From forming a legal entity to negotiating contracts with vendors and customers, all aspects of running a business have legal implications. In order to protect your business – and yourself – it is important to make sure that you have all of the appropriate documents in place before you run into any legal issues.
10 Basic Legal Documents for Start-Up Businesses in Florida
While each business’s legal needs are different, there are certain types of legal documents that will be necessary for almost any new business. These documents include:
1. Articles of Incorporation or Articles of Organization
In order to form a corporation or limited liability company (LLC) in Florida, you must file articles of incorporation or articles of incorporation with the Florida Department of State’s Division of Corporations. If you choose to form your entity in another state (such as Delaware), you will need to file the appropriate documents with the relevant state authority.
2. Shareholder Agreement, Operating Agreement or Partnership Agreement
All companies should have a governing agreement, which will generally be either a shareholder agreement (for corporations), operating agreement (for LLCs) or partnership agreement. This agreement should establish the owners’ respective rights and responsibilities, and it should include appropriate protections to limit the owners’ personal liability.
3. Bylaws and Minutes
Bylaws address the more-routine aspects of corporate governance, while minutes are used to create a record of corporate meetings and decisions. At a minimum, minutes should be prepared at the time the business is formed and at least once each year thereafter.
4. Business Licenses
Depending on the nature of the business, various business licenses may be required. You can learn more about Florida’s licensing requirements from the Division of Library and Information Services.
5. Vendor and Supplier Contracts
Most vendors and suppliers will have their own “standard” contracts they want your company to accept. These agreements all need to be reviewed carefully; and, if one is not provided, you will need to prepare a contract that incorporates appropriate terms.
6. Customer Contracts
You will most likely want to have a “standard” agreement of your own to use with your clients or customers. This agreement should be custom-tailored to your company’s product or service and include appropriate terms that are enforceable under Florida law.
7. Employment Contracts and Policies
Your company’s employees and independent contractors should be subject to adequate confidentiality, non-solicitation, and non-competition covenants. Other terms may be necessary as well, and your company should have well-documented employment policies that prohibit discrimination, harassment and other unlawful practices.
If your company will lease office, retail or warehouse space; equipment; or vehicles, you will need to ensure that the lease terms adequately reflect your business’s needs.
10. Insurance Policies
Purchasing adequate insurance coverage is critical to mitigating your company’s liability in the event of a lawsuit. The coverage types and limits you need will depend upon the nature of the business and the specific risks your company’s operations entail.
Speak With a Fort Lauderdale Business Lawyer Now
Our Fort Lauderdale law firm represents new and existing businesses in transactional matters and litigation. If you are starting a business in Florida and would like to discuss your needs with an attorney, you can call 954-767-6333 or contact us online for a confidential consultation.