brenden-kelley-law

Summit County Property Owners: Understanding Your 2027 Reappraisal Before You Challenge It

Mon, 10 Aug 2026 23:22:52 GMT

Ohio requires every county to fully reappraise all real property every six years, with a lighter market trend update in between. Summit County's six year cycle landed on tax year 2026, meaning every property in the county received a fresh, ground up valuation, not just an adjustment based on recent sales trends.

What a reappraisal actually involves

A sexennial reappraisal is a full revaluation. State licensed appraisers review sales data, and every property's valuation is recalculated rather than adjusted by a blanket percentage. It is a more thorough process than the triennial update that falls in between reappraisal years, which is why reappraisal years often produce bigger swings in assessed value.

How this shows up on your bill

The new tax year 2026 value is reflected on the bill payable in 2027, first half typically due in January or February, second half in the summer, with exact dates set by the county treasurer. Because Ohio property taxes are billed in arrears, the notice you are reviewing now describes last year's valuation, not a future one.

A new statewide credit may also affect what you owe

Separate from the reappraisal itself, House Bill 186, part of Ohio's 2025 to 2026 property tax reforms, created a new Inflation Cap Credit for school districts at the 20 mill floor, along with changes to the owner occupancy and non-business credits. If your bill includes both a reappraisal driven value change and this new credit, it is worth understanding each separately rather than assuming one number explains the whole bill.

If you believe your new value is wrong

You can file a Complaint Against the Valuation of Real Property, DTE Form 1, with the Summit County Board of Revision. The deadline is March 31, 2027. The strongest evidence is usually a recent arm's length sale of the property itself, comparable sales of similar nearby properties, or an independent appraisal. The county's mass appraisal process does not always capture a property's specific condition or a recent purchase price.

One limitation worth knowing

Ohio generally allows one valuation complaint per property within each three year interim period, absent specific exceptions such as a recent arm's length sale, new construction, or a substantial change in occupancy. If you have already filed a complaint on this property earlier in the current cycle, check whether an exception applies before filing again.

Practical takeaway

A reappraisal year is the best opportunity you will have for a while to correct a valuation that does not reflect your property's actual condition or recent sale price, and it is worth pairing with a look at whether the new inflation cap credit applies to your bill as well. The March 31 appeal deadline is firm, so gather your evidence well before then.

Sources and Further Reading

Ohio Revised Code Section 5715.19, Complaint against valuation or assessment: https://codes.ohio.gov/ohio-revised-code/section-5715.19

Ohio House Bill 186 (136th General Assembly): https://www.legislature.ohio.gov/legislation/136/hb186

Ohio Department of Taxation, Reappraisal and Update Schedule: https://tax.ohio.gov/business/ohio-property-tax/reappraisals-and-updates

If your Summit County property's new value looks off, we can help you evaluate the evidence and file a complaint before the March 31 deadline. Call our office at 216-644-3359 , or contact us online to share the details of your situation.

Cuyahoga County Property Reappraisal: What Homeowners Need to Know

Mon, 10 Aug 2026 23:13:15 GMT

Every six years, the comprehensive Cuyahoga County Property Reappraisal evaluates all commercial and residential properties. During these mandated checks, county assessors review the sale prices and property characteristics of homes and small businesses to establish new valuations. The latest reappraisal in Cuyahoga County, took place from October 2, 2022, through April 30, 2024, and impacted over 522,000 properties, reports Cleveland.com .

The county assessor’s office arrives at this number by researching official property records to tally the total number of residential/commercial parcels within Cuyahoga County’s boundaries. New valuations determined through the reappraisal took effect for the 2023 tax year and remain in play until the next six-year reappraisal is due. This periodic reassessment allows the county to distribute property taxes equitably based on accurate, up-to-date property values. As a Cuyahoga County resident, this guide can help you understand what to expect and how you can prepare.

What Property Owners Can Expect

The Cuyahoga County property reappraisal process will involve teams of private sector appraisers and county employees reviewing each property. Reappraisals begin with county assessors inspecting properties to verify characteristics like living area size, number of bedrooms and bathrooms, and any renovations or upgrades.

Timeline and Methodology

Appointed appraisers will consider recent sale prices of comparable properties to determine current market values. Homeowners can expect a notice in the mail if assessors need to access the interior of their property. Once inspections are complete, assessors will analyze property characteristics and market trends to assign new valuations.

Once preliminary values are online, homeowners can review them and provide feedback before finalization. New property values aim to represent what the home could sell for in the current market. Increases in a home’s value do not necessarily mean taxes will rise by the same percentage. Homeowners have the chance to formally challenge the new valuation before the issuance of tax bills for the New Year if it seems off-market.

How Appraisers Can Help

Appraisers can provide documentation of any errors for assessors to review before determinations become final. Come January, homeowners will see the impacts of the new property values on their tax bills. Local governments and school districts set millage rates that, along with the home’s value, determine taxes. Property owners can ask their county auditor questions or concerns about the new amounts owed.

To ensure a smooth reappraisal process, homeowners should have records of all renovations or condition issues and consider hiring an appraiser to evaluate the home’s market value if disputing the new appraisal amount. Maintaining an accurate property profile helps ensure an equitable valuation.

Impact on Property Taxes

A property’s new appraised value affects the owed taxes, as they’re based on its proportion of the total taxable value within the area. The last reappraisal in 2021 saw an average property value increase of 16%, leading to higher tax bills for many owners as their properties made up a larger share of the taxed valuations.

Contesting Cuyahoga County Property Reappraisal Values

Property owners who disagree with their new appraised values have the right to an informal hearing with the Cuyahoga County Board of Revision . There are several reasons why this would happen. For starters, assessors could make mistakes when measuring a home or miss recent renovations that increased a property’s value.

During the Cuyahoga County property reappraisal, the comparison properties might not accurately reflect the specifics of the owner’s home. Market trends over the past six years in a neighborhood may have been volatile and not accurately captured. The assessor’s opinion of a property’s condition or quality could differ from the owner’s view.

Inspectors might overlook or misinterpret damage or structural issues found during their assessment. Simply put, appraisals, which involve human judgment, leave room for errors, so property owners have the right to contest values they feel are inaccurate. This is where assistance from the attorneys at Brenden Kelley Law comes in.

Importance of Legal Representation

It’s highly advisable for property owners contesting new appraised values to have qualified legal representation. A skilled real estate lawyer can review the appraisal details, identify any potential flaws in the assessment, and effectively argue the owner’s case before the Board of Revision.

