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Boca Raton Business Litigation Attorneys > Broward County Business Transactions Attorney

Broward County Business Transactions Attorney

Before you sign a purchase agreement, bring in a partner, take a loan secured by company assets, or sign a lease for a second location in Broward County, the document in front of you is doing more work than it looks like. The Andrew M. Schwartz Legal Team handles business transactions and litigation, real estate transactions and litigation, and outside general counsel work for owners, investors, and families across Broward County, Palm Beach County, and the rest of South Florida.

If you are searching for a Broward County business transactions attorney, you are probably at one of two moments: about to commit to a deal, or already living with one that is not working. Both matter. A well-drafted agreement is the cheapest dispute resolution tool a company will ever buy, and a poorly drafted one is the usual starting point of the business lawsuits we see. Our transactional work is shaped by the litigation experience behind it, because we know which sentences end up being argued over in front of a judge.

What a Deal Looks Like When It Is Built to Survive a Fight

Most transactional lawyers draft for the day the deal closes. A litigator drafts for the day it goes wrong. That difference shows up in small places: how a capital contribution obligation is defined, whether an operating agreement says what happens when two equal owners deadlock, who decides what a business is worth in a buyout, and what the parties agreed would happen to money that moves between accounts.

Florida courts enforce the written agreement. When the language is clear, the judge reads it and applies it. When it is vague, the case turns on the history of how the parties dealt with each other, which means emails, text messages, and who said what at a closing table. A business transactions attorney in Broward County who has spent years on the other side of those disputes will push to resolve the ambiguity while everyone is still friendly.

Why Broward Business Owners Choose the Andrew M. Schwartz Legal Team

The Andrew M. Andrew M. Schwartz, the firm’s founder, was admitted to The Florida Bar in 1989 and has spent 37 years in litigation, with his career centered on complex contract disputes, business divorces, and conflicts among partners, LLC members, and shareholders. He earned his undergraduate degree at Emory University in 1986 and his law degree at the University of Miami in 1989. Senior Counsel Sundeep Nath, a Northwestern-trained litigator, brings years of experience in business and real estate cases in both state and federal courts.

The firm practices as a true legal team. Everyone working on your matter knows the file, so you are not starting over each time you call, and the firm keeps a strict 24 hour return call policy if we are in court. Clients tell us, and Andrew’s own philosophy reflects, that most people do not actually want the loudest lawyer in the room. They want someone who acts as the situation requires, uses finesse when finesse will do, and keeps legal fees in proportion to what is at stake.

The litigation record matters on the transactional side. After a five-day bench trial in Broward County Circuit Court, the firm obtained a 32-page final judgment awarding its client specific performance of a commercial real estate contract. Winning that kind of result requires a deep understanding of how purchase and sale contracts are written, how deadlines and conditions operate, and how a court reads them when a closing falls apart. We bring the same lens to the contracts we help clients draft and negotiate. Our attorneys are also experienced in mediation and arbitration, and we look for the resolution that fits your goals and budget rather than stretching a dispute out for its own sake.

Transactions and Documents We Handle for Broward Clients

  • Business Purchase and Sale Agreements: Buying or selling a company turns on representations, indemnities, price adjustments, and what happens if the numbers presented at signing do not hold up afterward. We negotiate and draft these terms with the post-closing dispute in mind.
  • Operating Agreements and Shareholder Agreements: These govern management authority, capital calls, transfer restrictions, buyout formulas, and deadlock. Many of the business divorces we litigate trace back to an agreement that was silent or unclear on exactly these points.
  • Commercial Real Estate Contracts: Purchase and sale contracts, commercial leases, and related closing documents for owners and investors across Broward. Deadlines, contingencies, and default provisions are where failed closings are won or lost.
  • Loan Documents and Security Arrangements: Promissory notes, guaranties, and security terms carry personal exposure that owners sometimes underestimate until a lender or co-guarantor comes calling.
  • Construction and Vendor Contracts: Payment terms, change orders, and completion standards in contracts with contractors and suppliers are a common source of high-stakes contract litigation.
  • Partnership and Co-Ownership Arrangements: Family businesses, friends who start a company together, and investors who hold property jointly all benefit from written terms that address control, compensation, and exit before disagreement sets in.
  • Outside General Counsel Services: For companies that want regular legal access without an in-house lawyer, our general counsel program covers contract, compliance, and operational questions, and the firm can serve as the company’s registered agent.

How These Matters Usually Unfold, and What to Do Right Now

If you are at the front end of a deal, the best thing you can do is bring us the draft early, before a letter of intent hardens into positions that are difficult to walk back. We will read the document the way an opposing lawyer would read it in a lawsuit, flag what is missing, and tell you what is negotiable and what is boilerplate. Gather the existing paper: prior agreements, entity documents, loan terms, and any correspondence that shows what the parties understood. If you are bringing in a co-owner, decide before signing how a buyout would be priced and who gets to start it, because those questions are nearly impossible to answer fairly once the relationship has soured.

If the deal has already gone sideways, the first conversation is usually about the agreement itself and the calendar. Florida sets different deadlines depending on the claim. A claim founded on a written contract generally has a five-year limitations period, while a contract claim that is oral or implied has four years. A fraud claim runs four years from discovery, with an outer limit of twelve years, and an action to rescind a contract has four years. A suit for specific performance, which is what a buyer files to force a seller to close, has a one-year period, and that short window catches people off guard. Professional malpractice claims, whether based on contract or tort, carry two years from when the problem was or should have been discovered. Do not assume you have the longest deadline; identify which claim you actually have.

