Business Formations - Business Dissolutions
 
 








Business Transaction Attorneys • Litigation Attorneys


Corporate Attorneys

Mergers and Acquisitions

SCVBusinessFormations.net

 


• Corporations • Limited Liabilty Companies (LLCs)
• Limited Partnerships • Limited Liability Partnerships (LLPs)
• Family Limited Partnerships • General Partnerships
• Professional Corporations • Non-Profit Corporations


The attorneys with Michael T. Chulak & Associates form individually designed business entities for clients while providing essential legal advice. We represent clients throughout California including the following areas:

                    • Santa Clarita
• Newhall • Stevenson Ranch
• Castaic • Saugus
• Valencia • Canyon Country
• Palmdale • Lancaster

Remember, only an attorney licensed in your state can provide legal advice regarding:
  1. The type of entity best suited for your business,

  2. Asset protection strategies,

  3. Estate planning considerations,

  4. Franchise issues,

  5. Employee - independent contractor law,

  6. Piercing the Corporate Veil,

  7. Minority Shareholder Oppression

  8. Copyright - Trademark Infringement

  9. Government Regulations

  10. Documents such as:

• Agency Agreements • Guarantees
• Arbitration Agreements • Indemnification Agreements
• Articles of Incorporation • Independent Contractor Agreements
• Asset Purchase - Sales Agreements • Limited Partnership Agreements
• Buy - Sell Agreements • LLCs
• Bylaws • LLPs
• Commercial Leases • Loan Agreements
• Confidentiality Agreements • Management Agreements
• Construction Contracts • Mediation Agreements
• Consulting Contracts • Operating Agreements
• Corporate Minutes • Partnership Agreements
• Corporate Resolutions • Partnership Resolutions
• Employee Handbooks • Promissory Notes and Deeds of Trust
• Employment Agreements • Settlement Agreements
• Franchise Agreements • Shareholder Agreements
  • Sublease Agreements
   

Unlike non - attorney document preparation services, Michael T. Chulak & Associates will not simply provide you with a fill in the blanks form document and then send you out the door without legal advice. We will provide you with sound legal advice and an individually designed business entity or document that best meets your specific needs.  Good legal advice results in fewer disputes and litigation.  Ask us about Joint Enterprise Liability, Piercing the Corporate Veil and the Alter Ego Doctrine. See our Business Formations Fee Schedule.

Most business owners will agree that the measure of an excellent business-corporate attorney is not his or her ability to make a list of potentially disastrous consequences every time you want to do something. That is not difficult to do. Attorneys are uniquely capable of frightening business owners. Excellent attorneys will listen carefully and will comprehend what you want to accomplish. He or she will then find a way to accomplish your goal legally, effectively and with the minimum amount of risk.

For information on franchises, please visit: What is a Franchise? and Franchise Questions and Answers.

Summary of Employee - IC Factors

Contact us when you can't afford a mistake.





Franchise Your Business

The attorneys with Michael T. Chulak & Associates can provide you with the legal services needed to franchise your business for a fixed legal fee. Payment plans are available and we may accept all or a part of your fee based upon barter. Call us to discuss your plans to develop a franchised business. Please visit: Ten Reasons to Franchise Your Business. Initial consultations are free.



Mergers and Acquisitions

The law firm of Michael T. Chulak & Associates can assist your franchised or non-franchised company successfully complete a merger or acquisition anywhere in Southern California. This may include assisting you in finding the right business to acquire, a suitable merger partner, raising equity and/or debt financing, and providing necessary legal services.

While the terms merger and acquisition are often used synonymously, the terms are not the same.

A merger takes place when two firms agree to combine into a single new company rather than remain separately owned and operated. When an acquisition takes place, one company remains in business while the other ceases to operate as a separate, business. While an acquisition, technically and legally results in the dissolution of the acquired firm, it is common for the management and employees of the acquired firm to become an important part of the firm that made the acquisition.

