A boutique law firm
Buy and Sell Agreements
Thrift McLemore counsels businesses in all matters related to their formation, ongoing operations and dissolution as needed. Through our expansive experience we recognizes that many start-ups and small to mid-size business owners are not prepared for the eventuality of one or more owners or shareholders choosing, or being forced, to leave the company. A buy-sell agreement provides protections in the event of the retirement, death or disability of a co-owner, a divestment of a shareholder of their interest in the business or the dissolution of the company by detailing the plan to divide its assets. This agreement also provides protection of company assets and ownership interests in the event that one partner experiences a divorce.
Our skilled attorneys have assisted many Atlanta-area businesses, including those in Alpharetta and Marietta, to work with business owners to prepare and execute buy-sell agreements. An effective agreement should contain a business valuation provision to determine how the value of the company and its assets will be determined. There are many formulaic systems that business owners want to include in the agreement but, from our experience, these do not always reflect the full value of the business. Due to this issue, we might recommend that the valuation provision state that a business valuation expert is hired to establish the worth of the company. Other key provisions include financing terms if one partner is required to buy out the other’s share in the business and one that specifically addresses who may buy into the company when a partner leaves.
There are other factors to be considered in conjunction with the buy-sell agreement. Our attorneys work with you to determine if additional resources should be in place, such as life insurance policies for the partners with the business or the other partner listed as the beneficiary. They will also discuss the tax implications of the various types of asset or stock purchase options.
In addition, Thrift McLemore recognizes that a buy-sell agreement made when the company was formed may not meet the needs of the owners as it grows. Therefore the buy-sell agreement should be reviewed on a regular basis to assure that it is appropriate to the current leadership structure and stakeholders of the business.
Our aim is to help our clients protect business assets and avoid costly lawsuits when an owner or shareholder, dies, retires or otherwise leaves the company, or becomes divorced. The buy-sell agreement assures that assets and/or ownership is distributed as agreed upon by the owners to assure that operation can continue without disruption. While you can’t anticipate every eventuality, you can be prepared for those that could occur, and our attorneys will draft a buy-sell agreement that addresses these issues.
In addition to providing legal expertise in the drafting, execution, and review of buy-sell agreements, we also serve our clients by providing expert counsel regarding:
- Sale of a Business
- Commercial Leases
- Asset Purchases
- Contract Drafting
- Mergers and Acquisitions
- Business Entity Formation
- Business Negotiations
- Employment Agreements
- Shareholder Agreements
- Copyrighting and Trademarking
- Promissory Notes
- Outside In-House Counsel Services
- Power of Attorney
- Sweepstakes and Contests