OWL 515: Mahyar Ghassemian - Take Steps To Protect Your Business

Yeah, I gathered that from your lawsuit that I mean for your lawsuit from your website, excuse me, that, that seems to be a specialty area for you, business owners of all types, but especially in the construction area. And what types of things do you do for your clients? OK.

Well, we focus on small to medium sized businesses. and a lot of construction companies as well to try to help them stay out of legal trouble and this would be through proper planning. We look at their overall structure of their company. We look at the various contracts they use and help them avoid legal. Trouble and then for those who come to us and they're in a lawsuit, you know, I have over 14 years of experience as a litigator. We help defend them properly through cost effective means and get them the best result possible.

So first is, don't get into trouble and you help them with that, and secondly, if you do get into trouble, we're here for you as well, despite all of the planning and everything that you've done, how do you protect your business from a lawsuit? There are several mechanisms of protection that have to be in place. You want to always make sure you have the right insurance to protect you. So for a business, a type of commercial general liability policy works really well, and there's other types of insurance as well that they can talk to their insurance brokers.

Aside from that, you want to make sure that your business has the proper entities, so either a corporation, an LLC, sole proprietorship, partnership, whatever it is, you, we first make sure that tax wise they need to be in that entity and we send. To the CPA to work with them on that and then we look at their whole liability picture to see if this particular business is exposed and if they are, then how can we protect them by, say, creating an entity for them that through which they will transact their business. And in some cases it might even be multiple entities, correct? That is true. In some cases it makes sense to have multiple entities. I have. An example of that and if you want I can talk about it. We'll talk about what's the number that starting a business?

OK, well, business owners put their life savings entrepreneurs into their businesses, and then on top of that they put their time. Hundreds of thousands of dollars' worth of time every year into their business and what they forget to do is talk to an expert that can help them structure it properly and then run it properly and then spend a little bit of money up front to save themselves hundreds of thousands of dollars later on. For instance, a business that uses a lot of contracts, they need to have the proper format and the proper language in their contract to protect themselves as well as their clients. So skimping on these necessary steps and then keeping them up through time as a business. gets bigger and grows, failing to look at their legal picture would get them more into trouble. So it's one thing when you're a small company and you've got, a couple of maybe major assets or categories to protect, but then as you grow, it's important to keep taking a look at that because you might need even more structures and more protection. That's true. That is true.

They, a lot of different types of structuring, mechanisms are available that someone who is an expert can can put all of these together and make sure that a Full picture of protection is in place in terms of all the structuring, all the contracts needed, any type of partnership agreements needed, and keeping up with the legalities. You can't just set up a corporation and forget about it for years.

Right, right, how often do you think, ah, or would you counsel someone to get in touch? Is it just anytime they're in an expansion mode and maybe before they buy some new assets or add on or is it a periodic kind of a thing? You know, obviously those are very important and good times to do that. However, I think having A good relationship with an attorney, a CPA, an insurance broker, these types of people that you can rely upon is extremely important in continuing that relationship. What we do with my office is that once someone retains us, they become our client and we put it in our calendaring system to contact them every few. Months to see how things are going and then there are specific dates that we put on our calendar for them to file with the state in terms of their formalities.

So I would say if you have a growing business, any type of events that makes a sudden growth is a good point to start thinking about talking to an expert, but also As time progresses, you know, it's kind of like going to the dentist. It's always better to go to get the checkups than to go and end up having a root canal. Great advice.

So now we're back with Mayor Gemian, and Mayara, welcome back to the show. Thank you. We, ah, we talked before the break about some of the mistakes that business owners make when they're starting a business. What about more established businesses? What are some of the mistakes that they make? I think one of the Not having a corporation or LLC or another form of entity that would limit their liability in case they get sued. I have seen a lot of companies that do this, and it's very prevalent in the construction industry if they're around for a while and they don't have an entity, they are going to be sued sometimes, especially in construction. And what happens is then they put their own personal properties in in danger because they don't have an entity that would protect them.

Yes, do you think that's because, when you're a small business, you're trying to get every penny you can back into developing new business and people look at, visiting with an attorney maybe as an expense that might be, you know, Put off for a little while, is that the main reason, do you think? I believe so. I agree with you. Some of my larger clients have a policy that they set a set amount every month aside for legal expenses because they understand that they need the advice of an attorney. What becomes really hard for people to see is the fact that once they get into a lawsuit, then they're going to have to be in it for 11.5 to 2 years, and everything, all of their lives belongs. can be put in jeopardy if they haven't spent a little bit of money up front to protect it before it gets into a lawsuits.

