Weston Business Transactions Attorney

Weston business owners, investors, and professionals make deal decisions every week: whether to sign a purchase agreement as drafted, how to structure a new LLC with a partner, what a commercial lease actually obligates you to do, or whether to accept a buyer’s terms. The Andrew M. Schwartz Legal Team is a business litigation and transactions firm that represents owners, investors, and families across Broward County, Palm Beach County, and the rest of South Florida, and we work with clients who need a Weston business transactions attorney to get the paperwork right before it becomes the subject of a lawsuit.

The reason to care about transaction drafting is simple: nearly every business dispute we see is decided by the wording of a document. Operating agreements that never addressed deadlock, purchase contracts with vague closing conditions, and loan documents that left out who guarantees what all end up in front of a judge. Weston sits in western Broward County, and disputes arising from deals here are generally heard in the Seventeenth Judicial Circuit. A transaction lawyer who also litigates drafts with that courtroom in mind.

Why Choose the Andrew M. Schwartz Legal Team for Business Transactions

The Andrew M. Founder Andrew M. Schwartz was admitted to The Florida Bar in 1989 and has spent 37 years in litigation, with a career built around complex contract disputes, business divorces, and conflicts between partners, LLC members, and shareholders. He earned his undergraduate degree from Emory University and his law degree from the University of Miami. Senior Counsel Sundeep Nath, a Northwestern-trained litigator, brings years of experience in business and real estate cases in state and federal courts.

That litigation background shapes how we handle transactions. We have seen what happens when an agreement is tested, so we pay attention to the clauses that matter most when relationships sour: buyout mechanics, valuation methods, authority limits, dispute resolution, and exit rights. The firm practices as a true legal team, so everyone working on a matter knows the file, and we keep a strict 24 hour return call policy. Our attorneys are experienced in mediation and arbitration as well as courtroom litigation, and we aim for the result that fits a client’s goals and budget rather than prolonging a matter.

Our results reflect that experience. After a 5-day bench trial, a Broward County circuit court issued a 32-page final judgment awarding our client specific performance of a commercial real estate contract. A win like that depends on a contract that was written and documented well enough to be enforced as written.

Business Transactions Our Weston Clients Bring to Us

• Purchase and Sale of a Business: Asset versus equity deals, representations and warranties, earn-outs, seller financing, and indemnification terms are where buyers and sellers most often end up disputing a deal after closing.
• Operating Agreements and Shareholder Agreements: Management authority, capital contributions, distributions, transfer restrictions, and buy-sell provisions determine what happens if owners stop agreeing. Florida’s LLC statute lets a court dissolve a company in several situations, including deadlock and misappropriation of assets, but a well-drafted agreement can supply a private solution first.
• Commercial Real Estate Contracts and Leases: Purchase and sale contracts, contingencies, closing deadlines, and commercial lease terms for retail, office, and professional space around Weston and the surrounding Broward County market.
• Loan and Financing Documents: Promissory notes, personal guarantees, security terms, and default provisions that can reach an owner’s personal assets if misunderstood.
• Construction and Vendor Contracts: Scope, payment milestones, change orders, and termination rights for owners who build out space or contract for services.
• Partner and Investor Arrangements: Joint ventures, co-investment structures, and side agreements between friends or family members who go into business together, where informal handshakes later become formal disputes.
• Ongoing Outside General Counsel Support: Through our general counsel program, the firm can serve as registered agent and handle contract, compliance, and operational questions as they arise.

What to Do Before You Sign or After a Deal Goes Wrong

If you have not yet signed, the most valuable step is to have the agreement reviewed in full, including exhibits and any documents it incorporates by reference. Ask who controls decisions, how profits and losses are allocated, what happens if one party stops performing, how a dispute will be resolved, and how an owner exits. Gaps in these answers are far cheaper to fix before signing than after.

If a deal has already soured, start by gathering the signed agreement and every amendment, along with emails, texts, invoices, bank records, and anything showing how the parties actually behaved. Courts read contracts alongside the parties’ course of dealing, so informal communications can matter a great deal. Avoid making new written promises, admitting fault, or moving money out of disputed accounts while you get advice.

Deadlines drive many of these decisions. Under Florida law, a legal or equitable action on a written contract generally must be filed within five years. A claim on an oral or implied contract has four years, and an action to rescind a contract also has four. A fraud claim carries four years from discovery, with an outer limit of 12 years. A claim for specific performance has a much shorter window of one year, which is why a buyer or seller who wants a court to compel a closing should not wait. Professional malpractice claims, whether framed in contract or tort, run two years from when the claim was or should have been discovered.

Where a lawsuit is necessary, the forum depends on size and type of dispute. County court hears civil claims up to a statutory ceiling that the legislature adjusts periodically, and claims above that go to circuit court. Weston is in Broward County, so circuit cases are heard in the Seventeenth Judicial Circuit, which maintains complex business divisions for matters such as large business litigation and dissolution of certain business entities. Cases involving federal questions or diverse parties may belong in the United States District Court for the Southern District of Florida, which sits in Fort Lauderdale and West Palm Beach, among other places. Where a business dispute cannot wait, we also pursue temporary and permanent injunctions to stop assets from being moved or a deal from being undone while the case proceeds.