It’s also not easy to navigate the legal process, let alone comprehend property assessment terminology. Representation from a law firm well-versed in property tax disputes greatly increases a homeowner’s or business owner’s chances of a successful appeal and a fairer valuation.

Preparing for a Board of Revision Hearing

The Cuyahoga County Board of Revision is the initial reviewing body that hears formal complaints and appeals from Ohio property owners regarding their newly appraised property values. It has the authority to determine whether the assessed valuations are equitable and make adjustments if evidence demonstrates errors in the appraisal.

Board Member Responsibilities

Board members are tasked with fairly evaluating the testimony and documentation presented by property owners and county assessors to decide whether the contested valuations should remain unchanged or be modified.

Appeals Process

The decisions of the Board of Revision may then be further appealed to the Ohio Board of Property Tax Appeals or the county Court of Common Pleas. To request a hearing, owners must submit an application for the review of real property value between 1st January and 31st March every year. The application requests information about the property, including the owner’s rationale for disagreeing with the appraised value .

Evidence Consideration

Note that submissions received after the deadline may not be accepted for review in the current cycle. The Board of Revision, consisting of county employees, will consider evidence such as comparable sales, estimates for repairs or upgrades, and recent purchase amounts.

Prepare All Documentation

All evidence must be clearly presented and explained at the hearing to demonstrate why the appraisal is inaccurate. Owners and assessors will have a chance to discuss the evidence and reasoning before the Board. To prepare, one must consolidate documentation like appraisals, contractor bids, permits, and photographs.

While property owners can represent themselves at hearings, hiring an attorney familiar with property tax law gives petitioners a leg up during what can sometimes be a protracted process. An experienced real estate attorney can ensure all necessary documentation is prepared and submitted correctly. They can also present the owner’s case and address any counterarguments from the assessor with professional ease.

Board Decision

Finally, the Board issues decisions by March 31, and based on the evidence presented, decisions will notify owners if the value has been lowered, upheld, or raised. Any value adjustments will be reflected in tax bills for the following year, and owners dissatisfied with the decision can further appeal to the county or state boards.

Let Brenden Kelley Law Be Your Expert Guide

The upcoming Cuyahoga County property reappraisal will undoubtedly result in changed property values and tax impacts for many residents and business owners. Given the magnitude of this county-wide reassessment and the potential for market fluctuations or appraisal errors, some property owners may disagree with their newly assigned values. Handling an appeal through the Board of Revision process is no easy feat without experience in property tax disputes. The attorneys at Brenden Kelley Law have extensive expertise advocating for residential and commercial clients contesting unwarranted reappraisals. Our representation will help ensure property owners receive a fair hearing if they believe errors were made in valuing their properties under the upcoming reassessment. Call us at 216-644-3359 today, or contact us online to share the details of your situation.

Avoiding Common Estate Planning Mistakes in Ohio

Mon, 10 Aug 2026 22:46:48 GMT

Most estate plans do not fail because of a dramatic legal error. They fail quietly. A form that was never updated, a document that technically does not meet Ohio's requirements, a plan that was built and then never touched again. Here are the mistakes we see most often.

1. DIY or template wills that miss Ohio's execution requirements

Ohio Revised Code Section 2107.03 requires a will to be signed by the testator, or by someone else in the testator's presence and at their direction, and attested by two witnesses who saw the signing. Online templates do not always walk people through this correctly, and a will that fails these formalities can be thrown out in probate, leaving the estate to pass as though no will existed at all.

2. Beneficiary designations that quietly override the will

Retirement accounts, life insurance, and payable on death accounts pass according to their beneficiary designations, regardless of what the will says. An outdated designation, an ex spouse still listed, or a deceased beneficiary never removed, can send assets somewhere the will maker never intended, and there is often no legal remedy after the fact.

3. A trust that was created but never funded

Creating a revocable living trust does nothing on its own. Assets actually have to be retitled into the trust's name for it to avoid probate on those assets. We regularly see trusts that were signed years ago with the bank accounts, the house, or the investment accounts still titled in the individual's name. The trust exists; the plan it was supposed to accomplish does not.

4. No successor or contingent fiduciaries named

Plans that name only a single executor, trustee, or agent, with no backup if that person predeceases you or cannot serve, leave a gap that a probate court ends up filling, usually not with the choice you would have made.

5. Treating the plan as finished rather than maintained

Marriage, divorce, a new child, a move out of state, a significant change in assets. Any of these should trigger a review. A plan drafted a decade ago for a different family situation can be technically valid and still badly out of step with what you would want today.

Practical takeaway

If you already have an estate plan, the highest value thing you can do this year is not necessarily drafting something new. It is pulling out what you have and checking it against these five points.

Sources and further reading

● Ohio Revised Code Section 2107.03, Manner of executing a will

● https://codes.ohio.gov/ohio-revised-code/chapter-5807

If it has been a few years since anyone looked at your will, trust, or beneficiary designations, we offer a straightforward plan review. Call our office at 216-644-3359 , or contact us online to share the details of your situation.

Maximizing Your Tax Advantages: The Importance of Estate Planning

Mon, 10 Aug 2026 22:38:20 GMT

There is a persistent assumption that estate planning exists mainly to dodge estate taxes. For the overwhelming majority of Ohio families, that is simply not where the tax stakes are, and understanding why changes what a smart plan should actually focus on.

The federal estate tax barely touches most families now

For 2026, the federal estate and gift tax exemption is $15 million per individual, and $30 million for a married couple using portability, made permanent by the One Big Beautiful Bill Act, signed in July 2025. That law eliminated what had been a scheduled reduction back to roughly half that amount. The exemption is now permanent and indexed for inflation going forward. Ohio also has no state estate tax; it was repealed for deaths occurring after January 1, 2013. Between the two, the vast majority of Ohio families will never owe a dollar of estate tax at either level.

So where is the actual tax leverage?

If estate tax exposure is not the issue for most families, the real planning opportunities live elsewhere. Assets that pass at death generally receive a step-up in basis to fair market value, which can eliminate capital gains tax exposure for heirs. That is a meaningful reason not to gift a highly appreciated asset during life, when holding it until death may be more tax efficient. Retirement accounts carry their own rules: since the SECURE Act, most non-spouse beneficiaries must withdraw an inherited IRA within ten years, which can create a tax bill for heirs if the account is not coordinated with the rest of the plan. And beneficiary designations on retirement accounts and life insurance override whatever your will says. An outdated designation can undo otherwise careful planning instantly.

