Closely Held Businesses and Private Companies

As the name implies, this practice area deals with legal and business issues confronting closely held businesses, including not only companies owned by family members, but also those controlled by unrelated shareholders.

Our dedicated team of professionals witnesses daily the impact that legal problems have on the people who own the companies. We recognize that the services we offer are primarily designed to solve “people problems.” To ensure that our legal counseling is aligned with the goals of the individuals running these companies, we need to get to know the people–their business ethics and style, and the way that they deal with problems. We must know their tolerance for risk and their priorities in their business and personal lives. We need a sense of each client’s past experiences, and the experiences the client draws upon in the problem-solving process.

We come to know each of our closely held business clients as if they were family; and, in fact, they do become our extended family. We visit their plants and offices, we understand their businesses, we rise and fall on their successes and setbacks, and we are always proud to say that they are respected and valued clients of the firm’s Closely Held Businesses/Private Companies Practice Area. 

While we have a small law firm feel, we have the large law firm benefit of having direct access to legal experts in most areas of law. If a client needs specialized services that our firm cannot provide, we will say so, and give other lawyers working for the client the benefit of our knowledge about the client’s business at no cost. We will monitor the performance of other lawyers working for the client and provide periodic progress reports. We will help evaluate potential solutions and remain as the client’s personal contact.

Beyond the traditional roles that business lawyers fulfill, the lawyers in our Closely Held Businesses/Private Companies Practice Area are very focused on personal, corporate, family, and transitional planning. By carefully selecting lawyers with broad practice backgrounds, we are able to tie up loose ends for our clients. When clients wish to pursue personal and business tax planning, we are able to offer those services without engaging a table full of lawyers and other advisors. We would like to describe some non-traditional roles that, in our opinion, distinguish us from our competition.

Estate Planning
We are fully able to provide estate and tax planning services to our clients. Wills are the principal documents that guide this planning, although in appropriate cases revocable and irrevocable trusts are the vehicle to ensure that our clients’ needs are met. We encourage flexible planning that will not only deal with normal retirement and life expectancy, but will also accommodate a premature death and its hardship on surviving family members. Total lifetime planning is encouraged, including such important elements as asset management for the elderly, institutional care, and life support decisions. Particularly in these highly personal and sensitive areas, we find ourselves acting as friends as well as advisors to our clients.

Gift Tax Planning
In planning, it is often better to give than to receive. There are opportunities not only to minimize gift tax liability, but in many cases to make it disappear. There are other opportunities to give assets away, and to continue to control those very assets. We have developed some techniques and strategies to make this possible.

Wealth Preservation
Business owners work hard for what they have. No tax is more confiscatory than the estate and gift taxes that command marginal rates up to 60%. We work with closely held business owners to offer choices other than giving 60% of their assets to the government upon death.

Liquidity Planning
The common denominator among privately held business owners is a combination of significant assets and very little liquidity. We advise clients on asset protection strategies and their options for dealing with the concepts of ownership and management succession, family harmony, equitable allocation of assets among family members, and meeting estate tax cash needs without selling business assets.

Life Insurance Planning
We have significant experience in working with life insurance concepts and products. Life insurance continues to be highly favored under current tax laws and we use it widely in our planning. Our thinking is completely independent on these issues, since we do not sell any life insurance related products.

Transition Planning
We have been working with clients for years in ownership transition planning. In some cases we are working with the fourth generation of family ownership. That is a testimony to our understanding of not only the legal and tax issues, but of the very personal issues confronting changing ownership, and the disparate views and communication gaps that can develop among family members and partners. In many cases we intercede as a counselor or coach to facilitate communication and negotiate solutions.

Business Valuations and Tax Controversies
Although not professional appraisers, for more than 35 years we have involved ourselves in the art of valuing closely held business interests. Our knowledge and experience permit a valuation analysis prior to the time that a formal appraisal is required. We also work closely with our clients in selecting and working with appraisers and to make sure that our knowledge of the business and its value is fairly and fully considered in the appraisal process.

Key Contacts


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This website presents only general information not intended as legal advice. Although we encourage calls, letters and emails from prospective clients, please keep in mind that merely contacting Harter Secrest & Emery LLP (HSE) does not establish an attorney-client relationship between us. Confidential information should not be sent to HSE until you have been notified in writing by HSE that a formal attorney-client relationship has been established. Information sent to us before then may not be treated as confidential by HSE or the court.

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