Corporate Lawyers for Delaware
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Casey B.
I have a Juris Doctorate degree from Mercer Law School, and I am an active member of the Georgia State Bar Association. I have spent the last eight years reviewing, drafting, editing, and negotiating hundreds of contracts on a monthly basis, working in-house for a Fortune 500 company. I am a results-driven, self-motivated, experienced contracts attorney with exceptional drafting, research and communication abilities.
"Working with Casey was a breeze. He was very responsive, professional, and thorough, and made the process easy for me. Super helpful, and would work with him again."
Paul M.
Transactional attorney and corporate in house counsel for 15 years. Draft all types of contracts and employment agreements.
"Paul is prompt, professional, and knowledgable. I am happy with the prenuptial agreement I got and would be glad to work with him again."
October 12, 2023
James D. F.
Unique Hybrid Background ➲ Deep Legal, Tech & Commercial Experience More by pure chance than design, I arrived late in life to pursue a career in law. My background spans more than 3 decades across Information Technology, entrepreneurship & the legal profession supporting my claim to being a 'Deep Generalist'. What is a 'Deep Generalist'? 'The professionals who develop into really great client advisors are deep generalists.' Quote from Warren Bennis. From 2013 I worked for established boutique property, finance & commercial law firms + an award-winning #newlaw firm of senior lawyers (formerly Nexus Law Group, now merged with Arch.law) before founding my digital law firm Blue Ocean Law Group in 2017. I also worked part-time for 2 years as a freelance online expert across all aspects of Australian Law with JustAnswer (H.Q. in San Francisco) and volunteered at the Caxton Legal Centre to give back to the community. Now I offer pro bono (free) legal assistance at my discretion. My achievements in the law are best reflected in the high number of settlements where civil litigation has been avoided, court judgements (incl. successful appeals) in my clients' favour & [90+] testimonials which can be seen on the blueocean.law [700+] page website which offers tons [585+] of both free & paid innovative legal products & resources. My personal experience as a client on the other side of legal matters affords me a unique perspective and goes some way to explaining my passion for the reinvention of the delivery of legal services. I am an early adopter of technology + gadgets, an avid reader and an animal lover. In January 2023, I joined the IAPP – International Association of Privacy Professionals and became a Certified Information Privacy Professional – United States by gaining the highly valued gold-standard ANSI-Accredited CIPP/US credential. I followed this up in August 2023, by obtaining the Certified in CyberSecurity qualification form ISC(2). Pre-Law Background From 1992 to 2002, I worked for Accenture as an IT Project Manager across APAC (including long-term project assignments in New Zealand & Singapore). I started a small business side hustle in 1997 and in 2003 I left Accenture to become a full-time entrepreneur in the transport industry. I later expanded into the mezzanine property development finance market as well as venturing into small-scale property development.Unique Hybrid Background
October 15, 2023
Kchris G.
My name is Kchris Griffin. I am an licensed attorney practicing Family and Civil Law in Oklahoma. My goal is to help those in need with receiving efficient and effective legal services.
Drew M.
Drew Melville is a Florida and Massachusetts-licensed attorney with fourteen years' experience in real estate transactions, title insurance and land use. His practice includes all aspects of commercial real estate acquisitions, dispositions, financing, joint venture formation, leasing and land use approvals. Mr. Melville is a title agent for Old Republic National Title Insurance Company, First American Title Insurance Company, and Stewart Title Guaranty Company. Mr. Melville's practice is national in scope, and he brings a creative and solution-oriented approach to his clients' diverse array of real estate investment and development activities in all real estate asset classes. These often include urban infill, adaptive reuse, affordable and workforce housing, historic preservation, sustainable building, brownfield or gray-field redevelopment and opportunity zones. Prior to starting his own firm, he was an in house counsel for the real estate development subsidiary of a large, diversified land and agribusiness company. To date, Mr. Melville has closed over $1.2 billion in commercial real estate transactions.
Hao L.
Florida Licensed Attorney & CFA® Charterholder Specializing in Immigration, Taxation, Aviation, Bankruptcy, Estate & Succession, and Business & Civil Litigation
October 20, 2023
Corey H.
Veritas Global Law, PLLC ("Veritas") is a law firm specializing in Life Sciences, Private Equity, M&A, technology transactions and general corporate law. Veritas frequently represents clients seeking cost a cost efficient, on-demand, general counsel in a variety of general corporate law matters, and a range of contracts including NDAs, MSAs, Software as a Service (Saas) agreements. Veritas also represents U.S. and non-U.S. private investment fund GPs and LPs across a broad range of activities with a particular emphasis on private equity, venture capital, secondary funds, distressed funds and funds of funds. Mr. Harris received his LL.M. from the University of California, Berkeley, Boalt Hall School of Law and served as an articles editor of the Berkeley Business Law Journal and was an active member of the Berkeley Center for Law Business and the Economy. Additionally, Mr. Harris also holds a J.D. from Boston College Law School, a M.B.A. from the Boston College Carroll School of Management, a B.A. from Hampton University in Political Science with a minor in Economics and Spanish and a certificate in financial valuation from the University of Oxford, Saïd Business School.