The annual gift exclusion still has a role

For families who do want to make lifetime gifts, helping with a down payment or funding an education, the annual gift tax exclusion is $19,000 per recipient for 2026, allowing gifts up to that amount to as many recipients as you would like without touching your lifetime exemption or filing a gift tax return.

Practical takeaway

For nearly all Ohio families, the estate planning conversation about taxes is not about outrunning a federal exemption you will likely never approach. It is about basis planning, beneficiary coordination, and making sure retirement accounts and life insurance actually line up with the rest of the plan. Families with out of state property or significant wealth should still get individualized advice, since several other states retain their own estate or inheritance taxes at far lower thresholds.

Sources and further reading

● One Big Beautiful Bill Act, Pub. L. 119-21 (2025), amending IRC Section 2010(c)(3)

● IRS, Estate and Gift Tax FAQs

If it has been a while since anyone reviewed your beneficiary designations against your estate plan, that is a quick, high value check-up we are happy to do. Call our office at 216-644-3359, or contact us online to share the details of your situation.

Top 10 Mistakes Ohio Property Owners Make When Contesting Property Valuation

Mon, 10 Aug 2026 22:27:43 GMT

Filing a property tax valuation complaint in Ohio is not complicated procedurally, but a surprising number of otherwise valid complaints fail for avoidable reasons. Here are the ten mistakes we see most often.

● 1. Missing the March 31 filing deadline. There is no informal grace period.

● 2. Filing with no supporting evidence beyond general frustration that taxes are too high. Boards need comparable sales, an appraisal, or a recent purchase price.

● 3. Assuming a mailed valuation notice is final and cannot be challenged.

● 4. Relying on what you paid decades ago instead of current market evidence.

● 5. Not realizing a school board or other party can file a counter complaint seeking a higher value if a recent sale supports it.

● 6. Overlooking the one complaint per interim period limit and filing a second complaint that gets dismissed outright.

● 7. Appearing at a Board of Revision hearing without understanding it is a sworn, evidence based proceeding, not an informal conversation.

● 8. Failing to document an arm's length sale properly when relying on it as evidence.

● 9. Waiting for a countywide reappraisal or update year when a qualifying event, a casualty loss, new construction, or an occupancy change, already allows a complaint in an off year.

● 10. Not appealing further to the Ohio Board of Tax Appeals when a Board of Revision decision is clearly wrong on the evidence.

Practical takeaway

Most of these mistakes come down to treating the process as informal when it is actually evidence driven and deadline bound. Come prepared with real comparables or an appraisal, know your county's filing deadline, and do not assume this is your only shot if the first attempt is dismissed on a technicality.

Sources and Further Reading

Ohio Revised Code Section 5715.19, Complaint against valuation or assessment: https://codes.ohio.gov/ohio-revised-code/section-5715.19

Ohio Revised Code Section 5717.01, Appeals to the Board of Tax Appeals: https://codes.ohio.gov/ohio-revised-code/section-5717.01

If you are considering a property tax appeal anywhere in Ohio, we can help you build the evidence and avoid these pitfalls. Call our office at 216-644-3359 , or contact us online to share the details of your situation.

Mapping Your Family’s Legacy: The Art of Crafting an Estate Plan

Mon, 10 Aug 2026 22:26:22 GMT

A will answers a narrow question: who gets what. A legacy plan answers a broader one: how does this family carry on the way I hoped it would? Both matter, but they are not the same document, and treating them as interchangeable is how families end up with a technically valid estate plan that still does not reflect what they actually wanted.

Distribution vs. legacy

Distributing assets is mechanical. A will or a beneficiary designation moves property from one name to another. Legacy is about intent: keeping a family business in the family, funding a grandchild's education on a schedule rather than a lump sum, protecting an inheritance for a child who struggles with money, or making sure a charitable commitment continues. None of that happens automatically just because a will exists.

Trusts are usually the tool that does the actual work

A revocable living trust lets you control how and when beneficiaries receive assets, keeps the distribution private rather than part of the public probate record, and can span multiple generations if structured that way. For minor children or beneficiaries who need protection from creditors or their own decision-making, a testamentary trust or spendthrift trust, both recognized under Ohio's Trust Code (R.C. Chapter 5807), can stagger distributions by age or milestone rather than handing over a full inheritance at eighteen. A special needs trust can preserve a beneficiary's eligibility for government benefits while still providing supplemental support.

Blended families need the plan to say so, explicitly

If you want biological children and stepchildren treated differently, or the same, the plan has to state that directly. Ohio's default intestacy rules, and even a generically worded will, can produce results neither spouse intended, particularly around protecting one spouse's family inheritance if the other later remarries after a death.

A letter of intent is not legally binding, but it matters anyway

Trusts and wills control the money. They do not explain the why. A letter of intent, sometimes called an ethical will, is a non-binding document where you explain your reasoning: why one child received a trust with staggered distributions and another did not, what you hope the family business continues to stand for, what values you want carried forward. It will not be enforced in probate court, but it can prevent the resentment that legally sound but unexplained plans sometimes create.

Practical takeaway

Before finalizing a plan, ask not just who gets this, but what do I actually want to happen after I am gone, and does this document accomplish that. A technically correct will can still fail at the legacy question if nobody asked it.

Sources and further reading

● Ohio Revised Code Chapter 5807, Ohio Trust Code

If your family's situation involves a business, a blended family, or a beneficiary who needs more structure than an outright inheritance, we can help you build a plan around it. Call our office at 216-644-3359 , or contact us online to share the details of your situation.

Navigating a Hearing at a County Board of Revision in Ohio: What to Expect

Mon, 10 Aug 2026 19:59:23 GMT

Filing the complaint is only the first step. If your county's Board of Revision does not resolve the matter on the paperwork alone, you will be scheduled for a hearing, and knowing what that actually looks like makes a real difference in how well you present your case.

Who is on the board

Each county's Board of Revision is typically composed of the county auditor, the county treasurer, and a county commissioner, or their designated representatives. In larger counties, hearings are often conducted by staff hearing officers who make recommendations the board formally adopts.

