Buying Business in Florida


Buying business in Florida - Miami transactions and commercial lawyer Oleg OttenFlorida Business Attorney

Otten Law Firm focuses on helping small business owners and their families succeed. Florida Business Attorney Oleg Otten will help you with buying business in Florida or starting a brand new business, as well as growing your existing business by buying off your competitors. Experienced business lawyer will assist when you decide to sell your business to move onto better things or simply retire. Small business owners work hard to achieve success. From time to time, you need practical legal advice at reasonable prices to avoid being taken advantage of. Florida Business Attorney Oleg Otten is here to advise and counsel you in your daily business decisions.

Buying Business in Florida

Florida business attorney works hard to get the best value for your business, when you are selling it, or to have your dollars go further, when you are buying business in Florida. In any such transaction, you need careful legal review and analysis of the company and the interests involved. Otten Law Firm’s Florida business attorney will review and draft all the paperwork necessary for a successful transaction. Transactions attorney Oleg Otten will analyze the deal from the point of view of membership interests, shareholders’ rights, obligations under lease agreements and other contracts, and other risks to make sure you get the best deal whenever you are buying a business in Florida. Never agree to have a common attorney between you and the seller. Such “neutral” attorney is not there to look out for your interests. A common attorney may either not care about your interests or be biased towards the seller. Florida business attorney Oleg Otten will represent only one side in any transaction. He will protect your interests and ensure that the documents you sign do not contain any small-font traps.

What is the process of buying business in Florida?

Florida business attorney will advise and represent you at all stages of buying business in Florida:

Initial Stage: Attorney will draft or review and negotiate Asset Purchase Agreement (in some cases, Stock Purchase or Membership Interest Purchase Agreement). The Agreement will cover all terms of sale, including indemnification clause, covenant not-to-compete, and multiple schedules to the agreement. At this stage, the buyer usually pays a deposit into an escrow. The buyer may cancel the transaction and get the deposit back before the next stage concludes.

Due Diligence Stage: Attorney will help the buyer analyze the business by reviewing all legal data necessary to value the deal correctly. In cooperation with a CPA, Florida business attorney will help you determine the value and liabilities of the business you are buying. Also, at this stage, the buyer usually signs an Assignment of Lease Agreement. Seller must obtain landlord’s signature on the Assignment, after which both the seller and the buyer sign the Assignment as well.

Closing Stage: Attorney will work with you to prepare, explain, and negotiate various important documents to successfully close the deal:

  • Bill of Sale and General Assignment
  • Final Inventory
  • Buyer’s and Seller’s Closing Statement
  • Buyer’s and Seller’s Corporate Resolutions regarding the sale
  • Seller’s Affidavit – seller swearing there are no liens or obligations besides the disclosed ones
  • Promissory Note, including the Amortization Schedule listing all future payments (needed when the buyer is not paying the full price directly but is borrowing from the seller)
  • Security Agreement (if the lender wants to have security interest over the business)
  • UCC filing for the security (if the lender wants to have security interest over the business)
  • Stock Certificates – seller should endorse the company’s stock certificates to the buyer
  • Corporate Books – if the buyer is buying the whole company, seller must transfer the corporate books of the company to the buyer
  • Assets Allocation Agreement (optional – for tax purposes)
  • Closing Agreement

Email Florida Business Attorney directly: info@ottenlawfirm.com

To schedule a consultation, please visit Legal Consultation page

Business negotiations to buy business in Florida - Miami Business Lawyer Oleg Otten

As you can see, buying business in Florida is a complicated process that involves lots of details. In long term, you would reduce risk and save money by having Florida business lawyer draft or review various agreements, obtain state and local licenses, and secure intellectual property rights. Moreover, a well-drafted Operating Agreement or corporate By-Laws can prevent years of litigation and enormous losses. You cannot afford to buy or sell a business in Florida without assistance of a Florida business lawyer.

Can I get a green card by buying business in Florida?

Besides helping clients buy or sell businesses in Florida, Otten Law Firm handles business immigration law. Often, an investor who is buying business in Florida wants to obtain a visa and a green card as an investor or manager. Experienced immigration attorney at Otten Law Firm will help an immigrant business person to get a temporary visa, such as L-1 visa for managers and executives. We would also help with obtaining visas for the client’s family, and, later, permanent residence in the US.

Buying business in Florida is just the beginning!

If the business you are buying or starting is your first business in the US, you may soon realize that running a business in America requires a lot of legal advice and help. Florida business attorney will help you draft and negotiate contracts with vendors and customers; draft employment and confidentiality agreements; create employees’ handbook for your company; and resolve legal disputes.

Buying business in Florida - Florida Business Attorney Oleg Otten

Contact your Florida Business Attorney today!

When you need assistance of a business and corporate attorney in Florida, send us a quick email at info@ottenlawfirm.com or call us at (305) 771-0181. You can also schedule a consultation by following the guidelines at our Legal Consultation page. We are looking forward to helping you with buying business in Florida and achieving the American Dream of financial independence and freedom!

Florida Business Attorney Oleg Otten