Sparks Law Business Assessment

One of the major benefits of forming your company as a Corporation or LLC is the limited liability protections that these entities provide to business owners."Limited Liability" means that business owners or investors are not personally liable for the businesses debts. A creditor cannot come after their home or their personal bank account. In contrast, Sole Proprietors and General Partners can be found personally liable for such debts.

Tell us about your business. What business entity do you have?


Is your LLC registered and up to date with your state’s Secretary of State Office?

Limited liability companies in Georgia are only properly formed by filing Articles of Organization with the Secretary of State. Failure to file timely annual registrations may result in late fines or administrative dissolution. Sparks Law offers assistance with the preparation and filing of Articles of Organization, as well as the preparation of annual filings. Please contact our office for more information.


Do you have an attorney listed as your Registered Agent?

It is recommended that you have an attorney serve as your Registered Agent. Otherwise, there is a risk of having a summons served without your knowledge or a critical deadline may pass before you are aware of the need to respond. Sparks Law offers Registered Agent Services for our clients. Please contact our office for more information.


Do you have a business license?

The city or county where your business is located may require that you obtain a business license. It is advisable to contact those offices or to consult with an attorney, to ensure that you are compliant with any applicable regulations.


Are you the Sole Owner of the Company?

Do you have an Operating Agreement in place?

An Operating Agreement is an agreement among the owners of a LLC and governs both the business processes and the members' financial and managerial rights and duties. Many states in the United States require LLCs to have an Operating Agreement, however, Georgia does not have this requirement. Nonetheless, having a well-drafted Operating Agreement is advisable for several reasons. It sets owner expectations and can help disputes in the future. An Operating Agreement is also important evidence that the owners and the company are not the same entity. You must maintain distance between yourself personally and the company in order to benefit from limited liability. If you have any questions about your Operating Agreement, or would like for Sparks Law to draft one for you, please contact our office.

Have you and your partners written a Buy-Sell Agreement in case an owner dies or needs to exit the company?

Buy-Sell Agreements are an important way to document in setting forth the procedures for specific instances that would trigger a buy-out of a stakeholder’s ownership interest, such as the death, disability, retirement, or the voluntary resignation or involuntary termination of an owner. These agreements also address who may purchase the departing owner’s interest in the business, as well as the specific price to be paid for the owner’s interest, if the parties choose to include it. If you would like for Sparks Law to assist you with a Buy-Sell agreement, please contact us.


Are you registered and up to date with your state’s Secretary of State Office?

Corporations in Georgia are only properly formed by filing Articles of Incorporation with the Secretary of State. Failure to file timely annual registrations may result in late fines or administrative dissolution. Sparks Law offers assistance with the preparation and filing of Articles of Incorporation, as well as the preparation of annual filings. Please contact our office for more information.


Do you have an attorney listed as your Registered Agent?

We recommend that you have an attorney serve as your Registered Agent. Otherwise there is a risk of having a summons served without your knowledge or a critical deadline may pass before you are aware of the need to respond. Sparks Law offers Registered Agent Services for our business clients. Please contact our office for more information.



Do you have Bylaws in place?

After Articles of Incorporation are filed with the Secretary of State, the directors or incorporators of a corporation must meet to adopt Bylaws, which will govern how the business will be run. If you have any questions regarding bylaws or would like for Sparks Law to assist in drafting your company’s Bylaws, please contact us.


Do you have a business license?

The city or county where your business has its home office may require a business license. It is advisable to contact those offices or consult with an attorney, to ensure that you are compliant with any applicable regulations.


Are you the Sole Owner of the Company?

Do you have an Shareholder Agreement in place?

A Shareholder Agreement is an agreement among the shareholders of a corporation that governs the business processes and the members' financial and managerial rights and duties. Having a well-drafted Shareholders Agreement is advisable in setting owner expectations and preventing possible disputes in the future. If you have any questions about a Shareholder Agreement, please contact us.

Have you and your partners written a buy/sell agreement in case an owner dies or needs to exit the company?

Buy-Sell Agreements are an important way to document the procedures for specific instances that would trigger a buy-out of a stakeholder’s ownership interest, such as the death, disability, retirement, voluntary resignation or involuntary termination of an owner. These agreements also address who may buy the departing owners interest in the business, as well as the specific price to be paid for the owner’s interest, if the parties choose to include it. If you would like for Sparks Law to assist you with a buy-sell agreement, please contact us.


Does your Company provide?

Do you have a waiver form in place for your product(s)?

A strong product liability waiver form provides additional protection from lawsuits due to injury related to use of the product. If you do not have a waiver, or would like for Sparks Law to review your current waiver, please contact us.

Do you have a Master Services Agreement in place?

A well-drafted Master Services Agreement sets out the rights and responsibilities of your company and your customers and can help prevent legal headaches down the line. Sparks Law would be happy to review your current agreement or draft a brand new agreement, to ensure that your company is not exposed to avoidable legal vulnerabilities.


Other than yourself, do you have any employees that are on a W2?

Do your employees have employment contracts with you that protect your trade secrets, intellectual property, and customer lists?

Confidentiality or Non-disclosure Agreements are a key part of a business’s legal arsenal. Such agreements can prevent disclosure of valuable trade secrets and intellectual property, by a current or former employee. If you have any questions about Confidentiality or Non-disclosure Agreements, please do not hesitate to contact Sparks Law.

Do you have 50 employees or more?

Are you compliant with the Affordable Care Act requirements?

Violations of the Affordable Care Act can result in harsh consequences for a business, such as financial penalties and additional taxes. Sparks Law would be happy to advise you on this regulation and help you determine whether you are compliant or at risk for penalties for non-compliance.


Do you have any Employees or Contractors that are paid on a 1099 basis?

Have you had their employment reviewed by an attorney? I.e., are you confident that your business would survive a Department of Labor (DOL) or IRS audit for employee misclassification?

Correctly classifying an individual who works for you as an employee or independent contractor will ensure that your company is abiding by various statutory requirements and prevent costly legal consequences with the Department of Labor (DOL) or Internal Revenue Service (IRS). Sparks Law would be happy to assist you with reviewing your current contractor relationships to advise you on whether the relationships are correctly classified.

Do you have an independent contractor agreement in place for these workers that protects your trade secrets, intellectual property, and customer lists?

Confidentiality or Non-disclosure Agreements are a key part of a business’s legal arsenal. Such agreements can prevent disclosure of valuable trade secrets and intellectual property by a current or former independent contractor. If you have any questions about Confidentiality or Non-disclosure Agreements, please do not hesitate to contact Sparks Law.


Have you applied for a Trademark for your Company Brand Name, Logo, and/or Tag Line?

Trademarks serve to distinguish certain products or services within a certain market. Filing for a federal or state trademark is an important way to protect your brand and client relationships from competitors who offer similar products or services under a confusingly similar trademark. If you would like for us to assist you with protecting your brand, please let us know.


A trade name, also commonly referred to as a fictitious name or DBA (short for “doing business as”), is necessary when an entity chooses to conduct its business under a different name than the name used upon formation, which is registered with the Secretary of State. For example, if your business name is Smith Contracting, LLC but your customers know you as SC Remodelers you need to register the latter as your trade name. If you are interested in conducting business under a different name, or would like more information concerning the use of trade names, please contact us today.

Do you have a Trade Name that you use that is at all different from your business’s official name?

Have you filed a Trade Name Registration or DBA yet?


Do you have your Wills and other Trusts & Estates Documents in place?

Proper estate planning is necessary to protect what you have worked so hard to build. Please contact us if you would like more information about creating a thorough business succession plan.

Are they written so as to work alongside your company’s organizational documents?