Starting a Business
A critical part of our practice is helping clients start up their business. To date, Perkins Olson has helped to start and launch over 700 Maine businesses.
We advise the client on the choice of entity (limited liability company, C corporation, S corporation, sole proprietorship, partnership). We then form the company, obtain the employer identification number (EIN), and prepare the shareholders’ agreement, LLC agreement or other contracts that define the rights and obligations of the owners.
The Perkins Olson team can also assist with raising startup capital.
A successful business needs a clear strategic business plan that can be adapted over time as new challenges and opportunities arise. We often play a key role in helping entrepreneurial clients develop the strategic plan needed for the success of their business.
We have worked with entrepreneurs for over 20 years and we understand the many critical decisions that are required for operating a business successfully. We serve as a vital sounding board, providing advice and support throughout the life cycle of your business.
Acquiring a Business
We represent clients that are seeking to acquire a business. Our involvement often involves strategic advice and a heads up when we see interesting businesses coming onto the marketplace.
In all acquisition matters, Perkins Olson participate in the due diligence phase, including determining if there are any undisclosed tax liabilities, claims, or contractual liabilities.
During the formation of the purchase and sale agreement, we draft documents that provide the necessary legal protections for our clients. But we also pride ourselves on our ability to guide negotiations to successful conclusions by identifying solutions that meet the needs of both the seller and the purchaser.
Perkins Olson works with clients on a wide range of business financing activities.
For more established clients, we work on closing commercial loans in an efficient manner.
For clients who need assistance in qualifying for loans, our legal team works with a range of loan assistance programs, including SBA, the Finance Authority of Maine, Coastal Enterprises, and more specialized programs offered by entities such as the Maine Technology Institute.
For clients who have a hard time qualifying for traditional loans, we work on finding private loans.
When a client needs to raise capital from investors, Perkins Olson will help identify investors and to arrive at reasonable terms for the investment.
With the sale of securities (stock, membership interests in a LLC, partnership interests), both State and Federal security laws come into play. So we advise clients on meeting the legal requirements such as adequate disclosure of risks during the investment process.
We also help clients identify a range of creative means of accessing capital, such as local economic development agencies, grants, and angel investors.
Most Perkins Olson clients are medium sized (under 40 employees) or small businesses. These businesses often depend on the skills and commitment of the owner, family members, and key employees. And with many Maine businesses, the business is not easily sold to an outsider.
So we work with our clients to develop succession planning. Succession planning involves identifying an exit plan for the current owner that meets the needs of the owner, the employees, and the next generation of ownership.
We provide several creative approaches to succession planning. For example, Perkins Olson has negotiated and finalized several employment agreements with key employees where the employee is incentivized to grow the company through the employee’s efforts with employee having a contractual right to a share in the growth of the equity of the company. These agreements are often referred to “phantom stock” agreements, as the employee gets a contractual right to the value of stock appreciation rather than stock.
Managing Threats to Your Business
Owning and operating a business is inherently risky and challenging.
Every day, an entrepreneur manages a series of risks, from employee claims, to customer claims, to tax issues, to lender challenges.
We help identify solutions to problems. The Perkins Olson legal team will provide some objectivity and creativity to the owner. If necessary, we will help resolve the problem through negotiation or legal process.
Ultimately we help serve as a source of support and advice for more proactive approaches to managing risk. This may involve making sure you have appropriate legal agreements in place, such as employee non-compete and confidentiality agreements, and carefully written contracts with the critical participants in your business, such as customers and lenders.