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Boca Raton Business Litigation Attorneys > Greenacres General Counsel

Greenacres General Counsel for Businesses and Property Owners

A business owner in Greenacres usually finds out how much a contract, a lease, or an operating agreement matters at the moment someone stops honoring it. The Andrew M. Schwartz Legal Team handles business and real estate transactions and litigation for owners, investors, and families in Palm Beach County and Broward County, and its outside Greenacres general counsel program gives companies a lawyer to call before a disagreement hardens into a lawsuit.

General counsel work is mostly quiet. It is the lease reviewed before it is signed, the operating agreement that actually says what happens when two members disagree, and the vendor contract with a clear payment and termination clause. Most of the expensive disputes we see in court trace back to a document that was signed in a hurry, or never written at all.

The difference between a lawyer who only drafts and one who also litigates is practical. A litigator reads an agreement the way a judge will read it someday, looking for the ambiguous sentence that will become the center of a five-day trial.

What an Outside General Counsel Relationship Covers for a Greenacres Company

Outside general counsel means the firm acts as the company’s standing legal advisor without the salary of an in-house lawyer. Through our general counsel program, the firm also serves as the company’s registered agent, so legal notices and service of process land with lawyers who will recognize them and act on them immediately. That matters more than it sounds. A missed summons can lead to a default judgment, and a registered agent who forwards mail to a former address is a common way for that to happen.

Beyond that, the day-to-day work tends to fall into three buckets: reviewing and negotiating contracts, answering compliance and operational questions as they arise, and flagging problems while they are still cheap to fix. A Greenacres Greenacres general counsel attorney who knows your file can answer a short question in a short call instead of starting from zero each time.

Why Choose the Andrew M. Schwartz Legal Team as Your Company’s Legal Counsel

The Andrew M. Andrew M. He earned his undergraduate degree at Emory University in 1986 and his law degree at the University of Miami in 1989. His career is built around complex contract disputes, business divorces, and conflicts among partners, LLC members, and shareholders. We serve clients in Greenacres and across Palm Beach County, along with Boca Raton, West Palm Beach, Fort Lauderdale, and Broward County.

Sundeep Nath, Senior Counsel, is a Northwestern-trained litigator with years of experience in business and real estate cases in state and federal courts. The firm works as a true legal team, so everyone on a matter knows the file. We keep a strict 24 hour return call policy for times when we are in court, and we schedule conference calls at times that suit everyone involved.

For a general counsel client, the litigation background is the point. In November 2024 the firm announced a result from a Broward County Circuit Court bench trial: after five days of testimony, the court issued a 32-page final judgment awarding our client specific performance of a commercial real estate contract. That outcome turned on the exact wording of the agreement and the parties’ history of dealing, which is the same level of detail we bring to drafting. Our attorneys are also experienced in mediation and arbitration, and we look for the resolution that fits a client’s goals and budget rather than prolonging a case for its own sake.

Business and Property Issues a General Counsel Handles Before They Become Lawsuits

  • Operating and Shareholder Agreements: These documents decide what happens in a deadlock, a buyout, or an expulsion. Florida’s LLC statute lets a court dissolve a company when members are deadlocked and irreparable injury is threatened, but a well-drafted deadlock sale provision can govern instead, so the agreement is worth getting right early.
  • Commercial Leases: Retail, warehouse, and office tenants in the Greenacres area face personal guaranties, repair obligations, and renewal terms that are easy to overlook at signing and hard to renegotiate later.
  • Purchase and Sale Contracts: Real estate and business sale contracts frequently fail at closing. Clear contingencies, deadlines, and default remedies reduce the odds of a failed closing, and of a suit for specific performance afterward.
  • Vendor, Construction, and Loan Documents: Payment terms, change-order procedures, and default clauses are where these relationships usually break down.
  • Partner and Family Ownership Structures: Siblings, spouses, and parents and children who share a company need written answers about control, compensation, and exit before the business needs one.
  • Co-Owned Real Estate: When owners hold property together, a written agreement about use, expenses, and sale can head off a partition action, in which a court divides the property or orders it sold.
  • Compliance and Registered Agent Duties: Entity filings, notices, and routine operational questions are handled so that nothing falls through the cracks.

What to Do Now If a Business Relationship in Greenacres Is Starting to Fray

Start by gathering the paper. Pull the operating or shareholder agreement, every amendment, the lease or purchase contract, bank statements for the company accounts, and the emails or texts where the disagreement began. People often wait until litigation is underway to look for these, and by then someone may have deleted something.

Check the clock. Florida gives five years to sue on a written contract and four years on an oral or implied one. A fraud claim runs four years from discovery, and a rescission claim runs four years. A claim for specific performance has only one year, which is short enough that waiting can cost you the remedy entirely. Negligence claims now carry a two-year period for causes of action arising after March 24, 2023, and professional malpractice claims also run two years from when the claim is, or should have been, discovered.

If you suspect money is leaving the company, do not confront the partner first. Document what you can see, and talk to a lawyer about whether an emergency injunction is needed to keep assets from being moved or spent while the case is pending. Courts can act quickly on these requests, but they want evidence, not suspicion.

Know where your case would be heard. Greenacres is in Palm Beach County, which sits in the Fifteenth Judicial Circuit, and the main courthouse is in West Palm Beach, with branch courthouses elsewhere in the county. Disputes above the county court ceiling, which has been adjusted by statute and will be adjusted again, go to circuit court. Smaller claims go to county court, and small claims remain a separate track for the lowest amounts. For clients with Broward County disputes, the Seventeenth Judicial Circuit has a complex business division that handles large business litigation and certain entity dissolutions. Federal cases between diverse parties can land in the Southern District of Florida, which holds court in West Palm Beach and Fort Lauderdale.

