Myers & Frayne Co., LPA, established in1992 by Jacob A. Myers and Anne M. Frayne, has grown to accommodate their increasing client base and the continuing demand for innovative as well as traditional answers. in an ever-changing business world.

The firms’ practice areas include:

BUSINESS ENTITIES

• Business/Company Formations
• Business Mergers
• Buy/Sell Agreements
• Business Disputes
• Succession Planning

BUSINESS LAW

• Acquisitions/Sales
• Management Agreements
• Employment Agreements
• Non-Compete Agreements
• Hybrid Transactions
• Non Finance Agreements
• Confidentiality Agreements

LITIGATION

• Trials
• Mediations
• Arbitrations
• Appeals
• Creditor Representation

COMMERCIAL LAW

• Contracts
• Equipment Leasing

Business Entities

1. Formation of business entities, corporations, limited liability companies, partnerships, limited partnerships, limited liability partnerships, joint ventures, business trusts, real estate trusts.
   
   
2. Mergers, consolidations, recapitalizations, reorganizations, acquisitions, divestitures, and dissolutions of the foregoing entities.
   
   
3. Buy-sell agreements, shareholders' agreements, close corporation agreements, voting trust agreements, partnership agreements, limited partnership agreements, joint venture agreements, business trust agreements, operating agreements, redemption agreements.
   
   
4. Resolving and litigating disputes between and among shareholders, partners, owners, co-venturer, and trustees and beneficiaries.
   
   
5. Private placements, equity infusions, stock options, phantom stock options, warrants, preferred shares, convertible shares, non-voting shares.
   
   
6. Succession planning including structuring the business entity to provide for control and continuation of operations after death of owner/entrepreneur, despite new owners (whether and/or employees).
   
   
7. Hybrid transactions involving issues relating to business entities and real estate matters.
   
   
8. Corporate governance issues; breach of fiduciary duty by shareholders, partners, owners, management; shareholder derivative suits; minority shareholder actions.

Business Law and Transactions

1. Acquisitions and sales of business entities and/or assets/divisions.
   
   
2. Management agreements, franchise agreements, licensing agreements.
   
   
3. Non-compete agreements, non-piracy agreements, non-disclosure agreements, restrictive covenants.
   
   
4. Transactions involving liquor licenses, certificates of need, check cashing licenses.
   
   
5. Employment agreements, producer agreements, sales representative agreements, consulting agreements, deferred compensation agreements, independent contractor agreements, employee leasing, "rabbi" trusts.
   
   
6. Split dollar insurance agreements.
   
   
7. Business disputes.
   
   
8. Small businesses and family businesses.
   
   
9. Structuring business ventures.

Commercial Law and Transactions

1. Contracts and subcontracts.
   
   
2. Equipment leasing, bailment agreements, use agreements.
   
   
3. Supply agreements, requirements contracts.
   
   
4. Bills of sale; bills of lading.
   
   
5. Loan transactions(represent both lenders and borrowers) including loan agreements, promissory notes, cognovit notes, venture capital agreements, security agreements, convertible notes, mortgages, UCC financing statements, guarantees.

• Obtained a $4,100,000 judgment for fraudulent conveyances to two Dayton businessmen by a Dayton title agency.
  
  
• Obtained large bequests for two churches in a will contest action.
  
  
• Successfully completed two different freeze-out mergers to eliminate hostile minority shareholder.
  
  
• Co-counsel in obtaining a $750,000 wrongful death settlement in one case, and a $400,000 wrongful death settlement in another.
  
  
• Obtained a $595,000 settlement on an errors and omissions policy.