General Counsel

Trusted and accessible corporate attorneys to provide advice and counsel on day-to-day business matters is not a resource reserved solely for large corporations. The Machin Law Firm, LLC works with businesses as outside General Corporate Counsel to provide clients the legal resources they need, when they need it.  From a simple phone call to discuss a potential idea, to more in depth legal work like acquiring another business, we can provide you the counsel to help move your business forward.

We have experience working with, and advising officers and boards of directors as general business counsel.  Typically, our Outside General Corporate Counsel service is either on an hourly basis or a flat fee, and includes the following types of work:

  • Strategic planning and issue recognition
  • Corporate governance and shareholder relations
  • Business contracts
  • Day-to-day business issues
  • Employment and compensation matters
  • Lending and financing
  • Regulatory issues


Business Formation

If you are starting a new business or buying or selling an existing business, you will need to determine how best to plan and structure your venture.
Starting a business in Maryland, regardless of entity, has several different common requirements:

1)     Federal Tax ID number
2)     Registration with Taxing Division of the Comptroller of the Treasury
3)     Licensing requirements
4)     Tradenames/Fictitious names

There are different requirements that must be met depending on the entity that an entrepreneur chooses for his/her business. In Maryland, there are different business entities that can be created:

1)     Corporation
            a. S-Corp
            b. C-Corp
2)     Limited Liability Company
3)     Partnership
4)     Limited Liability Partnership
5)     Limited Partnership
6)     Sole Proprietorship
7)     Joint Venture

Depending on which entity, guidance is crucial to assist entrepreneurs in their understanding of personal liability, regulatory compliance, taxation burdens, and the expense of creating and maintaining a business organization.


Small Business Employment

Small Business employers are subject to many employer regulations in the state of Maryland. There are procedures for hiring and firing, paid leave, and employee notice that must be followed for employers to remain in compliance. A vital component to maintaining a standard for employer policies is an employer handbook. An employer handbook is a tool not only for employees’ policy compliance, but also for employers to ensure a standard of care regarding the handling of these relationships. Critical language that should be in these handbooks can save employers and a business’s bottom line by protecting employers from employer/employee disputes.
By having general counsel, or by hiring an attorney on a contractual basis, employers can position their business for success.


Business Contracts

Businesses enter business contracts frequently. Examples include:

  • Purchase/Sale Agreements 
  • Employment and Severance Agreements 
  • Non-Disclosure, Non-Compete and Non-Solicitation Agreements
  • Confidentiality Agreements 
  • Shareholder and Operating Agreements 
  • Vendor/Customer Agreements
  • Sales Terms and Conditions
  • Equipment Leases

These contractual agreements are binding and can have long term implications to the business and the owners. It is important to seek counsel when drafting or entering agreements to avoid unintended consequences.