Commercial Lawyer Melbourne, FL

Experienced Legal Counsel in Your Community

The dedicated Melbourne, Florida commercial lawyers at Arcadier, Biggie & Wood, PLLC have a great deal of experience representing clients in the various aspects of commercial law, including:

• • Negotiations and litigation to resolve business-critical disputes,
  • Restructuring strategies,
  • Bankruptcy-related concerns
  • Complex transactions

Experienced Legal Counsel in Your Community

We assist clients in all business law issues, acting either in the capacity of efficient general counsel or on matter-by-matter basis, providing clear guidance regarding a variety of matters, including, but not limited to:

• • Transactional Issues: Which can commonly range from simple agreements to complex arrangements involving joint ventures, sales of businesses or others; and can require careful and individualized review, drafting, and negotiation of transactional documents from experienced lawyers. Transactions also often require continued support and updating to reflect the evolving relationship between the parties, this is where having an experienced and trusted Melbourne, FL commercial lawyer on your team can make all the difference
  • Asset-based Lending: Or a business loan secured by collateral (assets). The asset-based loan, or line of credit, is secured by inventory, accounts receivable, equipment, and/or other balance-sheet assets. These agreements can often be complex and require the help of an experienced negotiator to facilitate the best outcome for all parties.
  • Contracts: …and all related issues, including noncompete agreements can also fall under the jurisdiction of a commercial lawyer in Melbourne, FL. Managing partnership contracts, employment contracts and other business related agreements are important to the long term functionality of a company and require the assistance of skilled commercial lawyer.
  • Internal Disputes: Including partnership and shareholder disputes, as well as the selection and enforcement of remedies for any alleged breach of contract.

Commercial Law Infographic

Hiring a Business and Commercial Lawyer

Each industry faces its own unique business and commercial law issues. An attorney with experience from Arcadier, Biggie & Wood, PLLC will be able to give you practical advice and help you find a solution to a variety of legal situations that also takes into consideration the business ethics and industry practices by which your company abides.

All too often, business owners and managers hire an attorney when it is too late for the attorney to protect the company from fall out that could have been avoided. Business owners often try to negotiate sales of goods on their own without known the legal requirements under their state’s version of the UCC. This kind of mistake can lead canceled contracts, lost profits, and even legal penalties if the other parties decide to sue. Instead of trying to navigate the scrupulous legal minefield alone, business owners should consult a commercial lawyer in Melbourne, FL early in their business building process to ensure that their legal rights are protected.

Commercial Lawyer Melbourne, FL Trusts Discusses Usurpation of a Corporate Opportunity

Fiduciary duty is the highest standard of care under United States law, describing the fidelity and obligation that an individual has to another individual or entity. The director and officers of a corporation have a fiduciary duty to that company. One of the obligations they have is the duty of loyalty. This means they put the interest of the shareholders before their own personal interest. When that duty of loyalty has been breached, it is legally referred to as usurpation of a corporate opportunity.

When a director or officer of a company uses their position to exploit a business opportunity for their own personal gain over the corporation benefitting from that opportunity. Anyone who believes that they have suffered financial damage caused by a corporate director or officer’s usurpation of a corporation should contact an experienced Melbourne FL commercial lawyer for assistance. In the meantime, the following is an overview of how to determine if a corporate opportunity violation has occurred.

What constitutes a corporate opportunity?

There are three different tests to assess whether or not a corporate opportunity violation has taken place. The first, the ‘interest or expectancy’ test, is a relatively narrow test. For a violation to occur under this test, a corporation must already be actively engaged in operations related to the opportunity in question.

However, many courts now use the line of business test. This test does not require there to be active business operations related to the specific opportunity in question. Instead, it considers all operations within the same line of business to be qualifying corporate opportunities.

Finally, a few courts use the fairness test. This is the most expansive test and it empowers the court to consider whether or not the actions of the director or officer were fair and equitable to the shareholders.

Who is eligible to bring a usurpation of a corporation claim?