Well, that's not a bad idea to build some type of a monthly expense to work with attorneys so that you have a good Ah, offense, you, you've taken care of things before they become a problem and you have a really expensive defense. What happens if you do get sued? What, what do you do? I think people should consult an attorney immediately. Most of us attorneys have a good network of other attorneys that are outside our specialty that we can refer them to someone else, but consult with an attorney immediately. Sometimes just being able to get. Lawsuit to the right insurance company on time or or respond to it on time and doing everything that needs to be done in an expeditious manner would save people thousands of dollars. That makes a lot of sense.

So could you share with us a couple of client stories, people that you've worked with, and what was their situation before you came on board and how did you help them? Sure, as I mentioned before, one of my, a big area of a specialty for me is construction law, and that's because I have technical expertise together with my business expertise makes it very, very much conducive to a construction law atmosphere. I have a client. That has about 350 employees, one of my larger clients, and they came to me. They import, manufacture, and install construction components, and when they came to me they had about 10 different entities already in place, but there was no cohesive overall picture. So what I did for them was to review the various entities to make sure all of them were working properly together so there's no spillage of liability in case of a lawsuit, for instance, they have an entity that That does all the transportation for these construction components and then there's another entity that does the installation. So if somebody sues the company that does the transportation, we want to make sure they can't also access the assets of the company that does the installation. So that's one thing that I did for them.

I reviewed their contracts that they do with various builders or with their vendors to make sure that they are protected as well as, you know, their clients and also I deal with some of their mechanic. issues because in construction if a company provides materials or supplies any type of labor to a construction lawsuit, they can lien that property if they don't get paid. The result is that now we have a cohesive picture in place and we will not. Have any of these other entities in jeopardy if one entity gets sued. That's one company that I just recently did a lot of work for, and they're my clients that use me on a regular basis. That's so important. That's that's great ideas and great work to be able to isolate your liabilities to one segment of your company so that the whole company doesn't go down. That's true. So yes, you said a couple examples, yes, please give us another one.

OK, I'm going to give you an example of a very small case. I do work mostly with, ah, medium, small to medium sized companies between 15 employees to 100, some of them larger as we talked about the 350 employees, but sometimes I get homeowners that come to me and, and this is. A few good work that I do that I, it just makes you smile every day and I had a disabled veteran who had been shot in the line of duty, and he came to me because he had taken the settlement he had received for his disability, bought a home, hired a contractor to do some remodeling for him, and the contractor was not doing a good job. All of the Work was subpar as well as they were demanding more money and there was not enough work to even justify the amount of money they had already received. So the veteran came to me and he all he wanted was to get out of the contract and walk away from it. And what I did was through negotiation, putting a proper demand package together. And having them finally all sit down in one room to talk and negotiating with all of them, not only I was able to get them out of the contract, but I was also able to get him about a third of his money back, which was a great thing for him. He gave me the biggest hug at the end and that put a smile on my face. Oh, that's great. That is great work and it does give you a warm feeling at the end of the day.

To know that you've helped somebody in a difficult situation like that, Mayor, could you just give us, we have about 1 minute left. Could you just give us a quick one or two tips for our listeners?

Absolutely, two important tips for general businesses. LLC laws have changed as of January 2014. So if you have an LLC or a client that has an LLC, have them talk to an attorney. Construction clients, construction laws went through an overhaul back in July of 2000. and so a lot of the contracts and especially for companies that deal with home improvement projects and home improvement is not just a little remodeling anything from bringing a home or a big project down to studs and rebuilding. They have to have special contracts and they have to have special provisions for mechanics' liens and other things that it would be really good for them to talk to their attorneys. Great information.

And how did people best get in touch with you? They can get in touch with me through my website. My phone number is area code 949-436-2785. My website is myarla M A H Y Ala.com or OC construction attorney.com.

Well, it's been a very Fascinating interview and I've learned a lot and I'm sure our listeners have as well. I really appreciate the information and ideas and thank you for coming on the show. Thank you very much. I really appreciate the opportunity to be on the show and it was my pleasure. Thank you.