October 24, 2023
Samantha P.
Samantha earned her J.D. at the University of Hawaii, William S. Richardson School of Law and has been a member of the Hawaii State Bar Association since 2020. Samantha has worked as a Family Law attorney in Hawaii since 2020, and has represented clients on a variety of family law matters including: premarital agreements, pre- and post-judgement custody, parenting time and child support issues, pre- and post-divorce issues, interstate custody, and paternity issues. Samantha is a certified E-RYT 200 yoga instructor, taught yoga classes at the Modern Hotel in Waikiki throughout law school, and continues to teach yoga classes at various yoga studios in Honolulu to this day.
October 30, 2023
James S.
https://www.linkedin.com/in/james-swindle/
Alan V.
Bilingual attorney currently employed as a staff attorney for Legal Services of Alabama. Previous legal background includes clerkship with Judge Dorothea Batiste in the field of Domestic Relations. Legal background also includes being an associate at the prestigious firm of Shelnutt & Varner. I performed criminal defense, family, probate, and personal injury services for the firm.
October 30, 2023
Matthew F.
Matthew grew up in Leawood, Kansas. He graduated from the University of Kansas with a Bachelor of Arts degree in Political Science and Communications in 2016 and from the University of Kansas School of Law in 2019 where he received a Business and Commercial Law Certificate. During his time as an undergraduate, he worked at a consulting firm focused on political campaigns and corporate public relations. In May of 2020, he will receive an MBA with a focus on finance from the University of Kansas Business School. Matthew is interested in several practice areas including business and commercial law, arbitration, and civil litigation. In his free time, Matthew enjoys playing basketball, using his virtual reality headset and listening to audiobooks.
November 1, 2023
Katherine V.
I am a skilled legal researcher and writer with a background in contract drafting and negotiation as well as litigation. I've served as an arbitrator for the past three years and have presided over nearly 400 binding arbitrations for an online dispute resolution platform. Additionally, I am a content writer and editor for the insurance division of LexisNexis. In my role as a contractor for LexisNexis, I research, draft, and edit high-quality legal reference tools on a variety of insurance topics for use by lawyers and insurance industry professionals.
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Browse Lawyers NowCorporate Legal Questions and Answers
Corporate
Due Diligence Report
California
What is the purpose and importance of a Due Diligence Report?
As a small business owner, I am considering entering into a partnership with another company, but before proceeding, I want to understand the purpose and importance of a Due Diligence Report. I have heard that it is a crucial step in assessing the financial and legal risks associated with a potential business deal, and I want to ensure that I have all the necessary information and insights to make an informed decision.
Randy M.
When you're thinking about entering into a business partnership, a Due Diligence Report isn’t just a formality. It’s your insurance policy. Think of it like hiring a private investigator to dig into every part of your potential partner’s business, especially the parts that might not show up until it's too late. Done right, due diligence covers four key areas: financial health, legal status, operational strength, and market reputation. Let’s Talk Money First Financial due diligence isn’t just about checking a few profit-and-loss statements. You want to understand how money really flows through the business. That means looking at cash flow over a few years, checking whether their customers actually pay on time, and digging into outstanding debts, including any personal guarantees the owners have signed. For example, they might look profitable on paper, but if their top clients delay payments or argue about invoices, cash flow could be a real problem. You also want to uncover liabilities that don’t show up on the balance sheet. Pending lawsuits, warranty obligations, or environmental cleanups can quietly become your problem once you're tied together. And taxes? Those are non-negotiable. Unpaid payroll or sales taxes can turn into personal liability in many states. That’s not something you want to inherit. Legal and Regulatory Risks This part is about making sure the business is actually in good standing and that nothing in their legal structure or contracts could come back to bite you. You’ll want a thorough review of any ongoing litigation, along with a close read of their major agreements. Some contracts might have clauses that restrict operations or create extra obligations you weren’t expecting. Employment agreements can be especially tricky. Non-compete clauses or change-of-control terms might trigger bonus payouts or resignations if ownership shifts. Licensing is another area to watch, especially in regulated industries. Operating without a valid license can shut a business down immediately. And if the company claims to own valuable intellectual property, a good due diligence process will verify those claims through proper trademark and patent records. Next, Take a Hard Look at Operations This is where you figure out whether the business can actually deliver what it promises. Who are the key players? Are they under contract? What happens if they leave? You also need to understand the supply chain. If the business relies heavily on a single supplier, that’s a serious vulnerability. Don’t forget the tech. Many businesses run on outdated systems that won’t integrate with yours or scale with growth. Fixing that after the deal is signed can get expensive quickly. Reputation Matters, Too The company might look solid internally, but how does the market see them? You’ll want to assess their competitive position and whether their revenue depends heavily on just one or two customers. If 60 percent of their income comes from one account, losing that relationship could collapse the whole operation. You should also review their online footprint, compliance history, and any bad press. If their name is tangled in negative headlines or public disputes, it could affect your brand just by association. What Do You Do with All This Information? Use it to shape your negotiations. If financials are shaky, you might want the owners to personally guarantee certain obligations or ask for monthly reporting. If litigation is pending, you can negotiate indemnification clauses that protect you if things go sideways. It also helps you choose the right deal structure. Maybe a joint venture makes more sense than a general partnership. Limiting liability could save you from taking on more risk than necessary. Can You Do This Alone? You can review basic documents yourself, but deeper analysis often needs professionals. A CPA can spot issues in financials and tax returns that might not be obvious at first glance. Employment attorneys can identify red flags in hiring practices or compensation agreements. If the business operates in a complex industry, bring in someone who knows that space. Tech companies especially should get a cybersecurity review. You don’t want to discover a data breach after you sign. What’s This All Going to Cost? Professional due diligence usually runs between $5,000 and $25,000, depending on how complex the business is. But more often than not, it pays for itself, either by uncovering issues that give you leverage or by helping you walk away from a bad deal before it’s too late. Expect the process to take four to eight weeks. You’ll usually get some early insights within the first two, but thorough analysis takes time. Building that into your timeline prevents rushed decisions and costly surprises.
