West Palm Beach General Counsel

Business owners in West Palm Beach face a choice that most put off until a dispute forces it: do you wait for a problem and then hire a lawyer, or do you bring one in beforehand? The Andrew M. Schwartz Legal Team offers outside West Palm Beach general counsel services to companies, investors, and family businesses in Palm Beach County, Broward County, and across South Florida, and the firm does it from a litigator’s point of view.

That distinction matters. A general counsel who has spent decades in courtrooms reads a contract differently than one who only drafts them. He knows which clauses become exhibits, which handshake understandings turn into lawsuits, and which missing signatures cost owners real money later. Most business litigation we see traces back to a document that was vague, an agreement that was never written, or a partner relationship that was never papered.

Outside general counsel is not a substitute for an in-house department at a large company. It is a way for a company that does not need a full-time lawyer to have one it can call, one who already knows the business, the owners, and the agreements that govern them.

Why Choose the Andrew M. Schwartz Legal Team as Your Outside General Counsel

The Andrew M. It serves clients in West Palm Beach and throughout Palm Beach County and Broward County, along with clients in New York, New Jersey, and Connecticut who have business or real estate interests here. Its work centers on business divorce, partnership and member disputes, complex contract litigation, partition actions, and real estate transactions and litigation. Through its general counsel program, the firm also serves as a company’s registered agent and handles the contract, compliance, and operational questions that arise in running a business.

Andrew M. Schwartz, the firm’s founder, was admitted to The Florida Bar in 1989 and has spent 37 years in litigation. He earned his undergraduate degree at Emory University in 1986 and his law degree at the University of Miami in 1989. His career has been built around contract disputes, business divorces, and conflicts among partners, LLC members, and shareholders. Sundeep Nath, Senior Counsel, is a Northwestern-trained litigator with 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 a matter knows the file, so when you call with a question, you reach someone who can answer it. There is a strict 24 hour return call policy if the team is in court. Scheduled conference calls are set at times that work for everyone involved.

Recent results show what this litigation background looks like in practice. After a 5-day bench trial, a Broward County circuit court issued a 32-page final judgment awarding the firm’s client specific performance of a commercial real estate contract. Specific performance has a short filing window under Florida law, one year, which is precisely the kind of deadline a company with ongoing counsel is less likely to miss. The firm is also experienced in mediation and arbitration, and looks for the resolution that fits a client’s goals and budget rather than prolonging a case.

What Outside General Counsel Covers for West Palm Beach Companies

• Contract Review and Drafting: Purchase agreements, commercial leases, vendor and customer contracts, loan documents, and construction contracts, written so the wording holds up if the relationship sours. These disputes often turn on the exact language and the history between the parties.
• Operating and Shareholder Agreements: The documents that decide what happens when owners disagree. Buyout formulas, deadlock provisions, valuation methods, and exit terms are far easier to negotiate while everyone is still friendly.
• Registered Agent Service: The firm can act as the company’s registered agent, so that service of process and official notices reach people who will recognize their significance and act on them.
• Compliance and Operational Questions: The everyday calls about whether a deal is structured correctly, what a notice requires, or how to handle a difficult vendor, answered by counsel who already knows your business.
• Real Estate Matters Tied to the Business: Commercial and residential transactions, landlord and tenant issues, failed closings, and purchase contract disputes, including the title and co-ownership problems that arise when property is held with partners or relatives.
• Family and Closely Held Business Planning: Siblings, parents and children, and in-laws who share ownership need clear rules on control, compensation, and succession before the first disagreement.
• Early Dispute Triage: When a partner starts withholding information, money looks wrong, or a counterparty goes silent, counsel who knows the company can decide quickly whether to negotiate, send a demand, or seek court relief.

Contracts, Deadlines, and the Clock That Starts Without a Warning

One of the most practical things a standing relationship with counsel provides is deadline awareness. Florida sets different limitations periods depending on what kind of claim you have, and they are not forgiving. A claim based on a written contract generally must be filed within five years. A claim on an oral or implied agreement gets four. An action to rescind a contract also has four years. Fraud claims run four years from discovery, with an outer limit of twelve years.

Specific performance, the remedy that forces a party to complete a deal such as a real estate sale, carries only one year. A buyer or seller who waits to see whether the other side comes around can lose the remedy entirely. Negligence claims were shortened to two years for causes of action accruing after March 24, 2023, and professional malpractice claims outside the medical field also run two years from when the problem was or should have been discovered.

The five-year written contract period was not changed by that reform. Still, a company that finds out in year four that a partner has been diverting money has little room to spare. Having counsel who tracks these dates, and who is already familiar with your agreements, is cheaper than discovering them after they pass.

Building Exit Terms Before You Need Them

Florida’s LLC and corporate statutes give courts tools to resolve owner disputes, but those tools are blunt compared to what a well-drafted agreement can do. A court can dissolve an LLC when managers or members are deadlocked and irreparable harm is threatened, when assets are being misappropriated or wasted, or when it is not reasonably practicable to carry on the business under the operating agreement. A court may also appoint a receiver or custodian, or order the purchase of a petitioning member’s interest, after a hearing with notice to the parties.

For corporations, a shareholder can seek judicial dissolution on several grounds, and the corporation or other shareholders can often avoid dissolution by electing to buy the petitioner out at fair value. If the parties agree on value and terms within 60 days of the first election, the court enters an order on those terms. An election to purchase is irrevocable unless the court finds it equitable to modify it.

