Trusted Corporate And Commercial Law Guidance In New York City

For over a decade, Cea Legal P.C. has been a trusted legal partner, empowering businesses across New York City and beyond with comprehensive and personalized legal solutions. Our dedicated Manhattan-based team specializes in corporate and commercial law, meticulously tailoring strategies to not only meet but also exceed your specific business goals. Our commitment to building long-term client relationships ensures your complete trust and confidence at every step of your legal journey.

How We Can Help Your Business

Contracts: Our seasoned attorneys go beyond the basics, offering expertise in crafting, reviewing and negotiating a wide spectrum of customized agreements. From nondisclosure agreements (NDAs), service agreements and independent contractor agreements to licensing agreements, distribution agreements, supply chain agreements, website/mobile app terms of use and privacy policies, we cover the full spectrum of commercial contracts to safeguard your interests in every transaction.

Business formation and governance: Navigating the intricacies of business structures, our comprehensive services extend from initial entity formation (corporations, limited liability companies, partnerships) to the meticulous drafting and negotiation of internal organizational documents such as shareholder agreements, operating agreements and guidance on navigating practices’ breakups and dissolutions. We also specialize in buy-sell agreements and joint venture agreements, as well as providing expert advice on angel investors and seed investment agreements.

Due diligence: Our team excels at conducting in-depth due diligence, delving into financial records, legal risks and market landscapes. This comprehensive pre-transaction analysis ensures you are well-informed, protecting your future from hidden pitfalls and facilitating sound decision-making.

Sale and purchase or restructuring of a business: In the realm of mergers and acquisitions (M&A), our seasoned team ensures seamless and advantageous deals with expertise in asset purchase agreements and M&A transactions. Whether you are buying or selling, we provide strategic legal counsel to optimize outcomes.

Finance: Beyond traditional legal services, we specialize in structuring and negotiating various financial instruments crucial for your business growth. Our expertise covers loans, security agreements, lines of credit, convertible note agreements, simple agreements for future equity (SAFE), stock option agreements and other financial tools to fuel your expansion.

Venture capital funding: Our role extends beyond legal facilitation; we actively contribute to your success by facilitating strategic negotiations and offering tailored legal solutions. We empower clients by securing funding, managing risks and driving sustainable growth in partnerships between startups and investors with precise drafting of documentation.

International business transactions: For businesses with global ambitions, our team offers expertise in international transactions. We navigate the complexities of cross-border deals, ensuring compliance with international laws and treaties. Our proficiency extends to advising on global market entry strategies, joint ventures and international dispute resolution.

Environmental and sustainability compliance: Acknowledging the growing importance of sustainability, our legal services extend to environmental compliance and sustainable business practices. We advise on regulations, risk assessments and the integration of sustainable practices into your corporate strategy.

Technology and data privacy: As technology continues to shape the corporate landscape, our legal team stays ahead of the curve. We provide counsel on data privacy compliance, technology transactions and cybersecurity measures to protect your business in the digital age.

Employment matters: Protecting your business interests, we provide strategic support in employment matters. Our services include the creation of employment agreements, policies and compliance procedures, and covering employment agreements, noncompete agreements, nonsolicitation agreements, confidentiality agreements, employee handbooks and severance agreements.

Why Choose Us?

Personalized approach: At Cea Legal P.C., we understand that every business is unique. We prioritize your distinct needs and vision, consistently exceeding expectations with our tailored legal solutions.

Experienced team: Our Manhattan-based attorneys bring not only extensive expertise but also a proven track record of success to every case. You can trust our team to deliver the highest quality of legal representation for your corporate and commercial needs.

Unwavering dedication: We go the extra mile in our commitment to fostering long-term partnerships built on trust and unwavering dedication. Your success is our priority, and we work tirelessly to ensure it.

How Can Diversifying Legal Entities Help Secure A Business’ Security?

It can be critical to have an LLC or corporation for each of your companies. Even when they have businesses that conduct the same activities, skilled entrepreneurs open different entities to isolate potential liabilities. This way, creditors of one business cannot reach the assets of other companies. Extra fees are minimal compared to the potential cost savings of avoiding litigation. This approach can help protect your assets and peace of mind.

What Are The Benefits Of Hiring A Business Attorney Experienced In Helping New Restaurants Open In NYC?

When starting a restaurant, you may think you can do everything on your own. However, this can become very expensive because you may make mistakes. In all the excitement that comes with starting a restaurant, it can be easy to forget key legal matters, such as setting up a strong operating agreement. Having a lawyer take care of these “boring” topics could help save you time and money, and preserve your interests.

How Can Businesses Avoid Piercing The Corporate Veil?

Piercing the corporate veil is when a court holds you liable for your company’s debts. Depending on the circumstances, this could cost you millions. You can protect yourself and your business by avoiding these five actions:

• Commingling funds: Always keep business and personal finances separate.
• Neglecting legal boundaries: Always make sure that your business complies with all legal requirements and regulations.
• Failing to follow corporate formalities: Make sure to hold meetings, maintain minutes and follow the required corporate procedures.
• Committing misrepresentation or fraud: Honesty is the best policy. Misleading clients, investors or partners can lead to devastating legal consequences.
• Personal use of corporate assets: Don’t use company assets for your personal benefit.