Where a dispute is heading to court in Broward County, the case is heard in the Seventeenth Judicial Circuit. Claims above the county court ceiling are filed in circuit court, and the Seventeenth Circuit maintains complex business divisions that handle larger business and construction disputes, certain business dissolutions, and assignments for the benefit of creditors. A qualifying case can be filed directly into those divisions by following the circuit’s administrative order, which is one reason we think about venue and filing strategy before the complaint is drafted. Broward civil matters are heard at the Central Judicial Complex in Fort Lauderdale and at the regional courthouses in Deerfield Beach, Hollywood, and Plantation. Cases with federal jurisdiction go to the Southern District of Florida, which holds court in Fort Lauderdale and West Palm Beach.

The most common mistakes we see are signing first and asking questions later, relying on a handshake understanding that nobody wrote down, letting a deadline pass while the parties negotiate informally, and moving or spending disputed funds before anyone has documented what is owed. When money or assets are at risk of disappearing, a court can grant temporary or emergency injunctive relief, and acting quickly makes that remedy realistic.

When a Transaction Turns Into a Business Divorce

Not every deal stays a deal. When co-owners reach an impasse, Florida law gives the court real tools. For an LLC, a member or manager can seek judicial dissolution where the owners are deadlocked and irreparable injury to the company is threatened, where it is no longer reasonably practicable to operate under the operating agreement, where controlling members are acting illegally or fraudulently, or where assets are being misappropriated or wasted. The court can appoint a receiver or custodian after a hearing, or order a buyout of the petitioning member’s interest instead of dissolving the company outright. An operating agreement with a deadlock sale provision that is properly started before the court finds deadlock can control the outcome instead.

Corporations have a parallel framework. A shareholder petitioning for dissolution may find that the corporation or other shareholders 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 irrevocable unless the court finds it equitable to modify it. The corporation must notify other shareholders within 30 days of the proceeding so they know they can avoid dissolution by buying out the petitioner. During the case, a court can issue injunctions, appoint a receiver, and take steps to preserve company assets. How your original documents define value, process, and control often determines how smoothly all of this goes, which is exactly why the drafting stage matters.

Questions Broward Business Owners Ask About Transactions

What does a business transactions attorney actually do?

We advise on, negotiate, and draft the agreements that create, transfer, or finance a business or its property: purchase agreements, operating and shareholder agreements, leases, loan documents, and vendor or construction contracts. We also advise on how those documents will be read if a dispute arises.

Do I need a lawyer if the other side has already sent a draft?

A draft from the other side reflects their priorities. Having your own attorney review it before you sign is usually far less expensive than litigating what it meant afterward, and many terms that look standard are negotiable.

How long do I have to sue over a broken contract in Florida?

For a contract founded on a written instrument, the limitations period is five years. For an oral or implied contract it is four years. These periods generally run from the breach, and other claims tied to the same deal can have shorter deadlines.

What is the deadline to sue for specific performance?

A specific performance action has a one-year limitations period under Florida law. Buyers or sellers trying to force a closing should speak with a lawyer quickly rather than waiting to see whether the other side comes around.

Can I bring in a business partner without losing control of my company?

Yes, if the operating or shareholder agreement is drafted for it. Voting rights, management authority, transfer restrictions, and buyout terms can all be structured so that a new owner has a defined role and a defined exit.

What should an operating agreement say about deadlock?

It should state how a tie between equal owners gets resolved, whether through a buy-sell mechanism, mediation, a neutral decision-maker, or a sale. Florida allows a properly started deadlock sale provision to take the place of a court-ordered dissolution, so the terms you write matter.

Which Broward court hears a business contract dispute?

Disputes within the county court limit are heard there, and larger disputes go to the Seventeenth Judicial Circuit, which sits in and for Broward County. Qualifying large business cases can be directed to its complex business divisions, and federal-question or diversity cases may belong in the Southern District of Florida.

Can you help if my business partner is in another state, or I live in New York?

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

Is outside general counsel worth it for a small business?

Often, yes. Regular access to a lawyer who knows your company tends to catch contract and compliance problems early, and having a litigator involved before a dispute starts often keeps a disagreement from becoming a lawsuit.

Does every business dispute end up in court?

No. Many are resolved through negotiation, mediation, or arbitration, and our attorneys are experienced in all three. We pursue the path most likely to meet your goals efficiently, and litigate when that path is the right one.

Do you work with other attorneys on Florida business matters?

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

Business Transactions Representation Across Broward and Neighboring Counties

Our Broward County work reaches from Fort Lauderdale and Hollywood through Pompano Beach, Deerfield Beach, Coral Springs, and Plantation. We represent owners and investors in Sunrise, Davie, Weston, Pembroke Pines, Miramar, and Hallandale Beach, as well as Lauderhill, Tamarac, Margate, Coconut Creek, Parkland, Oakland Park, and Lighthouse Point. Whether the business is a family company in a strip center, a commercial property held among investors, or a closely held LLC with out-of-state members, we handle the deal and any dispute that follows it.

The firm also serves clients in neighboring Palm Beach County, including Boca Raton and West Palm Beach, and works with clients across South Florida. Many of our clients live in New York, New Jersey, and Connecticut and own businesses or property here, and we manage the Florida side of those matters so they can stay focused on running their business.

Talk With a Broward County Business Transactions Lawyer Before You Sign

Whether you are negotiating a purchase, restructuring ownership, or trying to repair a deal that has gone wrong, a conversation with a Broward County business transactions lawyer at the Andrew M. Schwartz Legal Team can show you where the risks are before they become expensive. Call us to discuss your transaction or dispute and learn what a practical path forward looks like.

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