What the hearing is, and is not

A Board of Revision hearing is a quasi judicial proceeding, more formal than a conversation, less formal than a courtroom trial. Testimony is typically given under oath, and the board relies on the evidence presented rather than general impressions. There is no jury, and the rules of evidence are relaxed compared to a courtroom, but the board still expects credible, specific proof rather than an assertion that a value feels too high.

The burden is on you

As the complainant, you carry the burden of proving the auditor's valuation is wrong. That means arriving with something concrete: a closing statement from a recent arm's length purchase, an independent appraisal, photographs documenting the property's condition, or a comparable sales analysis. A recent sale price is often the single most persuasive piece of evidence a board will see.

What happens after the hearing

The board issues a written decision. If you disagree with the outcome, you generally have 30 days to appeal further to the Ohio Board of Tax Appeals, a separate, more formal proceeding with its own evidentiary rules.

Practical takeaway

Treat the hearing as an evidentiary proceeding, not an informal chat with the auditor's office. Show up with documentation, not just an opinion, and know your appeal rights in case the board's decision does not go your way.

Sources and Further Reading

Ohio Revised Code Section 5715.19, Complaint against valuation or assessment: https://codes.ohio.gov/ohio-revised-code/section-5715.19

Ohio Revised Code Section 5717.01, Appeals to the Board of Tax Appeals: https://codes.ohio.gov/ohio-revised-code/section-5717.01

If you have a Board of Revision hearing coming up, we can help you prepare the evidence and represent you at the hearing. Call our office at 216-644-3359 , or contact us online to share the details of your situation.

Lorain County Property Tax Bill Due in 2027: What to Know

Mon, 10 Aug 2026 19:52:23 GMT

Your Lorain County property tax bill for tax year 2026 is due in 2027, first half payment typically in January or February, second half in the summer, with exact dates set by the county treasurer. That is true whether or not the county had a countywide valuation change this year, because Ohio bills property taxes in arrears regardless of where a county sits in the reappraisal cycle.

Why your value may look unchanged

Lorain County is not on Ohio's reappraisal or update schedule for tax year 2026. Its next scheduled revaluation applies to tax year 2027, reflected on bills payable in 2028. So most property owners here will see the same underlying valuation as last year. The bill itself, however, is still very much due on schedule.

A new statewide credit may still change what you owe

House Bill 186, part of Ohio's 2025 to 2026 property tax reforms, created a new Inflation Cap Credit for school districts at the 20 mill floor. Lorain County has specifically confirmed this credit is appearing on bills as an adjustment tied to increases from the county's 2024 reappraisal, so if your bill looks different than expected, this credit is a likely reason why, not a billing error.

You do not need a countywide update to challenge your value

Ohio's Board of Revision process is available every year, in every county, regardless of where that county sits in the reappraisal cycle. If your property was recently purchased in an arm's length sale below its current assessed value, underwent significant new construction, suffered a casualty loss, or experienced a substantial change in occupancy, you may still be able to file a valuation complaint this cycle even without a countywide reassessment triggering it.

The rules that still apply

Ohio generally limits a property owner to one valuation complaint per parcel within each three year interim period, absent a qualifying exception. And regardless of whether this is a reappraisal year, any complaint you are eligible to file must be submitted to the Lorain County Board of Revision by March 31, 2027.

Practical takeaway

Do not assume an off year for reappraisal means there is nothing to check. Your 2026 bill is coming due in 2027 regardless, it may include a new credit worth understanding, and if a qualifying event applies to your property, you can still challenge the underlying value.

Sources and Further Reading

Ohio Revised Code Section 5715.19, Complaint against valuation or assessment: https://codes.ohio.gov/ohio-revised-code/section-5715.19

Ohio House Bill 186 (136th General Assembly): https://www.legislature.ohio.gov/legislation/136/hb186

Ohio Department of Taxation, Reappraisal and Update Schedule: https://tax.ohio.gov/business/ohio-property-tax/reappraisals-and-updates

If you have questions about your Lorain County tax bill, a new credit that appeared on it, or whether you have grounds to challenge your valuation, we are happy to help. Call our office at 216-644-3359 , or contact us online to share the details of your situation.

Lake County Property Taxes: What's Due in 2027, Even Without a New Valuation

Mon, 10 Aug 2026 19:50:11 GMT

Your Lake County property tax bill for tax year 2026 is due in 2027, first half payment typically in January or February, second half in the summer, with exact dates set by the county treasurer. That is true whether or not the county had a countywide valuation change this year, because Ohio bills property taxes in arrears regardless of where a county sits in the reappraisal cycle.

Why your value may look unchanged

Lake County is not on Ohio's reappraisal or update schedule for tax year 2026. Its next scheduled revaluation applies to tax year 2027, reflected on bills payable in 2028. So most property owners here will see the same underlying valuation as last year. The bill itself, however, is still very much due on schedule.

A new statewide credit may still change what you owe

House Bill 186, part of Ohio's 2025 to 2026 property tax reforms, created a new Inflation Cap Credit for school districts at the 20 mill floor, along with changes to the owner occupancy and non-business credits. Many Lake County property owners are already seeing this reflected on their bills. Whether it applies to your specific property, and how much it is worth, depends on your school district and levy structure, worth a look before assuming your bill should match last year's.

You do not need a countywide update to challenge your value

The rules that still apply

Practical takeaway

Sources and Further Reading

Ohio Revised Code Section 5715.19, Complaint against valuation or assessment: https://codes.ohio.gov/ohio-revised-code/section-5715.19

Ohio House Bill 186 (136th General Assembly): https://www.legislature.ohio.gov/legislation/136/hb186

Ohio Department of Taxation, Reappraisal and Update Schedule: https://tax.ohio.gov/business/ohio-property-tax/reappraisals-and-updates

If you have questions about your Lake County tax bill, a new credit that appeared on it, or whether you have grounds to challenge your valuation, we are happy to help. Call our office at 216-644-3359 , or contact us online to share the details of your situation.

New Year Business Compliance Checklist for Ohio Small Businesses

Mon, 10 Aug 2026 19:06:10 GMT

The new year is a natural checkpoint for business housekeeping that is easy to let slide the rest of the year. None of the items below take long individually, but skipping all of them tends to catch up with owners eventually.

Confirm your statutory agent information is current

Every Ohio LLC and corporation must maintain a statutory agent for service of process. If your agent's address has changed, or the agent resigned and was never replaced, your entity's registration can be canceled by the Secretary of State, a problem that is far easier to prevent than to fix after the fact.