 

Mergers and Acquisitions

Mergers and acquisitions take place only when both parties believe the value of the combined firms will be worth more than the sum of the two firms operating separately. If value is created as a result of a merger or acquisition, the owners of both firms can profit by the transaction.

Some of the reasons cited for mergers and acquisitions include:

• Often the combined company can reduce its fixed costs by eliminating duplicate costs, operations, and departments. Operating costs as a percentage of gross income can usually be reduced, improving the bottom line.
   
• Often special knowledge and experience of the owners and/or senior managers can be put to greater and more profitable use with a larger business and more employees. This is a form of leverage.
   
• When a company is larger, its cash flow tends to be more stable because the number of transactions taking place during each accounting period usually increases.
   
• Additional locations help the company improve its service to existing clients / customers and attract new ones. Your company also becomes more visible which helps to attract new business. More locations result in geographical diversification which is also beneficial.
   

Mergers and Acquisitions Continued

 

 

Acquire Stock with IRA - 401K Funds










Selecting Corporate Directors

How to Attract Valuable Corporate Board Members

 

Why corporate directors can be valuable.

Corporate directors may have the ability to:

• Refer and help develop new business clients;
   
• Share their special expertise with the board and management;
• Add to the confidence of those that provide credit to the firm;
   
• Provide access to valuable contacts (including politicalcontacts) in the community;
   
• Add to the prestige of the firm because of their reputation, status, and accomplishments;
   
• Provide leadership and solid judgment, thus helping the board to make good decisions; and
   
• Assist in raising capital for expansion or new projects.
   

Why would a person serve as a corporate director?

• Compensation in the form of money, stock, and / or stock options;
   
• The opportunity to serve others by sharing their knowledge, business experience, contacts, and overall expertise;
   
• To increase their contacts for the purpose of increasing their own business; and
   
• Possibly to add to their own prestige, reputation, and status in the business community.
   

What type of person makes a valuable corporate director?

•  Certified Public Accountants;
   
•  Attorneys with business / corporate experience;
   
•  Bankers (Sr. V.P. or above);
   
•  Owners of business publications;
   
•  Successful CEOs;
   
•  Experienced directors of other corporations; and
   
•  Business executives with integrity, excellent judgment, a track record of financial success, no conflicts of interest, leadership skills, and the time required to perform.
   

What type of person makes a valuable corporate director?

•  Directors and Officers Liability Insurance;
   
•  Access to all relevant information so they can make informed decisions; and
   
•  An Indemnification and Hold-Harmless Agreement for all liabilities.
   

Corporate General Counsel Services

Inhouse General Counsel           •          Outside General Counsel

The General Counsel of a corporation or other legal entity is the chief attorney for the firm. The General Counsel may be a full time inhouse officer of the firm, or may be a part-time outside attorney who provides general counsel services including the following:

•  Providing legal advice regarding compliance with all laws affecting the business;
   
•  Negotiating, drafting and / or approving contracts, for use by the company;
   
•  Overseeing all areas of risk management including insurance, indemnification contracts, and settlements of disputes;
   
•  Advising on employment policies and procedures, hiring employees, terminating employment relationships, confidentiality agreements, and non-disclosure agreements;
   
•  Providing advice on how best to protect company assets including intellectual property; and
   
•  Representing the firm in mediations, arbitrations and litigation, or managing these activities for the firm.
   

Our business-corporate attorneys are available to provide part-time outside general counsel services for small and medium sized corporations and other business entities.

 

Business Startup Checklist

Following is a business startup checklist to assist in developing a new business. Not all items listed apply to every business. There may be items you will want to consider that are not listed.

