Helping your business hurdle legal business challenges

April 1, 2002 By    

I am excited to have the opportunity to discuss with you, the members of the propane industry, legal issues affecting your businesses. Through this monthly column, I hope to provide ideas, insight and answers to the challenges facing your business each day.

The tasks assigned to me by the editor for this month’s article seemed simple enough as we discussed our maiden voyage.

My first assignment is to tell you enough about myself to convince you that I can discuss something new and useful to you. I also must tell you enough about myself to qualify me in your eyes for the assignment, while at the same time not make myself look like a pompous ass or sound like an infomercial. This, of course, is easier said than done and certainly awkward at best.

I only ask that if you read this part of the article and think, “What a self-important jerk!” please remember that the editor made me do it.

The second part of this assignment is to tell you about the topics that I plan to write about in this column.

Here is where I ask you to help. While you’ll see from my “infomercial,” I have had experience in your industry both as a lawyer and as a businessman (if CFO qualifies), it is each and every one of you, the readers, that has the real-life experience.

We ask you share those experiences that give rise to legal issues. Your voice can shape the direction of this column. We want to know what YOU think is important.

Now, to the first task – my background. I have practiced law in the business/corporate areas for more than 25 years. I have spent a significant part of my career providing legal counsel – directly and as a consultant to local lawyers – in connection with the purchase and sale of businesses (many of them retail propane businesses).

I also have handled legal issues, contract negotiations and preparation between businesses and their various relationships – good and bad – including partners, shareholders, employees, customers, financing sources, government and even litigants. (But NEVER spouses, unless they fall into one of the other categories!)

In addition to representing retail propane businesses, I once got in – or at least close to – the propane trenches. During a one-year leave of absence from my law firm, I served as acting chief financial officer of a multi-state marketer.

While I discovered I was a much better lawyer than an accountant, I was afforded the rare (for a lawyer) opportunity to deal with real-world propane business issues such as insurance arrangements and product liability litigation management.

It also included information systems, but I refuse to write about that; I will never understand computers.

I do not want to leave the impression that my history with a multi-state marketer limits my experience and frame of reference to “big corporate.” The vast majority of my clients are small- and medium-sized businesses.

As for my ideas about future articles, please remember that we really want to know what you want us to discuss. I cannot give legal advice to each of you (I don’t have enough malpractice insurance to cover 55,000 readers), but I can give you an overall general awareness of issues you may need to discuss with your own lawyer.

Here are a few of the ideas for future articles:

  • What the heck is an MLP? Why do they exist, and do I want to sell to one and own part of one as partial payment for my business?
  • If I am selling my business or buying a business, what issues should I focus on in the purchase or sale documents? Or should I forget the documents and just let my lawyer decide what is and is not in the documents?
  • What are the tax or other important issues to consider in the business purchase or sale?
  • What are the key issues to consider in agreements with my partners, and how can I provide minority ownership for key employees?
  • What types of employee discrimination and other employment laws are applicable to small businesses, and how can I provide protection from liability under these laws?

I look forward to communicating with you!

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