In simplest terms, a corporate attorney is a lawyer who specializes in the formation, operation, management, sustainability, and legality of various types of business entities. Instead of focusing on shareholders, employees, or other stakeholders, a corporate attorney’s primary concern is with the well-being of the corporate entity itself, which, under the law, maintains its own separate existence.
What Does A Corporate Attorney Do?
A corporate attorney can assist a company with a multitude of legal issues. That includes issues surrounding:
Entity formation. There are several types of business entities – corporations, limited liability companies, limited partnerships – just to name a few. A seasoned corporate attorney can help you evaluate the right type of entity to form for your business endeavors, assist in determining where the business should be formed, and prepare and file business formation documents.
- Local, state and federal regulations. Corporate entities must follow very specific requirements, many of which depend on the type of entity selected. For example, corporations are required to have – and document – at least one annual meeting of its shareholders to maintain its status as a corporation. Corporate attorneys help clients ensure they are compliant with all local, state and federal regulations.
- Taxes. There are very specific tax requirements for businesses, especially when it comes to local, state and federal taxation. A corporate attorney can help you navigate the various tax laws that apply to your entity, and assist in the interpretation and application of tax laws and policies.
- Contracts. Contracts are the backbone for most businesses. Businesses often have contracts with employees, clients, vendors, and partners. A corporate attorney can prepare, review, and analyze these various contracts to ensure the company’s best interests are protected.
- Mergers and acquisitions. M&A attorneys assist clients with selling all or a portion of their business. M&A deals usually involve due diligence, drafting term sheets, negotiating deal points, and preparing definitive agreements. An M&A attorney should have a strong working knowledge of the intricacies of corporate finance, securities law, tax law, and employment and executive compensation matters.
- Corporate governance. For profit and non-profit corporations should have a clear set of rules that govern how they operate and align with the interests of their stakeholders, funders and constituents. A corporate attorney can assist both for profit and non-profit entities in developing, implementing, and following these rules.
- Securities. When a corporation offers or sells equity or debt, a corporate attorney can ensure these securities are offered or sold fairly and legally. A corporate attorney practicing securities law should be able to determine the proper sales structure and determine which, if any, exemptions apply to a client’s unique deal.
- Succession planning. Companies, like individuals, should create transition plans for the next generation. A corporate attorney can assist with an entity’s succession plan by working closely with the business’s accounting, wealth management, and insurance professionals to achieve long-term, multi-generational success, while preserving wealth.
When Should You Hire A Corporate Attorney?
Some events that may trigger the need for a corporate attorney include:
- Business formation. A corporate attorney is the person best suited to help decide the best type of entity to form, where to form the entity, the optimal way to avoid personal liability, the proper forms needed to maintain corporate structure, and the tax consequences of formation.
- Buying or selling all of a part of a company. Mergers and acquisitions can be complex transactions, and a corporate attorney’s experience and expertise can ensure the sale goes smoothly for all parties involved while reducing your own exposure.
- Negotiating or reviewing contracts with employees, independent contractors, business partners, and vendors. A corporate attorney can ensure that business contracts remain fair, and she can assist in drafting and explaining the terms of the contract in plain language.
- Navigating breaches of contract. Contracts can be breached in a variety of ways. Those breaches can cause serious harm to a business, its products or services. A corporate attorney can assist in evaluating the breach, measuring damages, and getting business relationships back on track.
- Concerns over state and federal regulations. Corporate entities in certain industries have specific state and federal regulations to follow in order to stay in business. A corporate attorney should know and understand the law to assist corporations in complying with these often complicated guidelines.
- Protecting your proprietary information and trademarking. Proprietary information and trademarks are part of a company’s suite of assets. These assets are valuable and need to be protected. A corporate attorney can assist a company in registering trade words, phrases, symbols, designs, or a combination of these things that identifies the company’s goods or services. Similarly, a corporate attorney can draft and review non-disclosure agreements to ensure that the company’s valuable assets are protected when companies enter into ventures, partnerships, projects or relationships with other individuals or entities.
- Dealing with tax matters. Corporations have a unique set of tax requirements. Alongside the right accounting and tax professionals, a corporate attorney can assist in ensuring your corporation pays the appropriate taxes while minimizing your risk.
You will find a variety of corporate attorney offices across the United States, and there are many well-respected corporate law firms in Pittsburgh. Be sure to do your research before picking the right attorney to support your business!
Contact A Corporate Attorney
If you need a corporate attorney please contact Block & Associates. Our experienced team of corporate and tax attorneys can ensure you receive the service you deserve.