Technically speaking, the party that is damaged by an officer’s usurpation of a corporation is the corporation itself. As such, the corporation can bring legal action against the officer or director who violated their duty of loyalty. However, in certain situations, individual shareholders or a group of shareholders may be able to bring a derivative lawsuit on behalf of the corporation. This becomes necessary when the board of the corporation declines to take legal action to protect the best interests of the shareholders.

What damages are available?

Shareholders who have been the victims of an officer or director’s usurpation of a corporation are entitled to seek compensation for the full extent of their financial damages. Ultimately, the damages available will always depend on the specific facts of the case.

Are there defenses to usurpation of a corporation?

An experienced commercial lawyer Melbourne, FL clients recommend has seen one or more of the following reasons as defenses against usurpation of a corporation:

• Source Rule: In this defense, the party who is accused may claim that the source of the business opportunity was attracted to the defendant and not to the corporation.
• Incapacity Defense: The defendant claims that the corporation was unable to pursue the opportunity.
• Implied Rejection: The defendant claims that the corporation was informed of the opportunity but failed to act.

Find Out How We Can Resolve Your Challenges

To speak with an experienced lawyer from Arcadier, Biggie & Wood, PLLC about resolving the challenges and supporting the success of your business please contact us today. A commercial lawyer Melbourne, FL businesses turn to is ready to help.

Developing Employment Policies That Prevent Discrimination and Harassment in the Workplace

When you start your own business, chances are you want to give it every opportunity at being successful. As a business owner, it’s important that you have some basic understanding of employment laws to prevent the occurrence of discrimination and harassment in the workplace. In some cases, you may be completely unaware of business practices that may actually be illegal. As a result, you and your business may become susceptible to legal action from one of your employees. A commercial lawyer in Melbourne, FL has the knowledge base needed to guide you in understanding employment law and developing policies to ensure that the risk of problems is minimal.

Putting Clear Policies in Place

Before hiring employees, it will be important that you have a clear understanding of employment law and best practices. This can seem like a cumbersome thought when forming a business. However, with the assistance of a business lawyer, you can instill policies that prevent or mitigate the risk of an employee taking legal action against you. Anti-discrimination and harassment policies should be adopted and adhered to. This can occur by making sure that your employees have the proper training of harassment and discrimination, and knowledge of the steps that will be taken should someone engage in this type of activity. The last thing you will want to face are employment issues. A Melbourne, FL commercial lawyer can help you to draft anti-harassment and discrimination policies. The policies should clearly outline:

• Description of harassment and discrimination (with examples)
• A declaration that this type of behavior will not be tolerated and all employees who come forward are protected from retaliation
• A clear outline of the process should an employee come forward with a complaint
• That the employee’s confidentiality is protected
• An investigative process when a complaint is filed
• The promise that action will be taken

Clear policies can help to communicate and educate employees as to behavior in the workplace that will not be tolerated. By doing so, you can develop a workplace culture that is free of discrimination and harassment. A commercial lawyer in Melbourne, FL can prove invaluable in helping to make sure that you have policies in place that safeguard your business and its’ employers.

Obtain Training for You and Your Staff

Simply outlining policies is not enough, business owners will need to make sure that they adopt and strictly enforce all policies. According to the U.S. Equal Employment Opportunity Commission (EEOC), it’s important to make sure that all supervisors and employees receive the proper training regarding EEOC policies. Making sure that you have adopted policies and provide employees with open communication so that you can better manage issues should they arise. Neglecting to enforce policies that have been developed could result in legal disputes. A commercial lawyer can not only guide you in developing policies, but provide you with legal representation should an employee take legal action against you.

When owning and operating your business, there will be much to consider. It can be easy to overlook key details that ensure your business is following specific legal requirements. A business lawyer can play an essential role in making sure that you have properly formed your business and have clear policies in place that adhere to employment law. For more information on how you can develop policies to prevent harassment and discrimination in the workplace, contact a commercial lawyer Melbourne, FL clients recommend from Arcadier, Biggie & Wood, PLLC as soon as possible.