Review licenses, permits, and professional registrations

Many local licenses, vendor permits, and professional registrations renew early in the calendar year. A quick inventory now avoids a lapsed license surprising you mid year.

True up your workers' compensation coverage

If your headcount or payroll changed meaningfully in the past year, make sure your Ohio Bureau of Workers' Compensation payroll estimates reflect it, so you are not facing an unexpected true up assessment later.

Revisit your entity's tax election

If last year's numbers looked different than expected, significantly more or less profitable, January is the right time to ask your accountant whether your current entity and tax election, S corp, C corp, or partnership, still makes sense, before a March election deadline sneaks up.

Update your operating agreement or bylaws

If ownership percentages, management roles, or compensation arrangements changed during the year, the governing document should say so. A verbal understanding that everyone remembers correctly today is a liability the day someone's memory of it changes.

Audit contracts and leases expiring soon

A 90 day look ahead at expiring leases, vendor agreements, and client contracts gives you room to renegotiate or exit before you are forced into an automatic renewal you did not want.

Confirm insurance coverage matches current operations

General liability, professional liability, and cyber coverage should reflect what your business actually does today, not what it did when the policy was first written.

Practical takeaway

None of these seven items requires a big time investment, and most can be handled in an afternoon. The value is in doing them before something forces the issue: a canceled registration, a lapsed license, or a dispute over an agreement nobody wrote down.

If you would like a second set of eyes on your entity's compliance picture heading into the new year, we are happy to help. Call our office at 216-644-3359 , or contact us online to share the details of your situation.

Important Business & Tax Dates for 2027: A Full Year Calendar

Mon, 10 Aug 2026 18:55:23 GMT

With 2026 winding down, it is worth getting the full 2027 tax calendar on your radar now, rather than discovering each deadline as it arrives. Here are the dates that matter most for Ohio business owners and individual filers, in order.

January 15, 2027

Fourth quarter 2026 estimated tax payment due for individuals and pass-through entity owners.

January 31, 2027 (bumped to Monday, February 1, since January 31 falls on a Sunday)

W-2s due to employees and 1099-NEC forms due to contractors paid $600 or more in 2026.

March 15, 2027

Filing deadline for partnerships, Form 1065, and S corporations, Form 1120-S, on a calendar year. This is also generally the deadline to file Form 2553 for an S corp election to take effect for the 2027 tax year.

April 15, 2027

Individual returns, Form 1040, and C corporation returns, Form 1120, due for the 2026 tax year, or file for an automatic extension. This is also the deadline for the first 2027 quarterly estimated tax payment, and the last day to make 2026 IRA contributions.

June 15, 2027

Second quarter 2027 estimated tax payment due.

September 15, 2027

Third quarter 2027 estimated tax payment due. Extended deadline for partnerships and S corporations that filed for a six month extension in March. This is also when K-1s from those entities finally go out, which can create a scramble for individual owners waiting on them.

October 15, 2027

Extended deadline for individual and C corporation returns that filed for an automatic extension in April.

Looking just past year end

The fourth quarter 2027 estimated payment falls on January 18, 2028, shifted from January 15, a Saturday. Worth noting now if you are setting up automatic reminders for the year.

Practical takeaway

The dates that trip owners up most are the ones that do not match the calendar quarter intuition, like the March 15 pass-through deadline a full month before the April 15 date most people expect, and the January estimated payment that lands after the year it covers has already ended. Put all of these on a shared calendar now, not as each one approaches.

Sources and further reading

● IRS Publication 509, Tax Calendars

● IRS Form 1040-ES, Estimated Tax for Individuals

If any of these dates intersect with a decision you have been putting off, an entity election or an owner compensation change, let's talk before the deadline is on top of you. Call our office at 216-644-3359 , or contact us online to share the details of your situation.

Cuyahoga County Property Taxes: What's Due in 2027, Even Without a New Valuation

Mon, 10 Aug 2026 04:26:29 GMT

Your Cuyahoga County property tax bill for tax year 2026 is due in 2027, first half payment typically in January or February, second half in the summer, with exact dates set by the county treasurer. That is true whether or not the county had a countywide valuation change this year, because Ohio bills property taxes in arrears regardless of where a county sits in the reappraisal cycle.

Why your value may look unchanged

Cuyahoga County is not on Ohio's reappraisal or update schedule for tax year 2026. Its next scheduled revaluation applies to tax year 2027, reflected on bills payable in 2028. So most property owners here will see the same underlying valuation as last year. The bill itself, however, is still very much due on schedule.

A new statewide credit may still change what you owe

House Bill 186, part of Ohio's 2025 to 2026 property tax reforms, created a new Inflation Cap Credit for school districts at the 20 mill floor, along with changes to the owner occupancy and non-business credits. Many Cuyahoga County property owners are already seeing this reflected on their bills. Whether it applies to your specific property, and how much it is worth, depends on your school district and levy structure, but it is worth understanding before assuming your bill should look identical to last year's.

You do not need a countywide update to challenge your value

The rules that still apply

Practical takeaway

Sources and Further Reading

Ohio Revised Code Section 5715.19, Complaint against valuation or assessment: https://codes.ohio.gov/ohio-revised-code/section-5715.19

Ohio House Bill 186 (136th General Assembly): https://www.legislature.ohio.gov/legislation/136/hb186

Ohio Department of Taxation, Reappraisal and Update Schedule: https://tax.ohio.gov/business/ohio-property-tax/reappraisals-and-updates

If you have questions about your Cuyahoga County tax bill, a new credit that appeared on it, or whether you have grounds to challenge your valuation, we are happy to help. Call our office at 216-644-3359 , or contact us online to share the details of your situation.

Geauga County Property Owners: What Your 2027 Triennial Update Means for Your Tax Bill

Mon, 10 Aug 2026 04:22:09 GMT

Geauga County's property values were adjusted for tax year 2026 as part of Ohio's triennial update cycle, a lighter touch process than a full reappraisal, but one that can still move your valuation meaningfully if local sale prices in your area have shifted.

Update vs. reappraisal

A triennial update applies current market trends and recent sales data to adjust neighborhood values, without the full property by property reinspection that happens during a sexennial reappraisal. It is still a real revaluation, not a formality, and can produce a meaningful change if your area has seen significant price movement.

How this shows up on your bill

The updated tax year 2026 value is reflected on the bill payable in 2027, first half typically due January or February, second half in the summer, with exact dates set by the county treasurer.