What Are Some Business Terms Entrepreneurs Should Be Aware Of That May Come Up In Business Discussions?

Proof of concept: This means proving that the business idea is workable. Entrepreneurs need to provide solid evidence that their ideas can succeed.

Due diligence: This is the process of verifying details before making a business decision. It involves investigating the relevant legal and financial facts to understand the risks and benefits.

Valuation: This is the process of determining the worth of a company or an asset.

How Do You Overcome Restrictive Covenants, Such As Noncompete And Nonsolicitation Clauses?

Noncompete and nonsolicitation provisions will be hardly enforced in court unless narrowly tailored, meaning that the restrictions imposed should be reasonable in duration, geographic scope and substance, and necessary to serve the legitimate interests of the other party.

What Options Do Businesses Have For Protecting Their Trade Secrets When An Employee Leaves For Another Company?

The Federal Trade Commission recently issued a new rule banning the use of noncompete agreements to prevent employees from joining competitors. This rule would largely eliminate the use of such agreements, leading to big changes in the business world. These agreements have been disfavored by the courts for a long time. Companies, therefore, take big risks when they rely on such agreements to protect their interests.

An alternative approach is to expand the confidentiality clause in your employment agreements. This could help ensure that if an employee leaves your company for a competitor, they are legally bound not to disclose your company secrets. If they do reveal confidential information, you would likely have grounds to sue them. This strategy could help protect your business in a way that aligns with the current legal landscape.

How Can Business Owners Stay Hidden From Public Records?

When you are seeking to keep your identity as anonymous as possible, there is something very important to know. Some states, like Delaware and New York, do not make the names of the people behind a company visible. Meanwhile, other states, like Florida, do. You may need to keep this in mind when choosing where to legally establish your business, as this can provide a route for staying hidden from public records.

How Can You Determine If A Business You Have Invested In Is Using Your Money Wisely?

One way to help ensure wise use of your money is by using vesting schedules. Such schedules tie the founders’ equity to preestablished time and performance goals. If these aren’t met, such equity won’t vest; thus, your investment stays in your control. This can protect your investment and ensure proper commitment from the founders.

What Are The Benefits For A Business In Securing Silent Investors?

When founding a startup, a key strategy for growth is seeking funds from silent investors. Such funding could help fuel startup success. Crafting agreements with such investors wisely can help put all parties involved in a strong position to thrive together.

In such agreements, it is important to be clear on voting rights. Silent investors should not interfere in day-to-day operations. However, you will want to make sure they understand their role. Otherwise, you could end up in court.

Offering generous financial terms in such agreements can help attract silent investors. You could show your commitment to their financial success by granting them preferences on distributions. This demonstrates that you are willing to delay your own profit until they recover their investment. Also, you could offer them an option to sell their stake at a preestablished price when certain goals are achieved.

What Are Some Things Business Startups Should Keep In Mind To Set Their Business Up For Success In NYC?

There are various funding steps that can help a company on the journey from startup to Wall Street, such as:

1. The start: Startups often rely on personal funds, such as family and friends, to get going.
2. The seed: Drawing in money from angel investors and venture capitalists can help fund expansion.
3. Growth: Once you have results to back you up, you could attract even bigger investments from big venture capitalists and private equity firms.
4. The big leagues: Selling shares in an initial public offering publicizes your business on Wall Street.

What Are The Most Common Rights In Connection With Transfers Of The Shares Of A Corporation Or The Membership Interest Units Of A Limited Liability Company?

Right of first refusal: The right of a current shareholder or a member to match the offer made by a third party to purchase another shareholder’s shares or member’s units.

Right of first offer: The right of a current shareholder or a member to purchase new shares or units before the company can offer them to a third party.

Drag-along rights: The right of the majority (whether a simple or a supermajority) of a company to accept an offer from a third party to purchase all the outstanding shares or units of the company and to force the minority to accept the sale on the same terms.

Tag-along rights: The right of the minority of a company to sell its shares or units at the same terms negotiated by the majority for its shares or units.

What Are Buy-Sell Agreements?

Buy-sell agreements are stand-alone agreements or provisions within a shareholder/operating agreement that govern the transfer of shares or membership interests in the event of a partner’s death, disability or adverse act. Buy-sell agreements are devised to offer a smooth transfer mechanism and prevent remaining partners from doing business with unwanted third parties. One of the most significant buy-sell provisions is to allow the company to purchase the shares or membership units of the outgoing or deceased partner pursuant to a preestablished formula.

Why Does An Online Store Need Terms Of Use And Privacy Policy Agreements?

A business should perceive its website terms of use/service as a legal leg to stand on in the event of abuse or litigation. Some of the most important terms include warranty disclaimers and limitations of liability, payment and shipping terms, credit card fees, and return policy. Equally important is a comprehensive privacy policy, which describes how the information collected is stored and shared, how “cookies” are used and compliance practices with GDPR or any other privacy act.

Get The Dependable Support You And Your Business Deserve

Let our experienced and knowledgeable team help you with your unique commercial law needs. Get in touch with us through our contact form to schedule a consultation today.