Business & Commercial Law

Our business organization work includes preparing and filing the documents necessary to establish the new entity, typically a corporation, limited liability company, or nonprofit corporation. We will prepare the bylaws or operating agreement for the new company to include governing provisions suited to the particular business. Our attorneys will advise you regarding the best structure for your business and will work with your tax advisors to determine the appropriate tax treatment and capital structure for your company. Once the company is up and running, we will advise and assist our business client in documenting company meetings, management changes, and shareholder or member actions and approvals. We will help to protect our business clients’ rights and interests by providing advice regarding proprietary rights, employment agreements, and appropriate intercompany agreements with related organizations. If changes are later needed, we can handle the restructuring the business entity through a reorganization or capital restructuring. And when it comes time to close out a business entity, we will provide advice regarding winding down the company’s operations and finances and will handle the legal dissolution of the company.

Future management and ownership succession plans can include transfer restrictions on ownership interests, optional or mandatory buy-out provisions, and tailored director or manager replacement procedures.  Our attorneys are skilled in developing creative strategies for transition upon retirement, disability, or death. Our business succession plans are designed to meet the specific objectives of our business owner or business entity clients in transitioning entity ownership to business partners, key employees, or the next generation.

We routinely represent clients in buying and selling businesses. Our experienced attorneys assist our clients in drafting and negotiating letters of intent, drafting and negotiating the stock or asset purchase agreement, handling legal matters incidental to the business sale or acquisition, and facilitating closing.

Our commercial law and contract work includes representing clients regarding leases, consulting agreements, licensing agreements, supplier and distributor agreements, joint venture agreements, secured transactions, franchise agreements, and other commercial contracts.

Our firm handles a variety of real estate transactions for individuals and businesses, and advises clients  regarding leases, residential or commercial purchase agreements, mortgages, and sales or gifts of real property.

We represent clients on a variety of tax issues affecting businesses and individuals, including income tax, sales and use tax, and the Iowa capital gains tax exclusion.