A new statewide credit may also affect what you owe

Separate from the update itself, House Bill 186, part of Ohio's 2025 to 2026 property tax reforms, created a new Inflation Cap Credit for school districts at the 20 mill floor, along with changes to the owner occupancy and non-business credits. It is worth checking whether it is reflected on your bill before assuming the full change is due to the update alone.

If you want to challenge the new value

File a Complaint Against the Valuation of Real Property, DTE Form 1, with the Geauga County Board of Revision by March 31, 2027. A recent arm's length sale of the property, comparable sales, or an independent appraisal are the strongest forms of evidence. General dissatisfaction with a higher bill, without supporting data, rarely moves a board.

The one complaint per cycle rule

As in every Ohio county, you generally get one valuation complaint per property within a three year interim period, unless an exception applies: a recent sale, new construction, a casualty loss, or a significant change in occupancy.

Practical takeaway

An update year is a real opportunity to correct a value that is out of step with actual market activity in your neighborhood, and it is worth pairing with a check on whether the new inflation cap credit applies to you too. The window to challenge the value closes March 31, so do not wait until the deadline is close to start pulling comparable sales together.

Sources and Further Reading

Ohio Revised Code Section 5715.19, Complaint against valuation or assessment: https://codes.ohio.gov/ohio-revised-code/section-5715.19

Ohio House Bill 186 (136th General Assembly): https://www.legislature.ohio.gov/legislation/136/hb186

Ohio Department of Taxation, Reappraisal and Update Schedule: https://tax.ohio.gov/business/ohio-property-tax/reappraisals-and-updates

If your Geauga County property's updated value does not match what you would expect from recent local sales, we can help you build the case for a reduction. Call our office at 216-644-3359 , or contact us online to share the details of your situation.

Business Finances: 7 Tips for Successfully Managing Them

Thu, 06 Aug 2026 23:38:59 GMT

Financial management is a vital part of running a profitable small business, and it's also where I see owners get into avoidable trouble — not because they're careless, but because nobody ever walked them through what actually matters. Here are seven habits worth building into how you run the numbers.

1. Separate business and personal finances completely

One business bank account, one business credit card, no exceptions. Mixing personal and business spending doesn't just create a bookkeeping headache — for an LLC or corporation, it can undermine the liability protection the entity is supposed to provide by blurring the line between you and the business.

2. Know the difference between profit and cash

A profitable company can still run out of cash. A company with substantial assets can still be unable to cover this month's payroll. Profit is what's left after expenses on paper; cash is what's actually available to spend right now. Payroll, leases, and debt service all require real cash on the day they're due — not projected profit.

3. Learn to read your three core financial statements

The income statement shows profit over time. The balance sheet shows what the company owns, owes, and retains as equity at a specific moment. The cash-flow statement explains how cash actually moved in and out. Each answers a different question, and an owner who only looks at one of the three is missing at least part of the picture.

4. Track margins, not just revenue

Revenue alone doesn't tell you how much of the business you actually keep. A company generating $2 million with strong margins can be in far better shape than one generating $5 million on thin ones. Know your margin on your core services, and know when a “big” new contract or patient volume push is actually worth the cost of delivering it.

5. Build a cash reserve before you need one

Slow months, a lost client, an unexpected repair — something will eventually strain cash flow. Businesses that have a reserve built in advance can absorb that hit and keep operating. Businesses that don't end up making expensive, reactive decisions under pressure.

6. Loop in your accountant before tax season, not during it

Waiting until March to talk about last year's taxes means most of your planning options are already gone. Quarterly check-ins on estimated payments, entity elections, and owner compensation give you room to actually make decisions instead of just reporting what already happened.

7. Put your financial decisions in writing

Capital contributions, compensation formulas, profit distributions, what happens if a partner wants out — these should live in your operating agreement or a buy-sell agreement, not in an understanding you and your partner reached over coffee. Verbal arrangements are the single most common source of the ownership disputes I see, and they're entirely avoidable.

Practical takeaway

None of these seven habits require an MBA to implement. They require deciding, before a crisis forces the issue, that your business's financial picture deserves the same attention you give the work that actually generates the revenue.

If your operating agreement or partner arrangement doesn't reflect how your business's finances actually work, we can help you put it in writing before it becomes a dispute. Call 216-644-3359 or schedule a consultation online .

Dental Contractors vs. Dental Employees: Key Differences for Ohio Practices

Thu, 06 Aug 2026 23:32:04 GMT

Many dental practices bring on associate dentists, hygienists, or other team members as “1099 contractors” to simplify payroll and reduce costs. The label a practice chooses doesn't control the answer — the law does, and getting it wrong can be expensive.

Two different tests, two different agencies

For tax purposes, the IRS applies a common-law control test built around three categories: behavioral control (does the practice direct how, when, and where the work is done), financial control (who invests in equipment, who bears the risk of profit or loss, how the worker is paid), and the relationship of the parties (written contracts, benefits, permanency). No single factor decides it — the IRS looks at the whole relationship.

For wage-and-hour purposes under the Fair Labor Standards Act, the U.S. Department of Labor uses a related but separate “economic reality” test — and this area has actually been in flux. A 2024 rule expanded the factors considered and leaned toward employee status, but the DOL stopped enforcing that rule in May 2025, and in February 2026 proposed replacing it with a version closer to a 2021 standard that weighs two factors most heavily: control over the work, and the worker's opportunity for profit or loss based on their own initiative. That 2026 proposal isn't finalized as of this writing, so practices should watch for the final rule rather than assume today's enforcement posture is permanent.

Why associate dentists so often look like employees

Regardless of which specific test applies, the practical reality for most associate dentists points the same direction. If the practice sets the associate's schedule, owns the equipment and the operatory, employs the hygienists and assistants who support the associate, controls which patients they see, sets fees, and the associate has no meaningful ability to build an independent business around the arrangement — that combination of facts tends to describe an employee, not a contractor, no matter what the agreement is titled.

What misclassification actually costs

If a practice misclassifies a worker, the exposure isn't limited to back taxes. On the tax side, the practice can owe back payroll taxes, penalties, and interest. On the wage-and-hour side, misclassification can mean unpaid overtime, minimum wage violations, and liquidated damages. Ohio's own workers' compensation and unemployment systems apply their own classification analysis as well, so an arrangement that survives one test can still fail another.

