Most business owners recognize the value in setting up their business as a corporation or limited liability company. The main value of either form of entity is the potential protection from personal liability for the debts and liabilities of the company. This can be a huge advantage. Along with adequate insurance, this is the obvious and easiest way to limit your personal liability as a business owner. Limited Liability Company or S Corp? Small business owners are often confused by the choice between a limited liability company or an S corporation. The trend in Texas for the small business owner is towards using the limited liability company. Limited liability companies are more flexible in who can be an owner and[…]

in Texas, a human resource handbook serves as a manual guide of all the rules, processes and policies applicable to your employee at the workplace. If your staff needs to know leave and time policies, it should be found in the Texas HR handbook. If your staff needs to know information about the bottom line of the company, it should be present in the HR handbook. If you need the medical staff’s number at their fingertips, it should also be listed in the HR handbook. Moreover, a human resource handbook should contain detailed information about the benefits that the company provides to its employees. Since most companies have different leave policies, the information must be reflected in the human resource[…]

What’s worse – hiring the wrong person or not hiring anyone at all? Companies can become almost desperate to hire someone, but filling a position with a “warm body” can be worse that leaving the position vacant. I once worked at a not-for-profit where a management position was vacant. The company was small, resources were limited, and they were having a very difficult time filling the position; they just couldn’t find the right person. Finally a gentleman was hired, but he only stayed a few weeks. He had taken the job even though he hadn’t really wanted it, and when another position came along, he took it. Ironically enough, he left right about the same time that his business cards[…]

As a business owner, I really need to look at it as a wake up call for what Mother Nature can really throw our way.  Business owners owe it themselves, their customers and their employees to develop a solid plan to handle natural and man-made disasters.  Disaster Planning is not something just for big businesses and the local municipality.  Small and mid-size business owners and sole proprietorships need to develop a Disaster Plan as well.  There are some excellent websites available to help business owners learn how to develop an Emergency Preparedness Plan, how to implement and test the Plan and how to keep the Plan current as time passes. For information Business Owners can use in developing an individualized Disaster Preparedness Plan for their own[…]

If you are new to the study of insurance law, you may be confused by references  to “first party” claims and “third party” claims.  Who are these people, and what happened to the “second party”?  These terms derive from reference to the insurance policy as a contract. There are two parties to the insurance contract: the insured and the insurance company.  By custom and practice, the insured is universally referred to as the “first party”.  The insurance company is the “second party” but for some unexplained reason, it is seldom if ever referred to in this manner. A “third party” is a stranger to the policy: that is, someone who is neither an insured or the insurer. A first-party claim[…]

The Texas Legislature’s recent changes to the Texas Business Organizations Code went into effect September 1, 2011.  These include several provisions favorable to Limited Liability Partnerships (LLPs).  An LLP is a general partnership (GP) or limited partnership (LP) that chooses to register as a Limited Liability Partnership with the Texas Secretary of State. The intended purpose of an LLP is to limit the liability of all partners to the amount of their partnership investment. Liability protection of this nature is not available at all for general partnerships.  In an LP, such protection is provided for limited partners but not for the general partner.  The LLP is intended to close this gap. LLCs & General Partnerships in Texas But before the[…]

For most businesses, a complete insurance program will involve the purchase of several insurance policies designed to provide protection from both the first-party and third-party risks which the business is expected to face. The most common types of policies that most businesses have are a commercial general liability policy (CGL); some type of auto policy; and workers compensation. Each of these policies is intended to fill a different need and by design, they usually do not have any substantial amount of overlapping coverage. The CGL is designed to cover accidental bodily injury or property damage that does not arise out of the use of an auto and which does not occur to one of your employees. A prime example of[…]

Almost all primers on starting a business in Texas  will advise you to register your business name as an assumed name with your county clerk.  Many business owners incorrectly assume that this gives them the exclusive legal right to use the name.  Similarly, it is commonly (but incorrectly) assumed that such rights are obtained by filing a certificate of formation as a limited liability company, limited partnership, or other form of business organization.  In fact, the purpose of these filings is to protect others, not the business. State law requires that an assumed name certificate be filed so that parties who are injured or damaged by your goods or services have a way to determine who can be sued.  Nothing[…]

A common feature of all liability insurance policies is that the insurer has a contractual duty to defend the insured any time the insured is sued for something that is potentially covered under the policy.  This means that the insurance company will hire an attorney to file an answer to the lawsuit and protect the insured’s interests.   This is a valuable right because the cost to defend even a small or seemingly frivolous lawsuit can be significant.  Although the insurance company pays the defense attorney’s fees, Texas law is quite clear that the attorney’s client, and the one to whom a fiduciary duty is owed, is the insured. All liability policies place a duty on the insured to notify the[…]

The New York Times published an article with a headline that made me, as a business owner, uneasy; and, it made me, as an attorney, worried for my clients.  The article was entitled Layoffs Herald a Heyday for Employee Lawsuits and it informs us that as more workers are being let go due to the economy and corporate layoffs, they are more inclined to sue their former employers for having been unfairly or wrongfully dismissed. The Texas Workforce Commission is displaying this quote on its unemployment insurance web page – “The Texas Workforce Commission is experiencing extremely high call volume. Many states across the nation are facing the same challenges due to recent federal extensions of unemployment insurance benefits. Due[…]