• ADA Compliance (Americans with Disabilities) Act • Insurance - Workers' Compensation
       
• Advertising Plan • Job Descriptions - Written
       
• Advertising Promotional Items • Kitchen Supplies
       
• Agent for Service of Process • License - City or County
       
• Alcoholic Beverage Permit • License - Professional
       
• Bank Account • Line of Credit
       
• Barter - Direct • Mail Announcements
       
• Barter Exchange • Merchants Association
       
• Budget • Name of Business
       
• Building Permit • Neighborhood Watch
       
• Business Credit Card • Non Compete Agreement
       
• Business Directories - Listings • Obtain Federal Tax I.D. Number
       
• Business / Marketing Plan • Obtain Registered Agent
       
• Chamber of Commerce Membership, Open House • Obtain State BOE Resale Permit
       
• Cleaning Service • Office / Retail Lease
       
• Computer Backup System • Office Supplies
       
• Computers, Printers • Order Business Cards, Letterhead, Envelopes, Brochures
       
• Confidentiality Agreement • Payroll Service
       
• Contracts - Standard Forms • Phone Equipment - Purchase or Lease
       
• Copy Machine • Phone Lines
       
• Coupons • Policies and Procedures Manual
       
• Credit Card Merchant Account • Postage Machine
       
• Design Business Cards, Letterhead, Envelopes, Brochure • Press Release
       
• Determine Advisory Board • Professional Associations
       
• Determine Board of Directors • Purchase Inventory
       
• Determine Location of Business • Research - Competitors
       
• Employee Handbook • Safe, Cash Register
       
• Employment Agreement • Scanner
       
• Equipment - Lease • Security Guard - Cash Pickups
       
• Equipment - Purchase • Select Accountant
       
• Establish Prices For Your Products / Services • Select Attorney
       
• Fax Machine • Select Commercial Bank
       
• File Fictitious Business Name Statement (DBA) • Select Form of Business Entity - Form It
       
• Financing • Security Alarm / Monitoring
       
• Fire Department Permits • Set up Accounting System, Billing System
   
• Fixtures - Purchase • Shareholders Agreement (Buy - Sell)
       
• Forms - Approved For Use • Sign Permits
       
• Franchise Compliance Checklist • Signs
       
• Furniture - Purchase or Lease • Small Claims Filing Service
       
• Grand Opening • Start-up Capital
   
• Health Permit • Surveillance Cameras
       
• Hire Employees and / or Independent Contractors • Tenant Leasing Agent
       
• Independent Contractor Agreement • Trademark Registrations
       
• Insurance - Directors and Officers (D&O) • Trade Organizations
       
• Insurance - Health • Train Employees
       
• Insurance - Liability • Website Design and Construction
       
• Insurance - Property • Zoning Limitations
       
       


Ideas to Expand Your Business

Home Business Ideas

Existing Businesses Started During The Great Depression

 

Formation of Commercial Banks, Credit Unions

and other Financial Institutions

If you are planning to form a commercial bank, credit union, or other financial institution, anywhere in Southern California, please call us for a no-cost initial consultation. We can provide legal advice in many relevant areas of the law and may be able to assist you in raising some of the required initial capital and in securing sources of low cost initial deposits. We can also assist you in developing sound underwriting procedures for originating and selling, if desired, all types of real estate loans.

 

Small Business Facts

According to the Small Business Administration (SBA), small businesses in the United States:

• Represent 99.7% of all employer firms,
   
• Employ more than 50% of all private sector employees,
   
• Pay 44% of total U.S. private payroll dollars, and
   
• Have created 64% of all new jobs over the last 15 years.
   
• Our laws are getting more complex than ever before.
   
• 60.9% of businesses have fewer than 5 employees.
   
• 78.6% of businesses have fewer than 10 employees.
   
• 89.3% of businesses have fewer than 20 employees.
   
• 98.2% of businesses have fewer than 100 employees.
   
• 68% of small businesses are taxed as individuals because they are unincorporated.
   


Entrepreneurs Wanted

We are seeking first time entrepreneurs who are serious about starting a new business. We are business - corporate attorneys and can help you get started in developing a successful enterprise. We offer no-cost initial consultations.

