Small Business Lawyer for California Companies

Most legal problems in a small business start with a document nobody read closely: a lease, a vendor contract, or an operating agreement copied from the internet. These problems are usually easier to fix before something goes wrong than after.

CSD Business Law helps California small business owners set the business up correctly, review and negotiate the documents that matter, and plan for partners, growth and an eventual sale.

Take the Legal Priorities Quiz
  • Over 20 years advising businesses
  • Fixed fees where possible
  • Serving businesses throughout California

What We Handle for Small Businesses

Business Formation

LLCs, corporations and partnerships, set up correctly from day one, with an operating agreement and ownership terms that fit how you actually run the business.

Contracts

We draft, review and negotiate customer, vendor and service agreements before you sign them.

Commercial Leases

We review and negotiate your lease, including personal guarantees, operating costs and the right to transfer the lease if you sell.

Partner Agreements

Decision-making, buyouts and exits, put in writing while everyone still agrees.

Buying or Selling a Business

Deal structure, due diligence, the purchase agreement and closing documents.

Who This Is For

  • Founders forming a new LLC or corporation in California
  • Owners about to sign a commercial lease or a major contract
  • Businesses with partners and no written partnership or operating agreement
  • Owners planning to buy, sell or hand off a business
  • Real estate investors holding rental property in their own name
  • Growing companies that want a business lawyer to call without hiring one full time
Quiet boardroom with two chairs facing each other across the table

Why Small Businesses Need a Lawyer Before There Is a Problem

The costly legal issues in a small business rarely announce themselves. They sit quietly in documents until a partner wants out, a customer stops paying, a landlord enforces a clause, or a buyer starts due diligence.

A template operating agreement may not say what happens when partners disagree. A personal guarantee on a lease can reach past the business to your home and savings. A worker paid on a 1099 may be an employee under California’s ABC test. Each of these is generally easier to address early, while you still have choices.

Working with a business lawyer from the start means the documents match the business you are building, and you know where you stand before a decision has to be made.

What We Look at First

In a first review, these are usually the areas that matter most for a California small business.

Whether the business is the right type of entity, and whether the operating agreement or bylaws actually match how the owners run it.

The customer, vendor and service agreements you sign most often, and whether they protect you if something goes wrong.

Rent is only part of the cost. We look at operating expenses, personal guarantees, renewal deadlines and whether you can transfer the lease if you sell.

Who decides what, what happens in a deadlock, and how an owner can leave or be bought out.

Whether the people you pay as independent contractors meet California’s ABC test, and what to change if they may not.

What it would take to sell or hand off the business someday, and which documents a buyer will want to see.

California Rules Worth Knowing

  • LLCs owe an annual franchise tax. Forming a California LLC is inexpensive, but the $800 annual franchise tax and ongoing compliance come with it.
  • Some licensed professionals cannot use a regular LLC. Many California licensed professionals generally need a professional corporation instead.
  • Contractor or employee is decided by the ABC test. California presumes a worker is an employee unless all three parts of the test are met.
  • Non-competes are generally void. California voids most non-compete agreements, with a narrow exception when a business is sold.

Mistakes We Help Owners Avoid

These are the missteps we see most often in California small businesses.

  • Using a template operating agreement. Online forms often skip the questions that matter most: decision-making, buyouts and what happens when an owner leaves.
  • Signing the “standard” agreement as is. The first draft usually reflects what the other side wants. Many terms can be negotiated.
  • Signing a personal guarantee without limits. It can put your personal assets on the line for the life of the lease or loan.
  • Going 50/50 with no deadlock plan. When equal owners cannot agree, the business can stall.
  • Calling everyone a contractor. Misclassification can be expensive under California law.
  • Waiting until there is a dispute. By then, the options are fewer and the cost is higher.

How It Works

1. Take the Legal Priorities Quiz

Answer a few questions about your business and see which legal issues to tackle first.

2. We Review Your Documents

We read your formation documents, key contracts and lease, and flag what matters most.

3. We Map Your Priorities

You get a plain-language explanation and a short list of what to fix first.

4. We Handle the Work

We draft, negotiate and update the documents, working with your CPA, broker or lender where needed.

5. You Have a Lawyer to Call

As the business grows, you have a business lawyer who already knows it.

Business owners reviewing an agreement and financial figures at a meeting table

What to Have Ready Before We Talk

Gathering these items ahead of time helps us focus on what matters most.

  • Formation documents: articles, operating agreement or bylaws, and any amendments
  • A current list of owners and their percentages
  • Your most-used customer and vendor contracts
  • Your commercial lease, or the draft or letter of intent if you are about to sign
  • A list of the people you pay as independent contractors
  • Your plans for the next few years: growth, new partners, a purchase or a sale

Working With Your CPA and Other Advisors

Most owners already have a CPA, and some have a broker, banker or insurance agent. We work alongside them. Your CPA advises on taxes and the numbers; we turn the plan into clear, signed legal documents that hold up when something goes wrong.

Fees

We explain how the work will be priced before we start. Defined projects, such as forming an entity or reviewing a lease, can often be handled for a fixed fee. See our fees page for how we price legal work.

Common Questions

Answers to what California small business owners ask most.

A small business lawyer helps protect the business before problems start: formation, contracts, commercial leases, partner agreements and guidance when a dispute or a big decision comes up.

You can file the paperwork on your own. The filing is the easy part. The operating agreement, ownership terms and ongoing compliance are where costly mistakes tend to happen.

An LLC is a legal structure. An S corp is a tax election that an LLC or corporation can make. Which fits depends on your income, your partners and your plans, so we work with your CPA on the tax side.

Yes. We are based in San Diego and serve business owners throughout California.

Often, yes. The first draft usually reflects what the other side wants. A review before you sign shows you what you are agreeing to and what is worth negotiating.

If you own the business with someone else, a written agreement on decision-making, money, roles and exits is one of the most useful documents you can have. It is far easier to write while everyone still agrees.

California uses the ABC test, which presumes a worker is an employee unless all three parts are met. If you rely on 1099 workers, it is worth reviewing how they are classified.

It depends on the work. We explain pricing before we start, and defined projects can often be handled for a fixed fee. See our fees page.

Take the Legal Priorities Quiz. It shows which legal issues to tackle first, and it is a good starting point for a conversation with us.

Related Guides and Services

Questions About Your Business? Talk to Us.

Talk to Us About Your Situation

Or call 619-895-1066. Law Office of Christopher Scott-Dixon APC, 3130 5th Ave Ste 1, San Diego, CA 92103.

This page provides general information, not legal advice. Reading it or contacting the firm does not create an attorney-client relationship.

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