Business & Employment

Business Formation and Internal Governance Agreements

New companies must take steps to comply with the law even before opening their doors for the first time. The Rabb Law Firm’s business and commercial law attorneys are routinely asked to prepare internal governing documents for their clients (such as operating agreements, bylaws, articles of incorporation, etc.). These internal agreements control, for example, how the new business is managed, how profits and losses are shared, and how transfers of ownership interests are dealt with.

While the selection of the appropriate business entity and its governing documents will depend on numerous factors, the primary purpose of most entities is to shield its owners from individual liability. Operating a business that is not set up to provide limited liability means that the owners are putting all of their personal assets within reach of the business's creditors. By working with The Rabb Law Firm at the inception of the business, this situation can easily be avoided.

Corporate & Industry Compliance

Increasing regulatory burden demands sophisticated legal counsel to ensure compliance with federal, state and local legal requirements. Moreover, to lead an organization to success there has been a growing focus on “best practices” in many industries.

Legal compliance and best practices issues arise in a wide variety of contexts, including agricultural and commodities operations, food and beverage services, alcohol sales, real estate development and investments, holding companies, utilities operations and foundation organizations. The Rabb Law Firm offers governance and compliance advice to assistance the specific needs of each of our clients.

Addressing client needs sometimes requires our firm to assist an entity in a variety of ways. Our attorneys help conduct board meetings, prepare appropriate resolutions and best practices in the preparation of corporate minutes. Our attorneys also prepare codes of conduct for officers, directors, and employees. We also assist in risk management and risk oversight systems and responsibilities. Executive compensation is an area that is heavily scrutinized. As such, The Rabb Law Firm also offers services that include: ERISA and Section 409A compliance, deferred compensation plans, incentive compensation claw-back provisions, related party transaction monitoring and approval, director and officer fiduciary duties, whistleblower systems and internal investigations, and regulatory compliance.

Navigating Complex Commercial Transactions – Mergers and Acquisitions, Purchases and Sales

While many commercial transactions are within the ability of business owners to handle on their own, others are not; especially when a deal touches on complicated and evolving areas of the law, such as securities regulation, internet commerce, mergers and acquisitions, or sales governed by the Uniform Commercial Code. In heavily regulated industries in particular, companies rely on The Rabb Law Firm for advice regarding the latest legal developments affecting their businesses.

Even for savvy businesspeople, transactional issues can develop when emotions become involved. The Rabb Law Firm provides valuable insight into a transaction, not only because of our attorneys’ legal training, but also because of the objective nature of our analysis. This allows our attorneys to spot issues overlooked by business owners and managers who may be too emotionally invested to see a deal through.

Preemptive Measures to Avoid Litigation

Business law provides rules and guidance for companies to follow before disputes occur. Attorneys at The Rabb Law Firm are experienced in structuring transactions to minimize a company's litigation-exposure. This sort of strategic legal maneuvering can save the company huge amounts of money in the long-run.

While it is impossible to structure a transaction to avoid all disputes or every possible litigation, The Rabb Law Firm’s litigation attorneys are well versed in business disputes. At The Rabb Law Firm we believe that our legal knowledge of the transaction informs our litigation strategy. As such, The Rabb Law Firm has both business transactional attorneys and business litigation attorneys to help you, and your business, thrive.

Business also includes employment. We have you covered there to.

Today’s changing business needs require Montana employers to constantly evaluate the needs of their workforce. The Rabb Law Firm’s Employment Law Group has a strong employment and labor law practice with a primary objective that mirrors those of our clients: to quickly and efficiently address workforce challenges facing every aspect of the employer-employee relationship so that you can continue doing business as usual.

The Rabb Law Firm’s attorneys deliver employment insight, legal acumen, and trial skills to navigate complex employment issues which are often time sensitive and intense.

Recruiting

Our attorneys are well-versed in advising on all aspects of the recruiting process, including legal issues surrounding background checks, drug testing, pay equity and pay transparency, providing accommodations in compliance with the Americans with Disabilities Act (ADA) and providing guidance through the application and interview process.

