Troff, Petzke & Ammeson acts
as legal counsel for businesses that do not have a need for full-time
"in-house" legal counsel but who do have regular or occasional need for
immediate access to knowledgeable attorneys and a desire to establish a
long term relationship built on trust and confidentiality.
Entity formation and
Dissolution
Our business attorneys have extensive experience in
the formation of C-corporations, S-corporations, professional
corporations, limited liability companies, professional limited
liability companies, joint ventures, non-profit corporations (including
501(c)(3), (4), (5) and (6)) and other forms of business structure.
They also have extensive experience in the dissolution of entities
whether caused by voluntary agreement of the owners, a dispute among
owners or as part of probate administration due to the death of an
owner.
Although we do not practice bankruptcy law, we do work with law firms
that do specialize in this area of the law. Instead we prefer
first to determine whether a voluntary liquidation is possible before
recommending bankruptcy. Although the end result is the same, in
most circumstances businesses can benefit significantly if they can keep
control over the liquidation process which is lost in bankruptcy.
Corporate/Company Governance
Too often we review corporate
governance documents prepared in
a "one size fits all" manner. Unfortunately when we do it is
because our involvement is asked for at a time when it is too late to be
proactive. For example, when we are retained for shareholder/
member litigation or entity dissolution. As part of the formation
of any entity, it is critical that the time and effort be put into
drafting and adopting documents that will build the "basement floor"
necessary to avoid disagreements in the future. These documents
include: By-laws, operating agreements, buy/sell agreements,
voting agreements and wide range of other documents necessary for
personal liability protection, amicable relations between ownership and
smooth management of the entity.
We have an emphasis in the corporate governance of
professional entities including physicians', lawyers' and accountants'
practices.
Mergers and Acquisitions
We provide a wide range of services in mergers
and acquisitions of businesses and commercial real estate from assisting
in negotiating and reviewing financial information, assisting in due
diligence to protect against successor liability, to preparing all of
the documentation required to reach the intended goal. We are
especially proud of our ability to provide the prompt attention required
of business transactions.
Business Transactional
Documents
We routinely review and create most
all
document used in the ordinary course of business and counsel our clients
in regard to documents that would be helpful to their business.
Succession and Exit Planning
In conjunction with the estate planning services we
provide our clients, we offer creative and proven methods of
transferring ownership of family owned businesses. This often
overlooked estate planning opportunity not only allows for the
continuation of the business but preserves wealth as well.
Governmental Agency
Representation
We have extensive experience and knowledge in dealing
with most state and federal agencies including the Michigan Department
of Treasury, Michigan Department of Labor & Economic Grown, Michigan
Liquor Control Commission, Michigan
Department of Environmental Quality/ Natural Resources and many others.
Commercial Litigation
As business owners themselves, our business attorneys
know litigation is seldom the best option to resolve a dispute.
But they also know that sometimes it is the only option. Our
approach is to first attempt to resolve a dispute through communications
in an effort to negotiation a win/win solution for all the parties. However, if necessary, we have
both the ability and experience to aggressively and successfully litigate all business and
corporate matters.