Foreword

YOU CAN SPOT ENTREPRENEURS easily when they talk about their businesses and dreams. Their passion and fascination with their business—and others’ businesses—is remarkable. When I met Scott, Mike and Marc, I knew before they told me about the many businesses they’ve collectively started that these were talented, insightful, seasoned entrepreneurs. We quickly agreed to develop the Crash Course for Entrepreneurs together. For this volume in the series, we invited Mark Moon to contribute his considerable legal expertise, as both entrepreneur and attorney.

The aim of this series is to give you high-level overviews of the critical things you need to know and do if you want to start (or you’re already running) your own business. In a two-hour read. Of course, there’s much more to know about every topic covered, but we believe that what you’ll read here will give you the framework for learning the rest. A Resources section and a Glossary will ensure you can ground yourself in the essentials. And www.expertbusinessadvice.com, the co-authors’ website, offers expanded support for entrepreneurs that is updated daily.

Entrepreneurs vary widely in what they want to do. Your dream may be to start a very small, one-person service, perhaps doing home maintenance or day care or accounting from your home. You may have developed or discovered a high-tech breakthrough that will need years of testing and dozens or hundreds of people to bring to market. This book sees the intrinsic value and challenges of both styles of business. It will definitely help you make the most of your opportunity, whatever its scale.

As we mentioned above, Mark Moon joins Scott, Mike and Marc as our subject matter expert for this volume. He is a founding and the Managing Partner of the Moon Law Group, P.L., a full-service law firm. Over the years he has helped many start-ups and small businesses to make smart legal plans and decisions. Thanks to both his professional training and his day-to-day work with clients and managing the business of his firm, Mark fully understands the many, varied business issues any entrepreneur must face daily.

You’ll find the initials of each author at the end of each section. Here’s a brief word from each of them.

I remember when I fully understood what our series of books should accomplish. We had recently decided that we wanted to write a series of books for people only moderately familiar with entrepreneurship and business. Multitudes of books already exist on basic levels of business practices and procedures. We knew that writing another one of those books wouldn’t really serve anyone or change anything, no matter how well written it was.

On the morning that I “got it,” I was drinking coffee and reading the news; the television was on in the background. I glanced up and saw a commercial for a foreign language software program in which, instead of learning by simply repeating vocabulary, the student is culturally immersed in the language, holistically surrounded with concepts of all manner of things applicable to the subject. In short, they don’t list facts and terms and call it teaching—they show the student a vast array of information, on a multitude of levels, allowing her to bathe in knowledge.

I knew then that instead of presenting a bunch of facts that we think you should know about business, we should take a more holistic approach and help you immerse yourself in business thinking. Our method is most effective if you read this book cover to cover, skipping nothing. If you reach a section and either think it doesn’t address your needs, or you think you know everything there is to know about the subject, read it anyway. It’ll only take a minute—that’s why the sections are not lengthy. It will enlighten and organize your thinking, either way. You’ll see important concepts woven through various discussions, as they holistically fit in.

If you’re hoping to read a book and immediately become the world’s greatest businessperson, this book isn’t for you. If your goal, however, is to quickly understand and feel familiar with the basics of business law, as one of your first stepping stones to greatness, we believe that our book has no rival.

I sincerely hope that this book will not only increase your understanding of entrepreneurship and basic business law, but that it also gives you pleasure and satisfaction as you learn the key principles and language of business.

Scott L. Girard, Jr.

When we sat down and decided to take on the daunting task of writing a series of books for entrepreneurs and small business owners, I cringed. I thought, “How can we ever reduce our advice and experiences to writing? And how can we cover it all—can we fit it into a book?”

Either way, we decided to get started, so each of us began drafting sections related to our respective specialties and work experience. Only as the initiative continued did I discover a certain passion for sharing my advice in a personal way, trying to convey how it felt to go places, negotiate situations, and experience new things, both good and bad, in the course of starting businesses.

I take the same approach with business as I did with competitive sailing with my father when I was a kid. It’s all about constant adjustment. You don’t just rig the boat and go. It’s about looking around, reading the wind, and predicting shifts and changes before they happen—just like understanding the external forces that affect a business or industry. While doing so, you are constantly looking around at other boats, just like you’d do benchmarking against other competitors in business—analyzing their speed and angle and comparing it to your own. Most often, what gets a boat (or business) ahead isn’t some significant advantage; it’s the inches or degrees of adjustment and the teamwork that generates the results. If you can point just a little higher or generate just a little more boat speed, it can make all the difference in the world—just like in business. If the organization can run just a little bit more efficiently, demonstrate better teamwork, identify the out-in-front opportunities, and not “just kind of want it” but rather, do anything to win, it will be the most likely to succeed.

I hope that this book will capture your interest, provide valuable information, and share an interesting perspective into the world of entrepreneurial business and business law.

Mike F. O’Keefe

Everyone has heard the phrase “Knowledge is Power.” I would have it read “Information is Power,” for a couple of reasons.

We live in an age of instant information about every facet of our lives. We can receive news, on-demand weather and traffic reports, sports scores, social media happenings, and stock market updates. And yet, we forget much of this information within moments of receiving it, as new reports and updates are constantly replacing the data we were just beginning to process.

Most generic information travels fast these days. On the other hand, some information is meant to stay with us for a while, if not forever. And with that in mind, Scott, Mike and I set out to write a series of books to deliver lasting, valid information for entrepreneurs and small business owners.

