A business lawyer is one of your most important strategic partners. We are able to provide the crucial counsel needed to navigate legal complexities at every stage. From the foundational step of forming a business (including forming LLCs) to ensuring your contracts protect you, our involvement is about safeguarding your hard work and preventing costly disputes. Whether you’re operating in Leawood, Lenexa, Belton, or downtown Kansas City, having experienced business law counsel protects your investment and helps you make informed decisions about entity formation, intellectual property, employment matters, and commercial transactions. Kansas City’s unique geography of straddling two states means many businesses must navigate both Missouri and Kansas laws.

The ideal time is at the very beginning, as you develop your business plan. We can provide foundational guidance on the best legal structure. It is advisable to seek legal counsel before you sign significant contracts, hire employees, lease commercial real estate, bring on investors, or face a potential business dispute. Many Kansas City entrepreneurs discover too late that a legal issue could have been prevented with early attorney involvement.

These structures offer different levels of liability protection and tax implications. A sole proprietorship offers no legal separation between you and the business. An LLC, when properly maintained, protects your personal assets from business liabilities. An S-Corp is a federal tax election (not a state business structure) that can potentially offer savings on self-employment taxes. Choosing the wrong structure can cost you thousands in unnecessary taxes or leave your personal assets vulnerable to business creditors. The right choice depends on your specific circumstances, including your industry, growth plans, and whether you have co-owners. Here in Kansas City, Kincaid Law KC commonly helps clients evaluate these structures based on Missouri and Kansas issues.

The LLC formation process involves choosing a unique name, appointing a registered agent (known as a resident agent under Kansas law), filing articles of organization with the state, drafting an operating agreement, and obtaining an employer identification number (EIN) from the IRS. The process differs slightly between Missouri LLC formation and Kansas LLC formation, with different filing fees, forms, and requirements in each state. We manage this process to ensure it’s done correctly, or a portion of it if that is more desirable or appropriate, helping to establish a liability shield for your personal assets when proper formalities are maintained. For more information about LLC formation and business names, please read “Forming an LLC Is Not Easy: Business Names & Trademark Law”.

An operating agreement is the internal rulebook for your LLC. This foundational document outlines ownership, member responsibilities, and how key decisions will be made. It provides a clear plan for profits, losses, and the departure of a member. A professionally drafted agreement is your best tool for preventing future internal disputes amongst LLC members. To read more about operating agreements in Kansas, please see “Are Operating Agreements Required For Kansas LLCs?”.

Your business runs on its agreements. Business law counsel can help ensure those agreements are strategic tools designed to protect your interests. An experienced business law attorney can provide the advice necessary to make sure a given contract clearly defines expectations and provides security, minimizing risks to your business. Common contract types include service agreements, vendor contracts, commercial leases, and employment agreements. At Kincaid Law KC, we have been drafting or reviewing business contracts for approximately a decade, helping local entrepreneurs in industries ranging from technology to retail and professional services.

If another party fails to honor a contract, your first step should be to seek legal counsel. An attorney will review the agreement, analyze the breach, and advise on your options. The initial approach is often to seek a resolution through negotiation, but attorneys should be prepared to litigate to enforce your contractual rights. Breaches of contract in Kansas are not uncommon. Time is often critical in breach of contract situations, for Kansas and Missouri have statutes of limitations that can bar claims if a business or a person waits too long. Additionally, your contract may contain notice requirements or mandatory dispute resolution clauses that must be followed.

A non-compete agreement is a contract designed to protect your business’s legitimate interests, such as proprietary information or client lists. In it, an employee or partner agrees not to compete with your business for a reasonable period of time and within a specific geographic area after they depart. These agreements are most commonly used for key employees with access to trade secrets, client relationships, or specialized training.

Yes, but they must be carefully drafted to be considered reasonable by the courts. An overly broad agreement will likely be deemed unenforceable. To be enforceable in Kansas and Missouri, the restrictions must be reasonable in scope, duration, and geographic area, and must protect a legitimate business interest. An attorney can draft or review your non-compete agreements to ensure they meet legal standards and effectively protect your business.

When a business dispute arises, the focus should be on achieving a resolution that is both favorable and efficient. While attorneys typically explore negotiation or mediation first, litigation may be necessary when it is the best path to protect your interests. We have litigated numerous breach of contract lawsuits. Many disputes in Kansas City arise from unclear agreements or failure to document business arrangements properly.

