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Organizing and Counseling of Start-Up Companies.

Sanchez Law Offices, P.A. has extensive experience in all aspects of assisting entrepreneurs in the planning, organizing and formation of new business entities.

Specifically, we will:

  1. Selection of business of entities (LLC, Inc., P.A.’s, Partnerships) based on the proposed ownership, financing and business.
  1. Registration of the business entity with Florida Department of State, Division of Corporations.
  1. Serve a registered agent.
  1. Draft initial business documents such as the initial minutes, operating agreement or By-laws and banking resolutions.
  1. Order Corporate book, have owners execute the stock or membership certificates and  properly file the executed initial business entity documents.
  1. Hold initial business entity meeting immediately after registration.
  1. Advise the various permits and licenses required by local, state and/or federal law to transact business.
  1. Network clients with various other professionals that will need to assist them such as insurance agents, bankers, accounts, real estate agents, graphic designers, marketing companies etc.
  1.  File for fictitious name, state and federal trademarks.

General Corporate Counsel.

Sanchez Law Offices, P.A. strongly believes in understanding our clients business. This allows the firm to better protect our client’s business, anticipate problems and promote growth by utilizing sound legal strategies that support’s the business economic growth. As the business grows, the firm continues to support its growth until the exit strategy is reached.

The firm serves a general corporate counsel to numerous small business clients ranging in size from small start-up companies to mature companies. We advise these companies on diverse legal issues. We are experiences and our services are affordable to even the smallest business.


Blue Sky (Securities Laws): Private Placement Memorandums

Sanchez Law Offices, P.A. assists businesses in properly advising them on state and federal securities laws. Specifically, the firm will assist and draft the private placement memorandum that will exempt the business from registering the offer of sale of securities, if applicable.

Business Financing

The viability of a business is strongly related to proper financing. Understanding the various financing instruments that are available is equally as important. The firm assists our clients in determining the proper financing vehicles, whether debt or equity financing, hypothecating or convertible debentures.

Business Structuring

Limiting liability for shareholders or members of a company is absolutely crucial when determining how to select and structure a corporation. There are various business entity structures and strategies that can be used to further limit the owners’ liability. Holdings companies are an excellent vehicle to further limit owners’ liabilities, provide additional capital and expand business.

Business Contracts

Sanchez Law Offices, P.A. has extensive experience structuring, negotiating and drafting sales and licensing contracts, stock and asset purchase agreements, marketing and distribution agreements, licensing agreements and franchising agreements and more.  We also assist our clients in preparing a variety of commercial documents, such as UCC forms.

State and Federal Trademarks

Trademarks are a company’s interface with its customers, and therefore one of the most important assets of a business.  Trademarks represent a business’s goodwill; in the minds of its customers. No matter what stage of the business cycle, a business should always protect its intellectual property by filing for state and federal trademarks. This adds value to the business, protects its identity and posture’s the business for growth through licensing or franchising.

Mergers & Acquisitions

Sanchez Law Offices, P.A. has experience in the acquisitions, disposition and consolidation of businesses, including mergers, and stock and asset purchases. We play an active role in structuring, negotiating, drafting and consummating transactions involving the sale or purchase of privately held companies.

Non-Compete/Confidentiality Agreements

Sanchez Law Offices, P.A. assists its business clients to protect their intellectual property by drafting of Non Compete, Confidentiality and Non Disclosure agreements.

E-Commerce

Sanchez Law Offices, P.A., protects its business client’s presence on the Internet by drafting various e-commerce agreements including: web site development and hosting agreements, software licensing agreements, advertising agreements, and co-branding agreements involving generating revenue for an Internet business.

Franchising Law

Sanchez Law Offices, P.A. assists potential franchisers and franchisees in the sale and purchase of a franchise. We prepare Uniform Offering Circulars and franchise agreements to potential franchisers. We also review those same documents for our clients who purchase franchises.

Non for Profit (501(c)(3))

Sanchez Law Offices, P.A. assists and represents individuals in forming, structuring and managing non profit corporations. We also prepare and file for 501(c)(3) tax exempt status for our non profit clients.
  1. File for domain name. 
  1. File for local, state and/or federal permits or licensing.

 

Review and/or negotiate lease agreements

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Business Brokerage Law

Sanchez Law Offices, P.A. is a pioneer in what has been self termed: “Business Brokerage Law”. Business Brokerage is defined as the buying and selling of businesses, typically involving a business broker, with purchase prices ranging from $20,000.00 to over $10 million. Business brokerage deals with various other legal practice areas such as: contract law, intellectual property, real estate, taxes, insurance, local/state/federal law, labor & employment law, securities and financing.

Our firm specializes in representing Buyers and Sellers in the sale of businesses. We understand that every transaction is unique, however many of the same principals apply. You need experienced counsel that knows how to manage all the players in the transaction such as the accountants, attorneys, business brokers, promoters, bankers, local/state/federal government, property owners, insurance agents and much more.

We have managed transactions varying from $20,000.00 to over $10 million and from all different industries including, but not limited to, restaurants, salons, dental & medical practices, publishing, nightclubs, manufacturing, convenient stores and real estate companies. If the terms of the transaction have been reached, we can also serve as the escrow and closing agent.

In a business sale there are numerous issues important to both Buyer and Seller.
Sellers are always interested in being sure they get paid, especially if part of the purchase price is deferred. Sellers usually want to be certain that the Buyer will not later claim that something is not right or that they want to "back out" of the deal. Sellers are often concerned with continuing liability, such as with their prior customers, or with a landlord that requires them to remain liable on a lease assigned to the Buyer.
Buyers are generally concerned with getting what they paid for and not having to deal with prior liabilities or problems of the Seller. 
A business sale may take different forms each requiring specific legal considerations. A few examples are:

  • A Franchise Purchase may require the Buyer to be approved by the franchisor as well as the seller.
  • A Bulk Sale escrow is the purchase of the business assets but not the business.
  • A Sellers Continued Involvement with the business as a partial owner may create a partnership between the two parties.
  • A Business Merger or Acquisition between two businesses, or the acquisition of one by the other.


A business sale often involves the need for other legal services, such as forming a business entity; negotiating and reviewing a commercial lease; creating Standard Terms and Conditions for the business; and preparing necessary employment agreements.

Import/Export Law

Sanchez Law Offices, P.A. will assist in navigating small businesses who are entering into the import/export business, specifically into Central and South America.

 

 

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