Dissolution, Buyouts, and Exit Rights in Florida Entities

A transaction is not only about getting in. It is also about getting out, and Florida statutes give owners remedies that interact with what the agreement says. For an LLC, a court may dissolve the company on a member’s or manager’s petition if the business is run unlawfully, if it is not reasonably practicable to carry on activities under the operating agreement, if controlling members act illegally or fraudulently, if assets are being misappropriated or wasted, or if owners are deadlocked and irreparable injury is threatened. In such a proceeding a court may appoint a receiver or custodian after notice and a hearing, or order a purchase of the petitioning member’s interest. A deadlock sale provision in the operating agreement, if properly initiated before the court finds deadlock, can take priority over those remedies.

For corporations, a shareholder petition for judicial dissolution can lead the corporation or other shareholders to elect to buy the petitioner’s shares at fair value. If the parties agree on value and terms within 60 days after the first election is filed, the court enters an order on those terms, and the election is generally irrevocable unless the court finds it equitable to modify it. These statutory paths are why we draft buy-sell and valuation provisions carefully: a clear private mechanism usually costs less than a contested court-supervised one.

Weston Business Transactions Questions Answered

What does a business transactions attorney actually do?

A business transactions attorney drafts, reviews, and negotiates the agreements that create and govern a business: purchase contracts, operating and shareholder agreements, leases, financing documents, and vendor or partner arrangements. The goal is to allocate risk clearly and to make the documents enforceable if a dispute arises.

Do I need a lawyer to buy or sell a small business?

You are not legally required to hire one, but the cost of a poorly drafted purchase agreement usually exceeds the cost of review. Issues such as liabilities that transfer with the business, restrictions on competing, and post-closing adjustments are easy to overlook without counsel.

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

Five years for an action founded on a written instrument. Oral or implied contract claims have four years. Recent changes to Florida’s negligence deadline did not alter the five-year written-contract period.

What is the deadline for seeking specific performance?

One year. Because that is much shorter than the contract deadline, a buyer or seller who wants a court to order a deal completed should consult counsel promptly rather than assume five years applies.

Can a court force me to buy out or be bought out by a business partner?

In a judicial dissolution proceeding, Florida law allows buyout remedies. For corporations, the company or other shareholders can elect to purchase a petitioning shareholder’s shares at fair value. For LLCs, a court may order a purchase of a petitioning member’s interest. The operating or shareholder agreement may also supply its own buyout or deadlock sale mechanism.

What happens if my operating agreement says nothing about deadlock?

Florida’s LLC statute still provides a path: if members are deadlocked, cannot break it, and irreparable injury to the company is threatened or occurring, a court may dissolve the company or order other relief. That outcome is slower and less predictable than a negotiated provision, which is why we recommend addressing it in the agreement.

Should I put a handshake deal in writing even if my partner is a friend or relative?

Yes. Many of the disputes we handle involve family members or close friends who started a business informally. Written terms on ownership, compensation, and exit protect the relationship as much as the money.

Can you help if my business partner lives out of state?

Yes. We regularly represent clients from New York, New Jersey, and Connecticut who have business or real estate interests in South Florida, and we handle local court appearances so you do not have to travel for every proceeding.

Is a deal ever enforceable if the other side refuses to close?

It can be. A court can order specific performance of a real estate or business contract in appropriate cases, as occurred in a commercial real estate matter our firm tried to judgment after a five-day bench trial. Success depends on the contract language, your own performance, and acting within the one-year filing window.

Do transaction disputes have to go to court?

No. Many are resolved through negotiation, mediation, or arbitration, depending on what the contract requires. Our attorneys are experienced in each of these, and we pursue the path most likely to meet your goals efficiently.

Do you work with other attorneys on Florida transactions?

Yes. A significant part of our practice comes from referrals from other lawyers, including out of state attorneys whose clients have Florida business or real estate matters. We keep referring counsel informed and respect their relationship with the client.

Serving Business Transactions Clients Across Weston and South Florida

We represent business owners and investors in Weston and throughout western Broward County, including Davie, Cooper City, Sunrise, Plantation, Pembroke Pines, Miramar, and Southwest Ranches. Our Broward County clients also come from Fort Lauderdale, Coral Springs, Parkland, Coconut Creek, Margate, Tamarac, Lauderhill, Hollywood, Hallandale Beach, and Deerfield Beach. To the north, we serve Palm Beach County communities including Boca Raton, Delray Beach, Boynton Beach, Wellington, Royal Palm Beach, Palm Beach Gardens, Jupiter, and West Palm Beach.

Many of our clients live elsewhere but own companies, investment property, or a share of real estate here, and we regularly work with owners from New York, New Jersey, and Connecticut. Whether the deal involves a Weston storefront, an office condominium, a family company, or an investment partnership, we handle the transaction and, if it comes to that, the courtroom.

Speak With a Weston Business Transactions Lawyer Today

If you are about to sign an agreement, restructure ownership, or sort out a deal that is not going as planned, a conversation with a Weston business transactions lawyer at the Andrew M. Schwartz Legal Team can clarify where you stand and what the documents actually say. We return calls within 24 hours and can arrange conference calls at times that work for everyone involved. Call us to schedule a consultation about your transaction.