The old saying goes that only a fool represents themselves. Without being quite so dramatic, there is something to be said for that advice. In today’s world it is often tempting to cut back on the cost and simply “google” the answers to one’s legal questions, pull some template documents from a website, or copy documents from prior transactions and go it alone. There are many reasons why this is not a good solution and simply not good business practice.

Engaging legal counsel who are knowledgeable with all aspects of the sale and purchase of businesses can not only assist the client in avoiding costly mistakes and reduce their risk of exposure related to the transaction, experienced legal counsel will facilitate getting the transaction completed correctly and on terms that the client understands and accepts. Each party should be represented by independent legal counsel of their own choosing. This allows for each party to be equal to the other in their ability to negotiate and obtain advice specific to their circumstances. For example, dual representation by one attorney does not allow for a single attorney to zealously represent both parties at the same time who inherently have adverse positions to each other. While often not recognized by the client, a buyer and a seller in a business transaction are adverse parties and have by the nature of the transactions adverse positions. As a result in Ohio, as in most if not all states, it is unethical for one attorney to represent two clients who have or may have adverse positions (except in limited situations such as in estate planning for a married couple). A similar problem arises when one party obtains legal counsel but the other does not. While not unethical, it simply does not allow for both parties to be equal in their ability to navigate and negotiate the terms of the deal. Family members engaging in business transactions with each other have all of the inherent issues of any third party deal, but added is the emotional component as a result of the familial relationship which often can cloud judgement in decision making.

The attorneys at Thomas Law Group have years of experience advising professional clients in the sale and purchase of their businesses. Please contact us to discuss your business needs.