What this means for your associate agreements

None of this means every dental associate must be an employee. Some arrangements — a specialist who genuinely practices independently, sets their own hours, brings their own equipment, and serves other practices too — can hold up as real contractor relationships. But a written “independent contractor agreement” doesn't create that reality; it can only describe it accurately or inaccurately. The agreement should be checked against how the relationship actually functions day to day, not treated as a form you fill in once and forget.

Practical takeaway

If your practice currently classifies any dentist, hygienist, or team member as a 1099 contractor, it's worth a periodic gut check: does the day-to-day relationship still match that classification, especially as federal enforcement standards keep shifting? A misclassification claim rarely surfaces until a worker leaves unhappy or a state agency asks questions — by then, the cost of fixing it has already grown.

Sources and further reading

● IRS — Independent Contractor (Self-Employed) or Employee?

● U.S. DOL, Fact Sheet 13: Employee or Independent Contractor Classification Under the Fair Labor Standards Act (FLSA)

If you're not sure how your associate or team arrangements would hold up under either test, we can review your agreements and flag exposure before it becomes a problem. Call 216-644-3359 or schedule a consultation online .

Consumer Law Issues for Dentists: What You Need to Know

Thu, 06 Aug 2026 16:08:15 GMT

Dental practices deal with several overlapping legal frameworks that are easy to lump together as “compliance” but actually come from different sources, with different requirements and different consequences for getting them wrong. Understanding the difference matters as much as understanding the rules themselves.

Informed consent isn't a HIPAA issue. it's a treatment issue

Informed consent comes from Ohio malpractice law and the professional obligations in the Dental Practice Act, not from federal privacy law. It requires that a patient understand, in terms they can actually process, the nature of a proposed treatment, its material risks, the alternatives (including no treatment), and the expected outcome, before they agree to proceed. A signed form alone isn't the same thing as informed consent if the underlying conversation never happened.

HIPAA governs a completely different problem: information, not treatment

HIPAA's Privacy and Security Rules control how patient health information is used, stored, and disclosed, who can see a chart, how records are transmitted, what happens if a laptop with patient data is lost. It has nothing to do with whether a patient understood the risks of a procedure. Practices sometimes treat HIPAA compliance as covering “the legal side” of patient interactions generally; it doesn't, and leaning on it as a stand-in for informed consent leaves a real gap.

Financing and billing disclosures carry their own exposure

When a practice offers in-house financing or partners with a third-party lender for treatment plans, additional disclosure obligations apply, both from federal truth-in-lending rules if credit is extended, and from Ohio's Consumer Sales Practices Act, which prohibits unfair or deceptive practices in connection with a consumer transaction. Unclear pricing, surprise fees, or pressure tactics around a treatment plan's cost can create exposure separate from anything related to the clinical care itself.

Advertising claims are consumer law issues, even for a licensed profession

Before-and-after photos, “painless” claims, pricing promotions, and reviews all fall under general advertising law, the FTC's truth-in-advertising standards and Ohio's CSPA both apply to how a dental practice markets itself, separate from the professional-conduct rules enforced by the Dental Board. A claim that's clinically defensible can still be an unfair or deceptive advertising practice if it's presented in a misleading way.

Practical takeaway

Treat informed consent, HIPAA, financing disclosures, and advertising as four separate compliance lanes, not one general “legal stuff” bucket. A practice can be airtight on HIPAA and still have real exposure on financing disclosures or an ad campaign, and vice versa.

Sources and further reading

● Ohio Revised Code Chapter 4715 — Dental Practice Act

● Ohio Revised Code Chapter 1345 — Consumer Sales Practices Act

● HIPAA Privacy Rule, 45 C.F.R. Parts 160 and 164

● FTC, Truth in Advertising

If you want a compliance check-up across consent forms, financing disclosures, and your marketing materials, we're happy to help. Call 216-644-3359 or schedule a consultation online .

Q4 2026 Tax Deadlines: A Year-End Checklist for Ohio Business Owners

Thu, 06 Aug 2026 16:01:07 GMT

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The fourth quarter always sneaks up. Most business owners are heads-down on holiday staffing, year-end sales pushes, or client work, and tax deadlines end up on a sticky note instead of a calendar. But the stretch between October and January carries more tax deadlines than any other three months of the year, and missing one is rarely cheap.

Here is what Ohio business owners should have on their radar before 2026 closes out — and just after.

December 15, 2026 — Q4 estimated tax payment for calendar-year corporations

If your business operates as a C corporation on a calendar year, your fourth and final estimated tax installment for 2026 is due December 15, not January. This is one of the more commonly missed dates, because it doesn't line up with the individual estimated tax schedule, and owners who also file personally sometimes assume both land in January.

December 31, 2026 — Year-end payroll and retirement account deadlines

If you're planning year-end bonuses or additional owner compensation, the payment needs to actually hit before December 31 to count for the 2026 tax year — accruing it on paper isn't enough for most structures. December 31 is also the deadline to take a 2026 required minimum distribution from a retirement account for owners age 73 or older.

January 15, 2027 — Q4 estimated tax payment for individuals, partnerships, and S corporations

This is the one most owners have circled: the fourth-quarter estimated payment for individuals and pass-through entities — partnerships, S corporations, and LLCs taxed as either. It covers income earned September through December 2026. If you file your 2026 return and pay in full by February 2, 2027, you may not need to make this payment separately — but don't assume that exception applies to you without checking with your accountant first.

January 31, 2027 — W-2s and 1099s due to recipients

If you had employees or paid an independent contractor $600 or more in 2026, W-2s and 1099-NEC forms need to be in their hands — not just prepared — by this date. This is also generally the filing deadline for these forms with the Social Security Administration and IRS.

Looking ahead: March and April 2027

Partnerships and S corporations should plan for a March 16, 2027 filing deadline (Form 1065 or 1120-S). C corporations and sole proprietors file by April 15, 2027, which is also the deadline for the first 2027 individual estimated tax payment. If you're weighing an S-corp election for 2027, the deadline to file Form 2553 for an existing calendar-year entity generally falls around that same March date — so that decision needs to happen well before the year-end rush.

Practical takeaway

None of these dates is complicated on its own. What gets business owners in trouble is treating “tax season” as one event instead of a sequence of separate obligations spread across four months. Put December 15, December 31, January 15, and January 31 on your calendar now, and loop in your accountant early if any of them touch owner compensation, bonus timing, or an entity election you've been putting off.