Here is where drafting matters. If an operating agreement or shareholder agreement contains a deadlock sale mechanism and it is initiated before a court finds deadlock grounds, that mechanism can control in place of a judicial dissolution order. Owners who negotiate that clause in advance decide their own exit path. Owners who do not leave it to a judge. Part of what outside counsel does is make sure that clause exists, and that it works.

What to Do Before a Business Problem Becomes a Lawsuit

If you are weighing whether to retain general counsel, start by gathering the documents that define your company: articles of organization or incorporation, the operating or shareholder agreement, any buy-sell terms, major contracts, and leases. If an agreement with a partner exists only as an understanding, write down what was agreed while memories are fresh, and bring it to a lawyer before the disagreement hardens.

If a dispute has already started, keep records and stop making informal concessions by text or email. Do not move or spend contested company funds, and do not let a partner’s deadline pass without a response. If money appears to be leaving the company, speed matters; courts can issue temporary and emergency injunctions to freeze the situation while the case is pending, and the firm is experienced in obtaining them.

Disputes over company or real property in Palm Beach County are heard in the Fifteenth Judicial Circuit, which sits in and for Palm Beach County, with the main courthouse in West Palm Beach. Smaller claims go to county civil court, which handles amounts up to a statutory ceiling that is adjusted periodically, while larger business disputes belong in circuit court. If your company also operates in Broward County, those cases fall under the Seventeenth Judicial Circuit, which has a complex business division for matters such as business entity dissolutions and large business litigation. Federal cases involving diversity or federal questions may belong in the U.S. District Court for the Southern District of Florida, which holds court in West Palm Beach and Fort Lauderdale.

The most common mistake is waiting. Owners call a lawyer after the other side already has counsel, after funds are gone, or after a limitations period has run. A retained relationship removes that lag.

Questions Business Owners Ask About General Counsel

What does outside general counsel actually do?

It means a law firm functions as your company’s legal department on an ongoing basis. The firm advises on contracts, compliance, and operational questions, and handles problems as they come up, rather than only when a lawsuit is filed.

Is outside general counsel worth it for a small business?

Often yes, particularly for companies that have multiple owners, real estate, or significant contracts. Most owners do not need a full-time lawyer, but they do need quick answers and someone who knows their agreements. Early advice usually costs far less than litigation.

Can the firm act as our registered agent?

Yes. Through the general counsel program, the firm serves as a company’s registered agent, so legal papers are received by people who understand what they mean and the deadlines they trigger.

How is this different from hiring a lawyer only when a dispute arises?

A lawyer retained at the moment of crisis has to learn your company, your partners, and your documents under pressure. Counsel who already knows the file can move immediately, and often prevents the disagreement from escalating.

Will my general counsel also handle litigation if it comes to that?

Yes. The firm’s core practice is litigation. If a negotiation fails, the same team that knows your business can file or defend the case, including seeking emergency injunctive relief where assets or property are at risk.

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

Generally five years. Oral or implied contract claims have four years, and a claim seeking specific performance has just one year. Because these periods differ, identifying the right claim early is important.

What happens if my business partner and I are deadlocked?

It depends first on your agreement. If it contains a deadlock sale provision, that process may control. If not, a court can dissolve an LLC when a deadlock cannot be broken and irreparable injury is threatened, and it may appoint a receiver or order a buyout instead.

Can general counsel help with a family business where relatives are co-owners?

Yes. Family-owned companies raise issues of control, pay, and succession that are better settled in writing early. The firm handles these matters discreetly while protecting each client’s financial interests.

If I live in New York or New Jersey but own a company or property here, can you serve as my Florida counsel?

Yes. The firm regularly represents clients from New York, New Jersey, and Connecticut who have business or real estate interests in South Florida. It handles the local court appearances and keeps you informed so you do not need to travel for every hearing.

Does the firm work with other attorneys on Florida matters?

Yes. A significant part of the practice comes from referrals by other lawyers, including out of state attorneys whose clients have Florida disputes and Florida attorneys who do not handle business litigation. The firm respects the referring attorney’s relationship with the client.

Do all business disputes end up in court?

No. Many are resolved through negotiation, mediation, or arbitration. The firm is experienced in all of them and pursues the path most likely to meet your goals efficiently.

General Counsel Services Across West Palm Beach and South Florida

The firm provides outside counsel to companies in West Palm Beach and the surrounding communities of Palm Beach County, including Palm Beach, Lake Worth Beach, Lantana, Boynton Beach, Delray Beach, and Boca Raton. Farther north, it serves businesses in Palm Beach Gardens, Jupiter, Riviera Beach, North Palm Beach, and Juno Beach, and westward in Royal Palm Beach, Wellington, Greenacres, and Belle Glade.

The work extends south into Broward County, where the firm represents owners and investors in Fort Lauderdale, Deerfield Beach, Pompano Beach, Coral Springs, Plantation, Hollywood, and neighboring communities. Clients from New York, New Jersey, and Connecticut who hold business or real estate interests anywhere in this region also rely on the firm as their Florida counsel.

Speak With a West Palm Beach General Counsel Attorney

If your company needs a lawyer who knows the business before the next disagreement arrives, the Andrew M. Schwartz Legal Team can discuss how an outside general counsel relationship would work for you. Whether you are an owner with a growing company, an investor with property held alongside partners, or a family business planning for the future, a West Palm Beach general counsel attorney who also litigates can help you set terms now that you will be glad to have later. Call to schedule a consultation.