Brown & Blaier, PC / Ownership agreements

Operating, shareholder
& buy-sell agreements.
Plan how ownership works.

Define how your business owners make decisions, contribute to the company, and address changes in ownership. Brown & Blaier drafts and negotiates agreements for startups and established businesses.

Inquiries open our firm’s MyCase contact form.

Ownership & governance

Clear agreements for
the people building the business.

Owners may agree on the business idea while having different expectations about authority, money, and the future. An ownership agreement is an opportunity to address those expectations before a new investment, disagreement, or departure puts them under pressure.

Brown & Blaier’s corporate and contract work includes operating agreements, shareholder agreements, voting arrangements, and buy-sell provisions. We help put the proposed business arrangement into documents that reflect the owners’ decisions.

The appropriate documents depend on the type of entity, its existing records, and the arrangement under discussion. An LLC operating agreement and a corporation’s shareholder agreement serve different organizational settings.

For an existing business, the starting point may be a new owner, a proposed transfer, a change in management, or an agreement that no longer reflects how the company works.

From day-to-day decisions to future changes

Decisions worth addressing together.

Ownership & contributions

Discuss the proposed ownership interests, initial contributions, and how the owners want to handle future funding.

Management & voting

Identify who manages day-to-day operations, what requires owner approval, and how important decisions will be made.

Distributions & economics

Address the intended economic arrangement and coordinate it with the company’s other governing documents and tax advice.

Transfers & new owners

Consider the process for admitting an owner, transferring an interest, and obtaining required approvals under the agreed documents.

Departures & buyouts

Discuss potential buyout events, how a purchase price would be determined, payment terms, and transition responsibilities.

Disagreements & deadlock

Consider how the owners want to address a stalled decision or disagreement before it interrupts the business.

A defined drafting project

Formation and ownership terms
belong in the same conversation.

A formation package may provide a starting set of documents. The owners’ particular economic and governance arrangements may call for a different or expanded scope.

Review the startup packages alongside your proposed ownership structure rather than assuming that every ownership agreement is included.

If you already have an agreement, compare the proposed changes with the existing documents. A new owner or buyout can affect more than a single paragraph.

Our corporate-law practice provides the broader context for company organization and governance.

Prepare for a conversation

Start with the owners’ actual plans.

Tell us whether the business is new or established and what prompted the proposed agreement. A useful discussion starts with the intended arrangement, including the points the owners have not yet settled.

Keep the initial inquiry general. Avoid sharing confidential information before an attorney-client relationship is established.

  • Entity type and state of formation.
  • Number of owners and proposed ownership interests.
  • Management roles and important approval decisions.
  • Existing agreements and any proposed ownership changes.
  • Timing, transaction deadlines, and unresolved business terms.
Before you inquire

Common questions.

Do you work with existing businesses as well as startups?

Yes. The firm’s corporate practice includes new and established businesses. Describe the existing documents and the change you are considering so we can discuss the appropriate scope.

Is this the same as forming an LLC or corporation?

This page focuses on agreements among owners and the company. Formation is a related service, but the scope of a formation package should be reviewed separately from the owners’ specific arrangements.

What if the owners have not agreed on every term?

Identify the open points rather than filling them in with assumptions. The drafting discussion can separate settled terms from issues that still require a business decision.

Can you review an agreement prepared elsewhere?

The firm’s contract practice includes drafting, review, and negotiation. Tell us what document you have and what you want the review to address.

Your next step

Put your ownership
arrangement into focus.

Tell us about the business, its owners, and the agreement you need.

Start an inquiry

Continue to our firm’s MyCase contact form.

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