Finally, avoid the common mistakes: signing a buyout or release before a lawyer has read it, continuing to accept benefits under a contract you are claiming was breached, and letting informal side arrangements stand in for written terms.

How General Counsel Work Intersects With Disputes Over Property and Ownership

Many Greenacres business owners also hold real estate, sometimes in the company’s name and sometimes personally. When co-owners disagree, Florida’s partition statute lets a court divide the land or order it sold at public auction with the proceeds shared in proportion to ownership. If the property qualifies as heirs property, meaning it passed among relatives and meets the statute’s conditions, a separate set of protections applies, including a process designed to favor keeping the property in the family when possible.

Title is a related problem. A quiet title action asks the court to remove a cloud on title, and Florida requires the plaintiff to trace title back at least seven years unless the court orders otherwise. Adverse possession claims in Florida generally require seven years of continuous possession and, for claims without color of title, a formal return filed with the property appraiser. Catching a defect in a deed or a gap in the chain of title during a transaction is far cheaper than litigating it afterward.

For business entities, the exit rules matter just as much. A member or manager of a Florida LLC can ask a court to dissolve the company on grounds that include deadlock, misappropriation of assets, or an inability to operate under the operating agreement, and the court may appoint a receiver or order a buyout of the petitioner’s interest. Shareholders of a corporation have a parallel statute, which allows the company or the other shareholders to elect to buy out a petitioning shareholder at fair value. If the parties agree on price and terms within 60 days, the court enters an order on those terms. Knowing these rules in advance shapes how an agreement should be drafted today.

Questions Greenacres Business Owners Ask About General Counsel Services

What does outside general counsel actually do?

Outside general counsel is a lawyer or firm that acts as a company’s ongoing legal advisor on contracts, compliance, and day-to-day operational questions, without the overhead of a full-time employee. Our program also includes serving as the company’s registered agent.

Is a general counsel arrangement only for large companies?

No. Small and mid-sized companies often benefit most, because they usually have no in-house lawyer and tend to learn about legal exposure only after a dispute starts.

How is this different from hiring a lawyer only when there is a problem?

A lawyer who already knows your agreements, ownership structure, and history can answer questions quickly and spot problems early. A lawyer brought in mid-crisis has to learn the business while the clock is running.

Can a general counsel lawyer also litigate if a dispute does arise?

Yes, and that is a core advantage of working with a litigation firm. The same team that advised you can represent you in court, mediation, or arbitration without a handoff.

What does it mean to have the firm as our registered agent?

The registered agent receives legal notices and service of process on the company’s behalf. Having lawyers in that role means a lawsuit or official notice reaches people who will recognize its significance and respond within the deadlines.

How long do I have to sue for breach of a written contract in Florida?

Five years for a legal or equitable action founded on a written instrument. Oral or implied contract claims have four years, and a specific performance claim has just one year, so the type of remedy sought changes the clock.

Did the 2023 change to the negligence deadline affect contract claims?

No. The reform that reduced the negligence deadline to two years did not change the five-year period for written contracts or the four-year period for intentional torts. It applies to causes of action that accrued after March 24, 2023.

Can you help me draft a deadlock provision for my LLC?

Yes. A deadlock sale or buyout provision is one of the most useful clauses an operating agreement can contain. Under Florida’s LLC statute, a deadlock sale provision that is initiated before the court finds grounds for dissolution can apply instead of a judicial dissolution order, so the drafting has real consequences.

My co-owner and I are family. Does that change how you structure an agreement?

It changes the tone more than the law. Family businesses need the same clear terms on control, compensation, and exit, but they also need them written with discretion, because the relationship is at stake alongside the company.

I live in New York, New Jersey, or Connecticut but own a business or property in Palm Beach County. Can you represent me?

Yes. We regularly represent clients from those states with interests in South Florida, handle local court appearances, and keep you informed so you do not have to travel for every hearing.

Do you work with other attorneys on referral matters?

Yes. A significant part of our practice comes from referrals by other lawyers, including out of state counsel whose clients have Florida disputes. We communicate with referring counsel throughout and respect the existing client relationship.

Does every business dispute end up in court?

No. Many are resolved through negotiation, mediation, or arbitration, and our attorneys are experienced in each. The goal is the outcome that serves the client’s objectives at a sensible cost.

Serving Greenacres and South Florida Companies With Outside Counsel and Litigation

Our work starts in Greenacres and extends across Palm Beach County, including Lake Worth Beach, Lantana, Palm Springs, Atlantis, Royal Palm Beach, Wellington, Boynton Beach, Delray Beach, West Palm Beach, and Boca Raton. We also represent business owners and property investors in Broward County, including Fort Lauderdale, Deerfield Beach, Pompano Beach, Coral Springs, and Hollywood. Many of our clients live elsewhere, particularly in New York, New Jersey, and Connecticut, but own companies, investment property, or a share of real estate in South Florida, and we handle the local proceedings for them.

Contact a Greenacres General Counsel Attorney at the Andrew M. Schwartz Legal Team

If your company needs regular legal guidance, or if a partner or co-owner relationship is already under strain, a conversation with a Greenacres general counsel attorney early on is usually the least expensive step you can take. The Andrew M. Schwartz Legal Team has represented South Florida businesses and property owners in transactions and litigation, and we can tell you plainly what your documents say and what your options are. Call our office to schedule a consultation.

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