FAQs
Who typically uses a Series LLC?
The structure is most commonly discussed in the context of real estate investors who hold multiple properties and want to insulate each one from claims related to the others, and entrepreneurs who operate multiple distinct business lines under one umbrella. Whether it is the right structure for a specific situation requires a careful analysis of the goals, the assets involved, and the administrative obligations.
I already signed something I am not sure about. Is it too late?
Not necessarily. Depending on the document and the circumstances, there may be options, renegotiation, amendment, or in some cases legal remedies. The first step is understanding what you signed and what your obligations are. Reach out to discuss your situation.
How do I keep my LLC or corporation in good standing in Florida?
Florida requires all active business entities to file an annual report with the Division of Corporations — known as Sunbiz — by May 1st each year. Entities that miss the deadline face late fees, and entities that fail to file can be administratively dissolved.
Do I need an attorney if I am using a business broker?
You don’t need one, but it is recommended. A business broker helps identify buyers or sellers and facilitates the transaction. An attorney reviews and drafts the legal documents that govern the deal — the letter of intent, the purchase agreement, the closing documents, and any ancillary agreements. These are different and complementary roles.
What is the difference between an asset sale and a stock sale?
In an asset sale, the buyer purchases specific identified assets of the business rather than the entity itself. In a stock or membership interest sale, the buyer acquires ownership of the business entity, including its history and liabilities. Each structure has different implications for both the buyer and the seller, and the right choice depends on the specifics of the deal.
What is a Series LLC?
A Series LLC is a single limited liability company that contains one or more legally distinct units called protected series. Each protected series can hold its own assets, have its own members, and carry its own liabilities — separately from the main LLC and from every other protected series.
I received a contract from a vendor. Do I have to sign it as-is?
No. Vendor contracts are often presented as standard, but many terms are negotiable. Before signing any contract that involves significant financial exposure or a long-term commitment, having an attorney review it is a sound business decision.
Who does this firm typically work with?
The primary clients are small and mid-sized business owners and entrepreneurs in Broward, Miami-Dade, and Palm Beach County. The firm also works with out-of-state attorneys as local counsel for Florida business matters.
What is due diligence and why does it matter?
Due diligence is the process of verifying the condition of a business before you commit to buying it. From a legal standpoint, it involves reviewing contracts, corporate records, liabilities, and other documents to identify anything that could affect the price, the terms, or the decision to proceed. Skipping due diligence is one of the most common — and most expensive — mistakes buyers make.
How does the engagement process work?
Once the scope of work is agreed upon, you will receive an engagement letter outlining the services, fees, and payment terms. Work begins after the engagement letter is signed and payment is received according to its terms.
The answers in this website are for general informational purposes only and do not constitute legal advice. Reading this page does not create an attorney-client relationship. For guidance specific to your situation, please schedule a consultation.
