Business Law, Real Estate, Lending and Community Banking

Business Law Services Include

The formation of corporations, limited liability companies, partnerships, and other entities or organizations
Mergers and acquisitions
Business succession planning
Franchising
Debt and equity financing
Product licensing
Liquor licensing and related regulatory matters

Business Law Services Include

The formation of corporations, limited liability companies, partnerships, and other entities or organizations
Mergers and acquisitions
Business succession planning
Franchising
Debt and equity financing
Product licensing
Liquor licensing and related regulatory matters

Formation and Ongoing Administration of Business Organizations

Our attorneys can help you establish the proper form for your business enterprise, including a succession strategy. Your ongoing operations will benefit from our expertise in financing, franchising, licensing, employment and stock option, and other key employee incentive bonus plans and programs.

Real Estate Acquisition, Development and Licensing

Our real estate practitioners represent owners, developers, lenders, municipalities, and community associations in many residential and commercial real estate matters, including real property acquisitions, financing, subdivision, zoning, federal, state, and local law compliance related to property use and sales. We also assist with procuring liquor licenses, including changes resulting from sales, mergers, and consolidations.

Formation and Ongoing Administration of Nonprofit Organizations

We can assist nonprofit organizations in initial formation and offer counsel concerning ongoing operations. We guide clients through the complex maze of tax regulations governing tax-exempt organizations and assist clients in securing tax-exempt status.

Financing

Traditional lending
Multi-unit, multi-state lending
Asset-based lines of credit
Mezzanine financing
Private placements
Loan ratios and covenant matters
Sale-leaseback transactions

Community Banking

Our firm represents several banks, bank holding companies, and bank owners. Our services include capital raises, corporate formations, mergers and acquisitions, general corporate and labor matters, and regulatory applications.

Financing

Traditional lending
Multi-unit, multi-state lending
Asset-based lines of credit
Mezzanine financing
Private placements
Loan ratios and covenant matters
Sale-leaseback transactions

Business Law and Entities

If you own a business or want to start a business, the O’Neill Heinrich Law Firm can provide the legal services you need for success, including:

Formation of your business entity
Preparation of customer and vendor contracts
Acquisition of other businesses
Sale of your business
Corporate management, structure, and ownership matters
Business succession planning
Joint ventures and strategic partnerships
Raising capital from investors
Commercial financing, including review of bank loan documents
Employment advice and agreements
Executive and employee compensation, incentives, and benefit matters
Risk analysis and insurance matters

Who Are the Key Members of Your Professional Team?

The O’Neill Heinrich Law Firm as your business attorneys:

Accountant / tax adviser

Insurance agent

Banker

What are Business Entities?

A business entity is a stand-alone entity that is separate from its owners and often insulates owners from the liabilities of the business.
The business entity operates the business by employing personnel, buying and selling goods, providing services, and renting/owning property.

Types of Business Entities

The most common types of business entities are:

Limited Liability Companies
Corporations (C-Corporations and S-Corporations)
Partnerships

When forming a business entity, the O’Neill Heinrich Law Firm, in conjunction with your tax advisor, will discuss the factors you should consider to choose the business entity best suited for your business.

Common Legal Documents Created for New Business Entities

A Nebraska Limited Liability Company is formed by the filing of a Certificate of Formation with the Nebraska Secretary of State. Notice of the company’s formation must be published.
An Operating Agreement (LLC) or Bylaws (corporations) describing the company’s equity structure, how the company will be managed, how the profits/losses will be allocated between owners and certain tax matters.
If the company has more than one owner, a shareholders’ agreement / unitholders’ agreement (also called a buy-sell agreement) providing a roadmap in the event an owner dies, becomes incapacitated, is terminated (if employed by the company) or desires to sell his / her equity interest.

Mergers and Acquisitions

The O’Neill Heinrich Law Firm can help you analyze and evaluate the important issues that should be considered when buying or selling a business. A seller is generally expected to provide financial information to a buyer as part of the buyer’s due diligence. In addition, a seller will usually make certain representations and warranties concerning the business’ assets and ownership. The parties will need a thorough purchase agreement that addresses these and many other requirements. The experienced attorneys at the O’Neill Heinrich Law Firm can help you navigate this process, negotiate the agreement and prepare the legal documents needed to close the deal.

Succession Planning

Every successful business owner should consider what will happen in the event that one or more owners retires or is unable to work due to disability or death. Businesses with multiple owners often utilize a shareholders’ agreement / unitholders’ agreement (also called a buy-sell agreement), whereby the non-retiring owners have the option of buying out the retiring owner in the event of that owner’s death or disability. In some situations, a business owner may simply decide to liquidate his or her business upon death or disability. Either way, the O’Neill Heinrich Law Firm will provide you with experienced counsel and prepare a well-crafted succession plan that will help your company achieve long-term success.

Corporate Governance

Nebraska law requires that corporations have annual meetings of the shareholders and directors, although these bodies can sign written consent minutes, instead of holding an actual meeting, if all members of that body agree to the content of the consent minutes. While Nebraska law does not require that LLCs have annual meetings of its members and managers, many LLCs still conduct annual meetings or sign consent minutes because it’s prudent to do so. Actions that require the consent or approval of bodies, such as shareholders, directors, members or managers are documented with meeting minutes. The O’Neill Heinrich Law Firm routinely counsels and assists business clients with these meeting matters and other corporate governance matters, such as voting rights, board matters, and fiduciary duties.