Buying or selling a business is a complex transaction involving much more than an agreement on price. The process includes thorough due diligence, drafting and negotiating a detailed purchase agreement, and managing the transfer of assets and licenses. Legal counsel can guide business owners through every step to ensure a smooth transition and protect their financial interests. Depending on the transaction, lawyers may work with a CPA, a lender, and/or a business broker in the course of the purchase or sale of a business.

“Piercing the corporate veil” is a legal term for a court holding an LLC’s owners personally liable for the business’s debts. This can happen if the business fails to maintain its separate identity, such as by co-mingling personal and business funds, if the LLC is undercapitalized, if the LLC is used to perpetrate fraud or injustice, or if the business fails to follow corporate formalities. Attorneys can advise clients on the corporate formalities necessary to keep the liability shield of their LLC strong. To maintain your liability protection, business owners should, at a minimum, maintain separate bank accounts, adequately capitalize the business, sign contracts in the LLC’s name (not their personal name), maintain proper records and documentation, file required annual reports, and avoid using business assets for personal purposes. These practices are essential for both Kansas and Missouri LLCs. Carrying insurance is also prudent and a risk mitigation tool.

Your brand is one of your most valuable assets. You can protect it by securing a trademark. A federally registered trademark provides nationwide protection for your business name, logo, and slogans, preventing competitors from using them. State trademark registrations are available from the Kansas Secretary of State’s office as well as the Missouri Secretary of State’s office. Note that state registrations offer more limited protection than federal registrations and only protect your mark within that specific state’s borders. For Kansas City businesses operating in both states or planning to expand regionally or nationally, federal registration is typically the better choice. Our firm assists Kansas City businesses with both federal trademark registration through the USPTO and state-level trademark protection, ensuring your brand is protected as you grow.

A buy-sell agreement is a contract between business co-owners that establishes what happens when an owner wants to leave, dies, becomes disabled, or gets divorced. It sets the valuation method for ownership interests and determines who can buy a departing owner’s share. Without this agreement, you risk disputes among remaining owners, forced sales to outsiders, or litigation that can harm the business. This is essential planning for any multi-owner business, whether structured as an LLC or corporation. To read more about the application of buy-sell agreements and related ownership planning, please see our blog article entitled “Why Owning an LLC in Your Own Name May Be a Big Mistake”.

Misclassifying a worker can lead to significant penalties, including back taxes, fines, and liability for benefits. The distinction depends on the level of control a business has over the worker. Legal counsel can advise on worker classification to ensure compliance with IRS and Department of Labor regulations (including state DOL requirements).

Yes, an employee handbook is a vital tool for any business with employees. It establishes clear expectations for your team and outlines company policies, which can help minimize workplace disputes and protect you from legal claims. A properly drafted handbook should include appropriate disclaimers to avoid creating unintended contractual obligations and must comply with applicable state and federal employment laws.

When we review a contract, we scrutinize it for risks and liabilities. We focus on key terms like payment obligations, termination clauses, limitations of liability, and dispute resolution procedures. Our goal is to identify any unfavorable terms and then suggest or negotiate changes that better protect your business. We also examine choice of law and venue provisions (which determine what state’s laws apply and where disputes must be resolved), warranty disclaimers, intellectual property ownership, confidentiality obligations, automatic renewal clauses, and what happens if the contract is breached. Some business owners focus only on price and basic deliverables, missing critical provisions that could expose them to significant liability. Hidden risks often lurk in “boilerplate” provisions that some people skip over.

Indemnification clauses determine which party will bear the financial burden if something goes wrong in a business relationship. These provisions require one party to compensate the other for specific losses, damages, or legal costs. The scope of indemnification can dramatically shift risk between the parties. We carefully review and negotiate these clauses because they can expose your business to significant liability or, when properly drafted, provide critical protection against claims arising from another party’s actions.

Our outside general counsel service provides your business with the benefits of an in-house lawyer without the cost of a full-time salary. We become an integrated part of your team, available for questions, contract review, negotiation support, and strategic planning. We develop a deep understanding of your business and provide ongoing legal support, offering proactive advice to manage risk and address issues before they become problems. This service is ideal for growing businesses that need regular legal counsel but aren’t ready to hire a full-time general counsel at $150,000+ annually. At Kincaid Law KC, we also enjoy working with non-profit companies as well.

Different attorneys and law firms charge different fees. This is to be expected. For defined services like an LLC formation or the drafting of a contract template, we often use a flat-fee structure or provide an estimated fee range. For more complex or ongoing matters, such as a contract negotiation or a business dispute, we typically work on an hourly basis. Please feel free to contact us to discuss your specific needs and our approach.