- Corporate LawDue diligence is looking at a business from as many angles as posible to investigate the business’ true value. This includes reviewing all financial records plus anything else deemed material to the sale. At a minimum due diligence should include investigating the company’s operating procedures, historical financial results, financial projections, corporate formation and ownership, employee relations and active agreements. Due diligence is a way of preventing unnecessary harm to either party involved in buying or selling a business. Invest in due diligence now to avoid disaster later.
- Limited Liability CompaniesLimited Liability Companies are the most popular way to start a business in Utah. Thanks to their ease and flexibility, Utah LLCs allow business owners to have greater protection from personal liability and take advantage of better tax rates.
- Intellectual Property
- Employment ContractYou may need Employment Contracts for Executives and Offer Letters for managers specifically explaining that no employment contract is being offered. Utah is an “at-will” employment state and generally employees may be fired at any time for any reason, except if an employment agreement exists (directly or indirectly), the termination is in violation of public policy, or prohibited by statute. Properly determining and defining exempt and non-exempt employees also becomes important to avoid fines and penalties associated with requiring a non-exempt employee to work more than 40 hours a week thinking he or she is an exempt employee. Paying time and a half to an exempt, disgruntled employee after she worked an extra 10 hours a week for a year on top of a fine from the state adds up.
- Non-compete AgreementAs you work with consultants who help you get your business launched you need to do what you can to protect your concepts, ideas and intellectual property. Require consulting agreements, non-compete (non-competition) and non-disclosure agreements and invention assignment agreements from consultants and employees who help you. You don’t want to pay for your consultant’s education only to have them leave and openly compete with you after they help you launch your concept. To be effective, non-compete agreement are required to protect a legitimate business interest, be supported by some form of payment and be reasonable in scope, geography and time. Some states further restrict non-competition agreements and your agreement in one state may not protect you in another.