Employee Relations

Our attorneys provide advice and guidance on multiple employee relations issues that occur throughout the employment relationship:

• Employment Discrimination and Retaliation. Employee complaints alleging discrimination and harassment are important and serious. These complaints are frequently based on race, sex, national origin, age, pregnancy, disability, and sexual orientation, and such complaints are often associated with retaliation claims. The Rabb Law Firm can provide employers with guidance on the appropriate response and remedial measures as well as negotiating settlements and defending employers in administrative and court proceedings against such allegations.

• Disability Accommodation and Leave Issues. Managing employee absences, leave requests, and responding to accommodation requests based upon disability and/or injury are fact specific, complex and frequently litigated. The Family and Medical Leave Act (FMLA) and the Americans with Disabilities Act (ADA) require many employers to promptly address leave of absence and disability issues carefully. The Rabb Law Firm provides a practical problem-solving approach when advising employers on such issues to ensure compliance while addressing and preventing potential employee abuse of such laws.

• Wage & Hour Laws. Minimum wage, overtime, and other wage payment requirements present compliance challenges. Noncompliance with these statutes and regulations can have devastating financial consequences for employers, including payment of back pay, fines, and penalties. The Rabb Law Firm can help employers navigate these complex issues with various prevention techniques, as well as defend employers throughout related litigation in court and administrative agencies.

• Termination & Performance Management. Many companies conduct performance evaluations of their employees. Documentation of employee performance establishes expectations, assists in the evaluation of raises, bonuses, and promotions and protects employers in the event disciplinary action is necessary. The Rabb Law Firm’s Employment Group assists with assessing these business practices and procedures, counsels on suggested changes to them, and addresses litigation that arises from them when necessary.

• Reductions In Force. Company-wide reductions in force or lay-offs trigger important and complicated legal obligations for employers. The Rabb Law Firm provides guidance to employers in such circumstances including the establishment of selection criteria and business justifications as well as advising employers on the application of various laws triggered in these situations, such as the Worker Adjustment and Retraining Notification (WARN) Act, the Older Workers Benefit Protection Act (OWBPA) and other important laws.

Policies and Agreements

• Policy & Procedure Manuals / Employee Handbooks. Although a well-written policy manual or employee handbook may serve as a helpful tool to employers, a policy or handbook which does not comply with the law may have the opposite effect. The Rabb Law Firm is experienced in counseling and assisting in the creation and enforcement of company policies and procedures and employee handbooks to ensure compliance with state and federal law. This includes sexual harassment policies, parental leave policies, paid time off (PTO)/sick/vacation leave policies, the Americans With Disabilities Act (ADA) reasonable accommodation policies, Family Medical Leave Act (FMLA) policies, and progressive discipline policies, all of which contain frequently litigated subjects.

• Employment Agreements (including Restrictive Covenant Agreements). The Rabb Law Firm regularly negotiates and drafts all types of employment related agreements including executive employment agreements, retention agreements, confidentiality agreements, restrictive covenant agreements (including non-competition and/or non-solicitation agreements), separation agreements and independent contractor agreements.

Workplace Investigations

Employers continuously encounter legal and regulatory risks associated with complex and constantly changing labor and employment laws and need to be able to respond quickly and appropriately to workplace risks. To minimize such risks, it is often necessary to quickly conduct investigations of employee claims alleging improper conduct or allegations of employee malfeasance. The Rabb Law Firm personally conducts workplace investigations and also helps employers identify and resolve workplace issues to minimize future liability.

Benefit Plans

Employee benefit and executive compensation plans are highly regulated, complicated and involve the application and knowledge of numerous detailed laws including the Employee Retirement Income Security Act (ERISA), Consolidated Omnibus Budget Reconciliation Act (COBRA) and the Health Insurance Portability and Accountability Act (HIPAA). The Rabb Law Firm can help provide employers with creative solutions and programs to address employee benefits and executive compensation issues and concerns.

Labor Law

The traditional areas of labor law such as collective bargaining agreements and union organizing campaigns are complex and dynamic. Many employers are unaware that the National Labor Relations Act (NLRA) is still applicable to non-union workforce. The Rabb Law Firm can provide guidance and advice to ensure NLRA compliance in employer policies, procedures and internal communications and provide training relating to union recognition and if applicable, union avoidance.