Disclaimer

The information presented on this site was prepared for general information purposes only and does not constitute legal advice. It should not be relied upon as a substitute for consulting with a licensed attorney in your state. The law is constantly changing. In addition, the information presented may not be up – to – date or 100% complete. Our attorneys are licensed to practice law in California and seek to represent clients only in California. Sending us an email or other communication does not create an attorney – client relationship. Only signing a retainer agreement will establish an attorney – client relationship. This is an advertisement.



Areas Served:
Los Angeles County:

Acton, Agoura, Agoura Hills, Agua Dulce, Alhambra, Altadena, Arcadia, Arleta, Artesia, Avalon, Azusa, Baldwin Hills, Baldwin Park, Bassett, Bell, Bell Canyon, Bell Gardens, Bellflower, Beverly Hills, Bouquet Canyon, Box Canyon, Burbank, Calabasas, Calabasas Hills, Canoga Park, Canyon Country, Carson, Castaic, Century City, Cerritos, Chatsworth, Claremont, Commerce, Compton, Covina, Cudahy, Crystalaire, Culver City, Del Sur, Diamond Bar, Downey, Duarte, East Los Angeles, East Rancho Dominguez, El Monte, El Segundo, Encino, Firestone Park, Flintridge, Gardena, Glassell, Glassell Park, Glendale, Glendora, Granada Hills, Hacienda Heights, Hawaiian Gardens, Hansen Dam, Hawthorne, Hermosa Beach, Hidden Hills, Highland Park, Hollywood, Huntington Park, Industry, Inglewood, Irwindale, La Canada Flintridge, La Crescenta- Montrose, La Habra Heights, La Mirada, La Puente, La Verne, La Canada, Lake Hughes, Lake Los Angeles, Lake View Terrace, Lakewood, Lancaster, Lawndale, Leimert Park, Lennox, Leona Valley, Lincoln Heights, Littlerock, Lomita, Long Beach, Los Angeles, Lynwood, Malibu, Manhattan Beach, Marina Del Rey, Maywood, Mission Hills, Monrovia, Monte Nido, Montebello, Monterey Park, Mount Baldy, Mount Wilson, Newhall, North El Monte, North Hills, North Hollywood, Northridge, Norwalk, Pacoima, Palisades, Palmdale, Paramount, Pearblossom, Pico Rivera, Pomona, Quartz Hill, Rancho Dominguez, Rancho Palos Verdes, Rancho Park, Redondo Beach, Reseda, Ritter Ranch, Rolling Hills, Rolling Hills Estates, Rosemead, San Dimas, San Fernando, San Gabriel, San Marino, San Pedro, Santa Clarita, Santa Fe Springs, Santa Monica, Saratoga Hills, Saugus, Sherman Oaks, Sierra Madre, Signal Hill, South El Monte, South Gate, South Pasadena, Stevenson Ranch, Studio City, Sun Valley, Sun Village, Tarzana, Temple City, Toluca Lake, Topanga, Torrance, Tujunga, Universal City, Val Verde, Valencia, Valley Village, Van Nuys, Venice, Vernon, Walnut, Walnut Park, West Covina, West Hills, West Hollywood, West Los Angeles, West Toluca Lake, Westchester, Whittier, Wilmington, Windsor Hills, Winnetka, Woodland Hills.

Ventura County:

Camarillo, Channel Islands, Faria Beach, Fillmore, Moorpark, Newbury Park, Oak Park, Oak View, Ojai, Oxnard, Port Hueneme, Santa Paula, Saticoy, Somis, Simi Valley, Thousand Oaks, Ventura (San Buenaventura), Westlake Village.

Orange County:

Aliso Viejo, Anaheim, Balboa Island, Brea, Buena Park, Corona Island, Costa Mesa, Cypress, Dana Point, Foothill Ranch, Fountain Valley, Fullerton, Garden Grove, Huntington Beach, Irvine, La Habra, La Palma, Ladera Ranch, Laguna Beach, Laguna Hills, Laguna Niguel, Laguna Woods, Lake Forrest, Los Alamitos, Mission Viejo, Newport Beach, Newport Coast, Orange, Placentia, Rossmoor, San Clemente, San Juan Capistrano, Santa Ana, Santa Ana Heights, Seal Beach, Stanton, Tustin, Tustin Foothills, Villa Park, Westminster, Yorba Linda.

