Massachusetts Business Attorney · Business Law
Most owners call a lawyer when something is already on fire. A once-a-year checkup costs far less than a lawsuit, and year-end is the natural time to do it. Here are ten questions to start with. If any answer is “I’m not sure,” that’s where to look first.
- Is the company in good standing? Have you filed this year’s annual report with the Secretary of the Commonwealth? Is your resident agent current?
- Does your operating agreement or bylaws still match how you run the business? New owners, changed percentages and informal buyouts often never make it into the operating agreement.
- Are your independent contractors really contractors? Massachusetts uses a strict three-part “ABC” test. Misclassification can bring triple damages for unpaid wages and benefits.
- Is your employee handbook current? Rules handbooks often miss include pay transparency, earned sick time and pregnancy accommodation rules.
- Are your noncompetes enforceable? Noncompetes signed on or after October 1, 2018 must meet the Massachusetts Noncompetition Agreement Act: a garden leave clause or other agreed consideration, a 12-month limit in most cases, and advance notice. They can’t be enforced against nonexempt employees or anyone laid off or fired without cause. Many businesses still use pre-2018 templates for new hires, and those agreements may not hold up.
- Does the company own its intellectual property? Employees and contractors who create logos, software or content should sign written assignments.
- Are contracts signed in the company’s name? Signing personally, or without your title, can put your own assets on the line.
- Do your customer terms create Chapter 93A exposure? Massachusetts’ consumer protection law allows two to three times actual damages for willful or knowing unfair or deceptive practices, plus attorney’s fees.
- Is your insurance aligned with your actual risks? That includes general liability, professional, cyber and employment practices coverage.
- What happens if an owner dies, becomes disabled or wants out? Without a buy-sell or shareholder agreement, the answer may be decided by a court.
Why an attorney, and not just a template?
Templates can’t tell you which of these questions matter most for your business, or how Massachusetts law changed this year. Our article on why a Massachusetts business needs an attorney explains what a business audit covers and how to keep the cost predictable.
To schedule a year-end checkup, contact our office.
About the Author
Richard Alan Gaudet, Esq. is a Massachusetts attorney at the Law Offices of Richard Alan Gaudet, LLC in Middleton, Massachusetts, who advises clients on business compliance, contracts and employment practices. His practice focuses on professional license defense, business law and litigation, family law, and landlord representation, serving clients across Northern, Eastern, and Central Massachusetts. Reach him at 978-273-8337 or rgaudet@gaudetlawoffice.com. Office: 35 Village Rd., Ste 100, Middleton, MA 01949.
ABOUT THIS ARTICLE
This article was prepared by a Massachusetts attorney and is provided solely for general informational and educational purposes directed to members of the general public. It does not constitute legal advice and does not create an attorney-client relationship. The law applicable to any particular situation depends on the specific facts and circumstances of that matter. Readers are encouraged to seek the advice of a licensed Massachusetts attorney before taking any action.
