreement that could cause them serious trouble later on. As a seller, you want to ensure that you are not making representations and warranties that will come back to haunt you at a later date. Similarly, a buyer obtaining a business or an interest in a business wants to ensure that the Seller is willing to stand by their representations about the business so that they will not be weighed down by legal demands from the seller at a later time. Our firm helps clients by assuring them that the documents involved in the purchase or sale reflect the client’s expectations about the actual purchase or sale so that they can feel confident about the decision they are making.

Experienced Corporate Transactions

Our firm has extensive experience in the following areas:

  1. Stock option planning
  2. Asset purchase & sale agreements
  3. Stock purchase & sale agreements
  4. Debt and equity financing agreements
  5. Employment and consulting agreements
  6. Corporate reorganization
  7. Consolidation
  8. Shareholder and partnership agreements
  9. Operating agreements

Our goal is to actively protect your best interests whether you are a buyer or a seller. It is extremely important to have a qualified attorney review your agreement so that it accurately reflects your expectations and provides protections that can help minimize your risk.

Corporate Reorganizations

Corporate reorganization is sometimes necessary for organizations or corporations. Reasons typically involve the following:

  1. Company viability
  2. Company profitability
  3. Change of ownership
  4. Bankruptcy
  5. Employment and consulting agreements
  6. Buyout

How Can an Attorney Help with a Restructure?

Restructuring theoretically results in a better organized, more effective, and more profitable organization. To make that theory a reality, you need to know your new structure is legally sound. Taylor Law Offices should be contacted immediately to give your company accurate and informative advice on the legal impacts, if any, your corporate reorganization may have. Taking the time to find an experienced and knowledgeable attorney now can save you time and money in the future, not to mention boost your efficiency.

Restructuring While Maintaining Business Operations

Even the most successful companies can require a restructuring or reorganization at times. Our legal team has experience skillfully managing restructuring and reorganization without damaging the business operations that are currently taking place.

Taylor Law Offices has not only helped companies make it through difficult times while minimizing the damage done, we also have assisted many businesses through reorganization that came out all the stronger and more efficient.

Business, Corporate and Partnership Disputes

Maintaining healthy communication and relationships within a business or corporate endeavor could not be more important to the success of a company. Unfortunately, many times a dispute will arise either externally or internally. Such matters, when not expediently and fully resolved, can lead to the financial demise of an entity.

Since business relationships are of such importance, gaining the assistance of a Taylor Law can be critical to your company’s success. Your attorney can alleviate a great deal of the stress involved in facilitating an end to conflicts and disagreements between the following entities:

  1. Businesses. If you have a business to business (B2B) relationship with a mom and pop shop or any larger company, disagreements and misunderstandings can happen.
  2. Corporations. LLC, INC., whatever the case is, a corporation is at-the-ready to lawyer up and make things costly for you.
  3. Partnerships. No matter how much you see eye-to-eye with your business partner, staying on the same page 100% of the time is difficult.

How to Avoid Litigation

Corporate and business disputes can be draining of your time, energy and resources. No matter the seemingly complex nature of such a disagreement, your legal team can pursue the best course of action toward resolution. Many matters, though they seem virtually impossible to resolve outside of the courtroom, can actually be settled through mediation or other methods of alternative dispute resolution (ADR), saving your company time and money.

When Litigation is Necessary

While amicable ends to disputes are always preferred, your attorney can also fight tenaciously for your interests at trial when necessary. Whatever your specific needs merit, procuring the counsel of a skilled law firm can allow you to focus on what is most important to you—running a successful business.

Change of Ownership

When buying or selling a business, it is vital to cover key points, in writing. This means including price and timing of payment, of course. It also means specifying the physical assets that go with the transfer, including:

  1. Files
  2. Furniture
  3. Customer lists
  4. Computer programs
  5. Patents

If the seller intends to keep certain customers or open up a competing business, this must be discussed and an agreement not to compete (non-compete agreement) may be required. The parties may agree on a mediator or arbitrator to resolve issues that arise after the change in ownership is implemented.

Corporate Structure Change

The corporate structure of your business can have important consequences in terms of protection from creditors and amount of taxes owed. We will advise you on the advantages and disadvantages of:

  1. Sole proprietorships
  2. Partnerships
  3. Limited liability company structures
  4. Corporations

We counsel on how to use these tools to provide for proper business succession at the death of a partner. We professionally assist with the drafting of all documents so your intentions are carried out properly as your organization is restructured.

Speak with a Taylor Law Office representative to learn what we can do for your business! Contact our office today on (208) 342-3006.

Frequently Asked Questions

If a matter is already in litigation, the business should consult an attorney immediately. However, even if the matter is likely to lead to litigation, there are a number of steps that can or should be taken to protect the interests of the business in preparation for anticipated litigation. The knowledge of a dispute that may lead to litigation could create certain legal obligations for the business, such as the requirement to preserve of records, to avoid additional liability. Also, getting the advice and guidance of an attorney early on in a dispute may help to develop an overview of legal rights and a cost-benefit analysis of different responses, such as settlement, litigation or other alternative dispute resolutions. Often times litigation can result simply from mismanaging a dispute that could have been resolved informally with less time and expense with appropriate legal guidance from the start. Many business owners who attempt to “do it themselves” to save money end up spending more on attorney’s fees after they have created or complicated their legal issues unnecessarily.

Verbal contracts are generally enforceable, with some exceptions. Verbal contracts can sometimes be difficult to prove, not because they have less effect than a written contract, but because the evidence of their existence is less certain. A Idaho business litigation attorney can review a potential dispute over an oral contract and advise on enforceability, defenses and potential litigation strategies.

If a corporation is the chosen entity, the basic steps are to choose the state of incorporation, file electronic articles of incorporation with the appropriate secretary of state, obtain an EIN number from the IRS and file any appropriate tax election, create by-laws, have an initial meeting of the founders/incorporators to adopt the by-laws, approve and adopt pre-incorporation actions, elect the board, appoint officers, distribute shares, allocate responsibilities, create and open bank accounts, obtain and recognize ownership contributions, create and execute a shareholder agreement and other appropriate documents (such as NDAs, non-competes, assignment of IP, employment agreements, etc.) and begin operations.

Idaho provides a corporate tax, filing, administrative and legal system that many people find appealing when compared to other states. Idaho offers limited public disclosure of owners and related parties on its public filings. Idaho statutes and caselaw are very robust, allowing for a lot of guidance and predictability on internal corporate legal issues. Idaho also has a number of tax provisions which may be favorable to incorporating in Idaho for certain types of companies. Where to incorporate is a decision that must be made on a case-by-case basis.

There are many reasons to consider buying an existing business. First, purchasing an established business saves you a considerable amount of time by not having to deal with any of the startup process. Additionally, the business will have already gathered important information about the nature of the business, how to improve success and what mistakes to avoid. When time is one of the most valuable assets in a business, purchasing a business can save you a lot of it.

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