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Expert Legal Guidance

Michael Kofsky has been providing effective solutions for business formation, contracts, and complex legal matters since 1996.

A person stands in a professional setting holding a blue folder. They are wearing a teal blazer over a white shirt and jeans. The background features glass walls and what appears to be a server room with blue lighting, suggesting a technological or business environment.
A person stands in a professional setting holding a blue folder. They are wearing a teal blazer over a white shirt and jeans. The background features glass walls and what appears to be a server room with blue lighting, suggesting a technological or business environment.

Business Formation and Transactions

In consultation with business owners, we review, draft, and negotiate contracts related to various business activities, including:

  • Buy-Sell agreements

  • Client Engagement agreements

  • Vendor agreements

  • Independent Contractor agreements

  • Commercial Lease agreements

Purchasing or selling a business is a complicated process for which experienced legal counsel is essential. When representing clients in such transactions, I start the process by learning as much as possible about my client's objectives in the transaction in order to advise him/her on a comprehensive set of issues ranging from business matters and financial risks to legal hurdles. My goal is to identify possible challenges and put safeguards in place to prevent issues that may arise in the future, from negotiations and the due diligence phase to the final closing.

There are two primary methods of transferring ownership of a business, either by the sale of the businesses’ assets or by the transfer of ownership of the entity itself:

Asset Purchase Agreements (APA)

This is a form of a business sale where instead of purchasing the stock of the company, the buyer purchases specific assets of the company and assumes specific liabilities. There are a number of issues that can arise in such transactions such as inventory, accounts receivable and payable, condition of assets, and lease of premises that must be addressed in the agreement.

Share Sale Agreements

In a share sale of a business, the purchaser is buying the shares from the shareholders of the company. Purchasers generally prefer not to buy shares in order to minimize both tax and legal liability issues.

Helping Business Owners Resolve Corporate Disputes

When starting a business, entrepreneurs must consider countless issues; how should the business be structured? Where should it be located? Who should be hired? Rarely, however, is the prospect of litigious conflict with clients or colleagues considered and addressed until it is too late Having an experienced business dispute attorney on your side in the face of conflict may, however, significantly reduce your company’s exposure to liability thereby decreasing the probability of dissolution or an unwanted merger. Whether you are just starting your business or are a decades-old member of the corporate market, my firm can provide knowledgeable legal counsel to assist you with the gamut of corporate conflicts that can, and often do, arise on a regular basis.

There are a number of business disputes, both foreseen and unexpected, that give rise to the need for legal counsel. My primary objective in resolving conflict on behalf of my clients is to arrive at a solution benefitting all sides while avoiding the need to engage in costly discovery and an eventual trial. My corporate dispute lawyers are adept at handling the sensitive and fact-intensive negotiations process and will work tirelessly to settle your dispute without judicial intervention. Of course, when the possibility of a negotiated settlement proves impossible or unworkable in light of the facts of the dispute, I will use their knowledge of civil procedure, corporations, and commercial code laws to zealously advocate your position in a court of law.

Corporate disputes can vary from simple breach of contract claims to multi-million dollar allegations of fraud and misconduct. As an experienced business dispute attorney, I routinely handle many of the following areas of commercial disagreement:

  • Contract Disputes: If you are in a disagreement with an employee, customer, or colleague about a provision of a contract, my firm can help negotiate a mutual agreement to benefit both sides. Disputes commonly arise in contracts for the sale and delivery of goods, employment or partnership agreements, insurance policies, non-compete clauses, or commercial leases;

  • Shareholder or Partnership Disputes: Conflict between corporate governance and shareholders is not uncommon. As well, partners often face disagreement over governing policies or corporate direction. I can help resolve shareholder and partnership issues to give your company the opportunity to move forward in a positive direction;

  • Disputes with Other Companies: Litigation often arises when a customer or client is dissatisfied with a company’s product or services, including disputes with suppliers, vendors, or manufacturers. Working with my firm can significantly reduce your exposure to liability and help both parties maintain their corporate relationship and mutual trust;

  • Government Compliance: At one time or another, every company is faced with questions or issues stemming from regulations imposed by a government entity. Whether you have non-complex IRS compliance concerns or are unsure of how SEC regulations affect your company, I can help you understand the statutes and adhere to state and federal corporate rules;

  • Sales, Mergers, or Acquisitions: Corporate restructuring can involve multiple areas of law from government compliance to shareholder liability. If your company is considering a sale, merger, or acquisition, contact me to discuss the proposed transaction and avoid a dispute before one arises.

Contact an Experienced and Reputable Business Dispute Attorney Today

As you navigate the facets of business ownership, my business dispute law firm can work alongside you to help avoid potential conflict or devise a workable solution once conflict occurs. For more information or to arrange for a consultation, contact our office today.

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I didn't know how many mistakes I had made using my brother-in-law but Michael brought me back from the edge. I'm truly grateful and appreciate how dedicated Michael was.

Tomasz A.

The legal counsel I received was invaluable in navigating complex employment law issues. We don't have a human resource department and faced some big obstacles.

Anna M.

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