BITCOIN – Demystified (a bit)

Bitcoins have been around since 2008. But headlines were made when a single Bitcoin traded for more than $19,300 this past December. As recently as three years ago, the price was $130. The value of Bitcoins in circulation is now more than $250 billion though that number may have plunged or soared by the time you read this. Though the stock market run-up in the first weeks of the New Year has briefly eclipsed Read More

Lost in Interpretation: Why Understanding What You’re Reading Matters

Earlier this year, it was discussed how correctly written contracts can minimize the risk of litigation. Continuing with contract drafting lessons from the Fifth Circuit Court of Appeals, we have another example of how poor drafting can result in the need and expense of a courtroom interpretation. (See also our blog article from June by clicking here). The concept of a contract is to make sure that all parties Read More

The Selling Price Curve

All negotiations concerning the sale price of a business should be expected to travel on what I call the “Selling Price Curve.” On the upslope on the Discovery & Disclosure side, your potential sales price advances up the Selling Price Curve as you try to create the largest value for your business in the mind of your buyer. You paint the prettiest, rosiest, most beautiful, while still accurate, picture you Read More

Words Matter: Poor Drafting Can Prevent A Claim of Breach of Contract.

The point of a contract is to establish the duties and obligations, and the rights and responsibilities between the parties to the contract. Written carefully and correctly contracts can minimize the risk of litigation.  When someone breaks their promise, you want the ability to enforce the deal that was made. Properly drafted contacts give you the means to enforce your bargain. The case of Jacked Up, LLC v. Read More

Recipe For A Successful Business Contract

Contracts are a critical part of running a successful business in Texas, or anywhere. Contracts are involved in all aspects of conducting business and you can hardly make it through the work day without encountering some sort of contract. Some of the more commonly used types of contracts in business include: Sales Contracts with Clients and Customers (people who you sell to) Vendor and Supplier Contracts Read More

Earn-Outs: Narrowing The Value Gap Between Buyers And Sellers

  When the buyer and seller are far apart on the valuation of the business, negotiations will not be easy. Price expectations can be narrowed when both sides agree on an earn-out provision in the acquisition contract. An earn-out is a complicated legal concept that, when crafted by a business attorney well experienced in representing buyers and sellers, helps close the value gap and bring a buyer and seller Read More

Suggested New Year’s Resolutions for Small Businesses and Entrepreneurs

Here’s a quick checklist of some items to consider as you go forward into 2017.  Discuss these with your team of inside and outside advisors. Entity Issue Clean-up. Type of Entity: Do you need to form a formal company? (Think entity types like corporation, partnership, LLC) Is your current entity the right one and will it be taxed in the best way?  Do you need a new entity for a new business line or Read More

Use Your CPA To Increase Your Business Value

Selling your business is a complex undertaking that requires many skill sets to maximize the amount you walk away with at closing. This is not a “do-it-yourself” project. The stakes are too high and it’s unlikely that you are the best person to do all the things that need to be done. The best advice is to put together a team. And the first person you draft should be an experienced and trusted CPA. The right CPA is Read More

Never Put Real Estate in an S Corporation*

*Without first talking to a Tax Attorney or Tax Accountant Absolutes.  Lawyer are trained to never say “Never” and never say “Always”.  Because there is always an exception and there is never a situation where an exception doesn’t exist.  We get paid to find those exceptions. But the title of this post gives one such absolute:  Never Put Real Estate in an S Corporation Without First Talking to a Tax Attorney or Read More

Make Sure Your Trade Secrets Don’t Disappear!

Certain information can provide your business with an economic advantage over your competitors, especially when you know the information and your competitors do not. Since no one else knows this information, it is a secret that only your business can exploit. Confidential information that provides an economic advantage to those who know it is referred to as a trade secret. It is important for businesses to keep their Read More