Legal Counsel Built for
Massachusetts Businesses

Both offer personal liability protection, but they differ significantly in tax treatment, management structure, and ongoing compliance requirements. An LLC offers flexibility and pass-through taxation with fewer formalities. A corporation (especially an S-Corp) may offer tax advantages once your business is generating significant profit. The right choice depends on your goals, number of owners, and plans for outside investment. Attorney Gaudet can walk you through the tradeoffs for your specific situation.

Yes, but Massachusetts’s Non-Competition Agreement Act (effective 2018) significantly limits their enforceability. Non-competes must be in writing, signed before employment begins, limited to one year, and must offer “garden leave” pay or other mutually-agreed consideration. They also cannot apply to non-exempt employees, students, or workers laid off without cause. Attorney Gaudet ensures your agreements meet these strict requirements so they hold up if challenged.

Massachusetts uses a strict three-part “ABC test” to classify workers. A worker is presumed to be an employee unless: (A) they are free from the employer’s control, (B) the service performed is outside the usual course of the business, and (C) the worker is customarily engaged in an independently established trade. Misclassifying an employee as a contractor can result in significant penalties under the Massachusetts Wage Act. Attorney Gaudet helps employers structure their relationships correctly from the start.

Massachusetts does not legally require an operating agreement, but every LLC should have one. Without it, your LLC is governed by the state’s default rules, which may not reflect how you and your co-owners actually want to run the business. A well-drafted operating agreement addresses profit distribution, member voting rights, what happens if a member wants to leave, and how disputes are resolved — preventing costly disagreements down the road.

Your options depend largely on whether you have a written agreement in place. If you have a shareholder agreement, operating agreement, or partnership agreement, it likely spells out the process for resolving disputes or removing a non-performing partner. If no agreement exists, you may need to pursue a court action for breach of fiduciary duty or dissolution. Attorney Gaudet can review your situation, advise you on the strongest legal path forward, and help negotiate or litigate as needed.

The first step is a formal written demand. A demand letter from an attorney carries significant weight and often resolves the matter without litigation. If the debtor still refuses to pay, options include filing in Small Claims Court (up to $7,000), Superior Court, or pursuing a breach of contract claim. Massachusetts also has strong consumer protection statutes (Chapter 93A) that can entitle you to double or triple damages in certain business disputes. Attorney Gaudet will help you choose the most cost-effective path to recovering what you’re owed.