Corporate and Business Law
We advise businesses across their whole life, from choosing a structure and documenting who owns what, to governance, reorganizations, ownership transfers and succession. The goal is a legal foundation that supports the decisions you will need to make later.
Discuss your business needsWhat does our corporate and business law practice cover?
Most corporate problems start as small gaps: an operating agreement that never contemplated a partner leaving, board approvals that were never recorded, or ownership promised in an email but never documented. They stay invisible until a sale, an investment or a dispute brings them to the surface.
We look at the structure you have, the decisions ahead of you and the people involved, then put documents and processes in place that fit how the business actually runs.
Key points
- An operating or shareholder agreement replaces default state rules with terms the owners chose.
- Most corporate disputes start with something that was agreed informally but never documented.
- Clean records, approvals and cap tables shorten diligence when a buyer or investor arrives.
Services
- Who we advise
- Entrepreneurs, founders, private companies and established businesses.
- What clients usually need
- Sound legal foundations, and a clear view of the legal side of each business decision.
- Law we apply
- Illinois Business Corporation Act of 1983 (805 ILCS 5)
- Illinois Limited Liability Company Act (805 ILCS 180)
- Delaware General Corporation Law (Del. Code tit. 8)
- Uniform Partnership Act as adopted in Illinois (805 ILCS 206)
- Reviewed by
- Eleanor Sterling, Founding Partner, on
- Business formation and entity structuring
- Shareholder and operating agreements
- Corporate governance documentation
- Founder and partnership agreements
- Corporate reorganizations
- Ownership transfers
- Due diligence coordination
- Business succession planning
- Ongoing outside general counsel support
Typical situations
Where clients come to us
Examples of the situations we see most often. Each matter is different, so these describe the kind of help available rather than a promised result.
Two partners, one leaving
A co-owner wants to step away. We review what the operating agreement says about valuation and buyout terms, and document the exit so the remaining owners have clear control.
Growing past the original structure
A business formed as a single-member LLC is bringing in partners and outside capital. We assess whether a conversion or reorganization makes sense and what it would involve.
Preparing for a sale
An owner expects buyer interest within two years. We review corporate records, contracts and ownership documentation ahead of a buyer's diligence.
No in-house lawyer
A company of forty people needs regular legal input on contracts, governance and employment, without hiring full-time counsel.
How we work
Records before recommendations
We read the formation documents, minutes and cap table first, so advice starts from what is actually on file.
Plain decision memos
For significant choices, you receive a short written summary of the options, the trade-offs and what we would need to do next.
Defined scope
Project work is quoted against an agreed scope. Ongoing counsel arrangements are reviewed with you each quarter.
Useful for a first conversation
- Formation documents and any amendments
- Current ownership or cap table
- Operating, shareholder or partnership agreements
- A short description of the decision or event you are planning for
Eleanor Sterling
Founding Partner
Eleanor advises founders, private companies and investors on formation, governance, financing and ownership transitions.
View profile
Marcus Bell
Associate
Marcus works across corporate and commercial matters, with a focus on contract review and transaction support.
View profileCommon questions
General questionsShould I form an LLC or a corporation?
It depends on how you plan to raise money, pay owners and handle taxes. Founders expecting venture investment often use a corporation, while closely held businesses frequently prefer an LLC. We discuss your plans with you and, where taxes are a deciding factor, coordinate with your accountant.
Can you act as our outside general counsel?
Yes. We set the scope, the people involved and the fee arrangement in an engagement letter, and review it with you periodically.
We never adopted an operating agreement. Is that a problem?
Without one, default state rules govern your company, and they rarely match what the owners intended. We can prepare an agreement that records how you actually operate.
Related practice areas
Often handled alongside
Startup and Venture Capital Law
Formation, founder arrangements, equity and financing for startups and the investors who back them.
Commercial Contracts
Drafting, reviewing and negotiating the agreements that define your commercial relationships.
Employment and Workplace Law
Hiring, policies, executive arrangements and departures, handled in line with applicable law.
Consultations
Discuss your business needs
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Submitting an inquiry does not create an attorney-client relationship, and we cannot guarantee that we can take on every matter. If you face an urgent deadline, such as a court filing, please call the office.