Navigating the Legal Landscape – A Guide to Business Law
The legal system is complex and continually changing. To effectively navigate it, individuals need a comprehensive understanding of critical legal issues. This can be achieved through seeking professional guidance, staying informed, and adopting a proactive approach.
Business Structure
A company’s legal structure influences everything from day-to-day operations to taxes and how much of a business owner’s assets are at risk. You are choosing a structure that best aligns with the needs of your business.
Texas has four common business structures: sole proprietorships, partnerships, limited liability companies (LLCs), and corporations. In addition, some businesses are designed to qualify for special tax status, such as S and C corporations or nonprofits, which can affect ownership rules, liability, and filing requirements.
In 2015, the state legislature passed legislation creating a new court system to hear complex commercial disputes. The new business courts are expected to bring greater efficiency and consistency to resolving business litigation. The broader business community will closely watch how these courts handle the first cases they hear. Creating these specialized courts makes Texas more appealing to international companies seeking to resolve their disputes in the state.
Contracts
Whether starting a sole proprietorship or a multi-million dollar corporation, contracts are essential to running your business. While verbal agreements may work, getting everything in writing is generally a good idea. The reason is that written contracts are more accessible to enforce than oral ones.
In addition, the business court system will likely mean more disputes involving companies will be resolved in that forum. That could lead to more businesses choosing to incorporate and operate in Texas.
Business lawyers must understand minority shareholder rights and the legal remedies under Texas business law arising from oppressive conduct by controlling shareholders of closely held corporations.
Licensing
In many cities and counties, businesses are required to obtain a state or local business license. In some cases, the license may also be required by federal agencies. The requirements vary by agency and are usually based on the activity, such as selling alcoholic beverages or having coin-operated amusement machines.
The new business court passed during the recent legislative session will help ensure that complex commercial disputes are handled efficiently and predictably. The governor will appoint the TBC judges, who must have at least ten years of experience in complex civil litigation or business transaction law and have served as a judge in a district court with civil jurisdiction.
The court’s establishment will likely lead to more businesses choosing to incorporate in Texas and will probably result in more lawsuits. Additionally, some companies will likely include mandatory venue clauses that require all commercial disputes to be filed in the TBC.
Employment Law
As an employer, you must ensure your business operates within applicable laws. This includes following regulatory guidelines and fostering a workplace environment that promotes diversity, inclusivity, and fairness.
Employment law encompasses various employee rights, pay, and health benefits regulations. The legal landscape of employment law is constantly changing and requires extensive knowledge of federal and Texas-specific laws.
Texas is an at-will employment state, which means that unless there is a written employment contract, you can fire employees for any reason or no reason. However, you cannot terminate an employee for illegal reasons, such as discrimination or retaliation, or violate specific public policies like workers’ compensation or family and medical leave laws. Additionally, you must adhere to regulations regarding sex, religion, and age discrimination. Keeping up with changes to these laws is challenging, but working closely with knowledgeable legal counsel can help you stay compliant.
Intellectual Property
Intellectual property is a legal term that refers to the monetizable products of the human mind. These include inventions, designs, symbols, words and phrases, and other works of art.
It is common for disputes to arise when intellectual property rights are infringed. The alleged infringer may be an individual or a business. These disputes involve patent, trademark, copyright, and trade secret issues.
It takes an experienced attorney to help businesses navigate this minefield. This is because the concepts under the intellectual property umbrella work together differently from traditional property law. For example, a trademark can be more substantial than a copyright because it manifests through use and can be fortified by registration. These overlapping and intertwining concepts can confuse those unfanned to become more concerned with intellectual property law. To avoid these pitfalls, businesses should seek the counsel of experienced intellectual property attorneys.
Tax Law
The complexity of business laws and regulations requires expert legal counsel. Understanding your obligations and navigating compliance can help you ensure your company’s success and longevity.
For example, many disputes arising out of corporate governance can only be litigated by using derivative claims that protect minority shareholders from wrongful conduct committed by directors and officers of the corporation. Moreover, a minority shareholder may also rely on state law to sue for breach of fiduciary duties in the case of an oppressive corporation.
It is also essential to understand how taxes your business.