San Bernardino County:

Adelanto, Apple Valley, Barstow, Big Bear, Big Bear City, Chino, Chino Hills, Colton, Crestline, Fontana, Grand Terrace, Hesperia, Highland, Joshua Tree, Lake Arrowhead, Landers, Loma Linda, Montclair, Morongo Valley, Needles, Ontario, Rancho Cucamonga, Redlands, Rialto, Running Springs, San Bernardino, Twentynine Palms, Upland, Victorville, Yucaipa, Yucca Valley.

Riverside County:

Anza, Banning, Beaumont, Bermuda Dunes, Blythe, Cabazon, Calimesa, Canyon Lake, Cathedral City, Cherry Valley, Coachella, Corona, Desert Hot Springs, East Blythe, East Hemet, El Cerrito, Glen Avon, Hemet, Highgrove, Home Gardens, Homeland, Idyllwild-Pine Cove, Indian Wells, Indio, La Quinta, Lake Elsinore, Lakeland Village, Lakeview, Mecca, Mira Loma, Moreno Valley, Murrieta, Murrieta Hot Springs, Norco, Nuevo, Palm Desert, Palm Springs, Pedley, Perris, Quail Valley, Rancho Mirage, Riverside, Rubidoux, San Jacinto, Sun City, Sunnyslope, Temecula, Thousand Palms, Valle Vista, Wildomar, Winchester, Woodcrest.

Santa Barbara County:

Ballard, Buellton, Carpinteria, Gaviota, Goleta, Guadalupe, Hollister Ranch, Hope Ranch, Isla Vista, Lompoc, Los Alamos, Los Olivos, Mission Canyon, Mission Hills, Montecito, Orcutt, Santa Barbara, Santa Maria, Santa Ynez, Solvang, Summerland, Toro Canyon.

San Luis Obispo County:

Arroyo Grande, Atascadero, Avila Beach, Baywood-Los Osos, Cambria, Cayucos, Grover Beach, Lake Nacimiento, Los Osos, Morro Bay, Nipomo, Oceano, Paso Robles, Pismo Beach, San Luis Obispo, San Miguel, San Simeon, Santa Margarita, Templeton .

California, Christian Attorneys, Christian Lawyers






Corona, Desert Hot Springs, East Blythe, East Hemet, El Cerrito, Glen Avon, Hemet, Highgrove, Home Gardens, Homeland, Idyllwild-Pine Cove, Indian Wells, Indio, La Quinta, Lake Elsinore, Lakeland Village, Lakeview, Mecca, Mira Loma, Moreno Valley, Murrieta, Murrieta Hot Springs, Norco, Nuevo, Palm Desert, Palm Springs, Pedley, Perris, Quail Valley, Rancho Mirage, Riverside, Rubidoux, San Jacinto, Sun City, Sunnyslope, Temecula, Thousand Palms, Valle Vista, Wildomar, Winchester, Woodcrest.

Santa Barbara County:

Ballard, Buellton, Carpinteria, Gaviota, Goleta, Guadalupe, Hollister Ranch, Hope Ranch, Isla Vista, Lompoc, Los Alamos, Los Olivos, Mission Canyon, Mission Hills, Montecito, Orcutt, Santa Barbara, Santa Maria, Santa Ynez, Solvang, Summerland, Toro Canyon.

San Luis Obispo County:

Arroyo Grande, Atascadero, Avila Beach, Baywood-Los Osos, Cambria, Cayucos, Grover Beach, Lake Nacimiento, Los Osos, Morro Bay, Nipomo, Oceano, Paso Robles, Pismo Beach, San Luis Obispo, San Miguel, San Simeon, Santa Margarita, Templeton .

California, Christian Attorneys, Christian Lawyers