Corporate
S Corp
Texas
Can an S corp be digital?
I am an entrepreneur who is exploring different business entities to use for my new venture. I have heard that an S corp can be a beneficial option, but I am unsure if a digital S corp is possible. I have been researching online, but I am not sure what the legal requirements and implications would be for creating a digital S corp.
Michael R.
There is no such thing as a digital S corporation. An S corporation is simply a corporation which makes an election to be taxed as a partnership.
Corporate
Stock Purchase Agreement
California
Stock purchase agreement and stockholder representation letters?
I am looking to purchase a company and have been presented a stock purchase agreement. I am also required to sign a stockholder representation letter. I am looking for advice on what these documents mean, how they are connected, and what rights and obligations they create for me as a potential buyer.
Thaddeus W.
Happy to discuss, but it looks like you might want to submit a formal request for bids.
Corporate
Articles of Incorporation
New York
Does an LLC need articles of incorporation?
I am considering forming an NY LLC and am doing a bit of research.
Ramsey T.
LLCs are not technically "companies" or "corporations" and therefore they are not formed by filing Articles of Incorporation. Corporations are formed when you file Articles of Incorporation. LLS are formed by an "Organizer" who files a Form of Organization or Articles of Organization with a state. LLCs actually are "hybrids" with characteristic of companies in some ways and of partnerships in other ways.
Corporate
Operating Agreement
Texas
Can an operating agreement be amended without the unanimous consent of all members?
Can an operating agreement for a limited liability company (LLC) be amended without the unanimous consent of all members, specifically in a situation where one member wants to introduce changes to the agreement but another member is opposed to the proposed amendments? I am a member of an LLC and we have encountered a disagreement regarding certain provisions in our operating agreement that one member wishes to modify in order to better suit our evolving business needs, while another member believes the existing agreement should remain unchanged. We are seeking clarification on the legal requirements for amending the operating agreement and the extent to which unanimous consent is necessary.
Ricardo A.
The ability to amend an LLC's operating agreement without unanimous consent depends on the provisions explicitly stated in the operating agreement itself and the governing state law. Here are the general considerations based on your uploaded documents: Operating Agreement's Amendment Provisions: If the operating agreement specifies that unanimous consent is required to amend the agreement, all members must agree before any changes can be made. Some agreements allow amendments with a lower threshold, such as a majority or supermajority vote, which could permit changes without unanimous consent. Default State Laws: If the operating agreement is silent on amendments, state law typically governs. Many state laws default to requiring unanimous consent for amendments, but this varies by jurisdiction . Provisions Adversely Affecting Members: Even if unanimous consent is not generally required, amendments that disproportionately or adversely affect a specific member often require that member's explicit approval. Operating Agreement Example: In one of the agreements reviewed, a specific clause stipulates that amendments generally require unanimous consent unless the change is a technical clarification or otherwise allowed by a specific majority vote. To resolve your disagreement: Review the Operating Agreement: Look for any specific provisions regarding amendments and voting requirements. Consult State Law: Identify the state where your LLC is formed and review applicable LLC statutes for default rules on amendments. Seek Legal Advice: An attorney licensed in the applicable can clarify whether proposed amendments align with the operating agreement and applicable laws.
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Contracts Counsel was incredibly helpful and easy to use. I submitted a project for a lawyer's help within a day I had received over 6 proposals from qualified lawyers. I submitted a bid that works best for my business and we went forward with the project.
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I never knew how difficult it was to obtain representation or a lawyer, and ContractsCounsel was EXACTLY the type of service I was hoping for when I was in a pinch. Working with their service was efficient, effective and made me feel in control. Thank you so much and should I ever need attorney services down the road, I'll certainly be a repeat customer.
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I got 5 bids within 24h of posting my project. I choose the person who provided the most detailed and relevant intro letter, highlighting their experience relevant to my project. I am very satisfied with the outcome and quality of the two agreements that were produced, they actually far exceed my expectations.
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