Our passion for success in business and in life lies behind every page we write. As lifelong, serial entrepreneurs, we have always taken the approach of surrounding ourselves with information, ideas and viewpoints from countless sources to support our efforts in constructing our next project. That information, when reliable and trustworthy, can and will be used over and over for repeated success. So, in essence, information is power, when applied over time.

Our series of books represents the hard work, research and application of numerous business philosophies, ideas and viewpoints. You will find rock-solid information that can be applied now…and later. It’s information that can be shared, and then referred to as a refresher down the road, if needed. Our goal was to deliver information and advice that is relevant, smart and timely. We hope these fresh, contemporary approaches to the fundamentals of business finance will get you, and keep you, at the top of your game.

The way forward begins here…

Marc A. Price

When Scott, Mike and Marc first approached me about writing this book, I was intrigued, but I admit I had some questions. Why me? How could anyone produce a two-hour read on business law basics?

While discussing the proposal with them and with some of my clients and peers, they reminded me why they choose to work with me and continue to recommend my firm to others. First, I have the unique business experience of being both an entrepreneur and an attorney. I started and operated businesses (and consulted with several attorneys!) before entering law school. Today, we tailor the legal services our firm offers in ways that eliminate the fears of small business owners and individuals. I know how they think; I’ve been there—and am a founder and managing partner today.

Also, I’ve had a lot of practice in explaining the law. We focus all of our consultations and ongoing representation on the premise of informed decision making by our clients. We educate our clients so that they may fully understand the legal and business ramifications of the decisions they make. This is an unusual practice, but it works. Many of my clients are amazed by the process and their long-term successes.

Finally, I run my law firm like a traditional small business. We focus on areas like customer service, efficiency of operations and long-term customer relations in addition to the traditional practice of law. I realized that these qualities uniquely position me to contribute to this book.

My legal training at first made me hesitant to attempt to break down and simplify complex issues. You easily can pick a random paragraph from this book and expand it to 300 pages, with cases and legal citations. But the concept of a Crash Course for Entrepreneurs book appealed to me, with its goal of making its readers conversant with key terms and principles. The challenge of connecting with you, the reader, and sharing what are indeed complex concepts through everyday language and simple examples is familiar to me. It’s what I try to do every day with my client consults. As I wrote, I kept recalling a favorite quote from Warren Buffet: “The business schools reward difficult complex behavior more than simple behavior, but simple behavior is more effective.”

I have tried to write this book with all of these principles in mind and to lay out the most complex concepts simply and straightforwardly. I hope this book will give you the tools you need for the ultimate success in your business enterprises, whether that is through your own knowledge or knowing when to contact a good attorney.

Mark R. Moon, Esq.

We all hope this book supports the fire and drive you feel now as you think about starting or confront the realities of running your own business and meeting its challenges, legal or otherwise, day to day. And we wish you success.

Kathe Grooms
Managing Director, Nova Vista Publishing

A Start-Up and the Law: A Three-Year Scenario

Event

Kind of Legal Advice or Service Involved

Year 1

 

Decide now is the time to start up.

Pick an attorney. Get corporate structure and partnership advice, necessary papers. Sign attorney on as retained external legal advisor.

Business plan.

Review for any legal risks, list legal advisor in company team section of the plan.

Rent a corner café.

Rental agreement defining what the owner will do to upgrade and redecorate. Bonds for construction workers. Parking and wine permits from city council.

Pick a name, plan and print menus, hire waiter.

Possible trademark work. Contract with copy shop printer and other vendors to get good prices based on guaranteed purchases per year. Get advice on any hiring, pay, work rules needed.

Grand opening.

Social networking—introduce Maria and Paulo to attorney’s dinner guests, a banker and a client who plans special events for corporations and individuals.

Year-end taxes.

Legal filings.

Year 2

 

Hire chef to handle heavy demand.

Non-compete agreement re Paulo’s secret spaghetti sauce ingredient.

Chef cuts fingertip off when slicing veal.

Health and safety policies, insurance claim denied and appealed.

Kitchen inspection.

Appear at City Hall to explain why bread got moldy and customers got sick. Compensation to customers (product liability).

Fire chef for telling another chef about secret sauce ingredient.

Labor law. Advice re patent law and low benefit of patenting secret spaghetti sauce ingredient.

Year-end taxes.

Legal filings.

Year 3

 

Expand to second café across town, via franchise.

Franchise agreement, rental agreement, grand opening, etc. as in Year 1.

Former chef opens competing café using Paulo’s secret spaghetti sauce ingredient.

Get cease and desist order and try for damages for lost business and unfair business practice.

Discord and stress between Maria and Paulo leads to divorce.

Business dissolution and divorce agreement. Each of them gets one café under separate new names and agrees to use but also to protect info on the secret spaghetti sauce ingredient.

Paulo takes on new partner who owns a produce farm.

New partnership agreement including supply of produce. Labor law regarding farm workers. Immigration law regarding their paperwork.

Maria specializes in events (thanks to contact in Year 1) and opens a chain of cafes that eventually goes international.

International business law issues.

Paulo and new partner get fed up with the long hours and strain of the café and farm and agree to sell both to an entrepreneur with a dream…

Sale of business agreement.

Postscript: what’s the secret ingredient?

Grape jelly!

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