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Frequently Asked Questions of
The Dayton Business Law Firm of Myers & Frayne Co., LPA The following information includes frequently asked business law questions. The answers stated are general in nature and are not intended to apply to every business litigation situation. Each case is different and carries its own set of circumstances that must be taken into consideration by competent legal counsel. By contacting the Dayton business lawyers of Myers & Frayne Co., LPA, you can receive a personal consultation regarding your specific legal claim.
What is business litigation? Business litigation involves business people representing a variety of industries on local, state and federal levels in matters pertaining to such diverse areas as: - Business Torts: including commercial defamation; trade dress, patent or trademark infringement (including Lanham Act suits); interference with contractual or economic relations; breach of fiduciary duty; fraud and misrepresentation; unfair and deceptive trade practices and other conduct or claims that affect the success of a business.
- Class Actions: including securities fraud, commercial and tax issues, and minority shareholder rights.
- Contracts: such as a service contract with a primary vendor, an output contract with a key supplier, a sales contract with an important customer, or any other kind of written or oral agreement.
- Professional Malpractice: accountants, architects, engineers, doctors and lawyers all face the risk of malpractice claims that can jeopardize business, reputation and finances.
- Securities and Antitrust: claims involving securities and investments, claims arising under federal law--for example, Rule 10b-5, the 1933 Act, the 1934 Act--or state securities laws.
- Shareholder and Corporate Governance: shareholder inspection rights, duties of directors and officers, conflicts of interest, derivative actions, business judgment rule defenses, change of control provisions, dissent and appraisal proceedings, involuntary and judicial dissolution, minority shareholder rights and claims, and valuation of closely held corporations.
- Telecommunications: technical and industry-specific issues, including issues arising out of the Telecommunications Act of 1996.
[ Back to Top ] What do business law lawyers do? Business law encompasses rules, statutes, codes and regulations that are established to govern commercial relationships and provide a legal framework within which business law attorneys may help you conduct and manage your business. Business law attorneys help you with every aspect of the highly diverse areas of business law including banking and finance law, business formation and organization, business negotiations, business planning, transactional business law, acquisition, merger, divestiture and sale of businesses, and business litigation, as well as environmental, intellectual property, labor and civil law areas. For more information, please contact the Dayton business lawyers of Myers & Frayne Co., LPA. [ Back to Top ] What are the motives behind mergers and acquisitions? - Economies of scale: This refers to the fact that the combined company can often reduce duplicate departments or operations, lowering the costs of the company relative to theoretically the same revenue stream, thus increasing profit.
- Increased Revenue/Increased Market Share: This motive assumes that the company will be absorbing a major competitor and increasing its power (by capturing increased market share) to set prices.
- Cross Selling: For example, a bank buying a stock broker could then sell its banking products to the stock broker's customers, while the broker can sign up the bank's customers for brokerage accounts. Or, a manufacturer can acquire and sell complementary products.
- Synergy: Better use of complementary resources.
- Taxes: A profitable company can buy a loss maker to use the target's tax write-offs.
- Geographical or other diversification: This is designed to smooth the earnings results of a company, which over the long term smoothes the stock price of a company, giving conservative investors more confidence in investing in the company. However, this does not always deliver value to shareholders.
For more information, please contact the Dayton mergers and acquisitions attorneys of Myers & Frayne Co., LPA. [ Back to Top ] What are some of the most common types of business organizations? The most common types of business organizations include: - Sole Proprietorship - you are the only owner of the business.
- Partnership - which can take the form of a regular partnership, a general partnership, limited partnership or limited liability partnership.
- Corporation - the default form of a corporation is a C Corporation (also known as Subchapter C Corporation). Smaller corporations typically file for the S Corporation (Subchapter S) tax election so they are not double taxed.
- Limited Liability Company (LLC) - a hybrid formation that provides personal liability protection similar to a corporation, with the flexibility and tax advantages of a single proprietorship or partnership.
[ Back to Top ] Should I hire a business law attorney? It's obvious that you should hire a business attorney if you're being investigated for securities fraud by the Securities and Exchange Commission (SEC) or a customer is severely injured by one of your products or on your premises. But, there are a lot of not so obvious reasons to retain a business law attorney. For example, are you planning on forming a corporation or partnership? A business law attorney can avert a lot of legal issues that can arise with forming these types of businesses and he or she can advise you on the best business formation for your needs. A business law attorney can also help research any possible intellectual property issues and issues relating to hiring employees, tax issues and other legal matters that can arise with forming and running a business. If you or someone you know in Dayton, Ohio, or within the surrounding cities and counties of Ohio, needs the assistance or legal counsel of an experienced business lawyer, contact Myers & Frayne Co., LPA, today at 866-294-9362, or complete the contact form provided on this site to begin your free consultation with a Dayton business litigation attorney. [ Back to Top ]
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