Sources and further reading

● IRS Q4 Tax Calendar

● IRS Form 1040-ES, Estimated Tax for Individuals

● IRS Instructions for Form 2553, Election by a Small Business Corporation

If you want a second set of eyes on your year-end tax positioning or an upcoming entity election, we're happy to help — schedule a consultation online or reach our office at 216-644-3359.

Empower Your Future: A Guide to Estate Planning in Ohio

Thu, 06 Aug 2026 04:11:50 GMT

Most people put off estate planning because it feels like something for later — for when they're older, wealthier, or have more to protect. In reality, estate planning isn't primarily about how much you have. It's about who makes decisions for you and your family if something happens, and whether that's decided by the people you trust or by a court following a formula.

What happens if you don't have a plan

If you die without a will in Ohio, your property is distributed under the state's intestate succession statute, Ohio Revised Code § 2105.06 — a fixed formula based on your surviving relatives that applies regardless of what you actually would have wanted. If you become incapacitated without the right documents in place, your family may have to petition a probate court for guardianship just to pay your bills or make a medical decision on your behalf. That process is public, slow, and often more expensive than the planning that would have avoided it.

The core documents almost everyone needs

A will directs who receives your property and, if you have minor children, lets you nominate a guardian — without one, a court decides both. A durable power of attorney, governed in Ohio by R.C. Chapter 1337, lets someone you choose manage your finances if you're incapacitated, and stays effective through that incapacity rather than lapsing when you need it most. A healthcare power of attorney (R.C. §§ 1337.11–17) names who can make medical decisions on your behalf if you can't communicate them yourself, and a living will (R.C. Chapter 2133) states your own wishes about life-sustaining treatment directly.

This isn't only about what happens after you're gone

People tend to think of estate planning as a death-focused exercise, but the power of attorney and healthcare documents matter just as much while you're alive. An accident or sudden illness can incapacitate anyone at any age, and without these documents in place, your family's only path forward is court intervention — even if you're expected to recover.

Family situations that make planning more urgent

Blended families, minor children, a family business, or a loved one with special needs all raise stakes that Ohio's default intestacy rules were never designed to address. A parent who wants to treat biological and stepchildren differently, or protect one spouse's family inheritance if the other later remarries, needs a plan that actually says so — the default rules won't do it for you.

Practical takeaway

You don't need significant wealth to need an estate plan — you need a bank account, a car, a home, or a person who depends on you. Start with the four core documents, revisit them after any major life change (marriage, divorce, a new child, a move to a new state), and treat the plan as something you maintain, not something you finish once and file away.

Sources and further reading

● Ohio Revised Code § 2105.06 — Intestate succession

● Ohio Revised Code Chapter 1337 — Powers of Attorney

● Ohio Revised Code Chapter 2133 — Living Wills

If you don't yet have a will, power of attorney, and healthcare directive, or it's been a while since you looked at them , we offer flat-fee estate planning packages. Call 216-644-3359 or schedule a consultation online .

What to Do When Your Business Partner Stops Pulling Their Weight

Thu, 06 Aug 2026 03:36:14 GMT

Few business problems are more frustrating than a partner who stops pulling their weight. One owner may be working late, handling customers, managing employees, and carrying the stress of the company while another owner still expects distributions, control, or credit. That situation can feel unfair very quickly.

The first step is not to send an angry text or lock the other owner out of accounts. The first step is to slow down and document what is happening. Keep records of missed meetings, ignored responsibilities, customer issues, payroll problems, unpaid contributions, and work you had to perform because the other owner did not. Documentation matters because business disputes are rarely resolved based only on emotion.

Next, review the operating agreement, shareholder agreement, bylaws, employment agreement, or buy-sell agreement. The key question is whether the documents actually require each owner to perform specific duties. Many owners assume that equal ownership means equal work, but the agreement may not say that. If the agreement separates ownership from employment, an owner may still have rights even if they are no longer contributing day to day.

If the agreement includes job duties, capital contribution obligations, voting requirements, compensation terms, or removal provisions, those sections will shape the strategy. If the agreement is silent, the solution may require negotiation rather than a clean contractual remedy.

The owner who is carrying the business should also avoid self-help that could make the situation worse. Changing passwords, cutting off distributions, removing access to company records, or excluding a co-owner from decisions may feel justified, but those actions can create counterclaims for breach of fiduciary duty, oppression, or violation of the company agreement.

In many cases, the best outcome is a negotiated exit. That may mean a buyout, a payment plan, a restructuring of roles, a temporary reduction in compensation, or a clean separation. A negotiated solution is often less expensive and less distracting than litigation.

If negotiation is not possible, the business owner should speak with counsel about available remedies. Depending on the facts, options may include a demand letter, mediation, enforcement of the operating agreement, a claim for breach of fiduciary duty, judicial dissolution, or other business litigation remedies.

The practical lesson is that partnership disputes should be handled like business problems, not personal arguments. Document the facts, review the governing documents, preserve the business, and make decisions that will still look reasonable if a court later reviews them.

Brenden Kelley Law helps business owners resolve partner disputes, negotiate buyouts, and protect closely held companies when ownership relationships break down.

Additional legal and practical context

A business partner dispute usually has two parts: the human problem and the legal problem. The human problem is the resentment that builds when one owner believes they are doing all the work. The legal problem is that ownership rights do not always disappear just because an owner becomes unproductive. In an Ohio LLC, the operating agreement usually controls the relationship among members and between the members and the company. If the agreement does not address a specific issue, the Ohio LLC statute may fill the gap. See Ohio Revised Code § 1706.08 .

That is why the first legal question is not, “Is this fair?” The first legal question is, “What do the governing documents say?” Some operating agreements treat owners purely as investors. Others impose management duties, required services, capital contribution obligations, or employment expectations. If the agreement says nothing about work requirements, it may be difficult to force a buyout simply because the other owner is not helping. If the agreement includes default provisions, removal provisions, expulsion rights, or consequences for failing to perform, those provisions become critical.

Owners should be careful not to create new legal exposure while trying to solve the problem. Cutting off distributions, changing passwords, removing access to books, freezing bank accounts, or contacting customers about the dispute may feel justified, but those steps can trigger claims for breach of contract, breach of fiduciary duty, conversion, defamation, or violation of statutory inspection rights. A measured approach usually works better.

Documentation should focus on facts, not insults. Keep a chronology of missed meetings, failed assignments, client complaints, deadlines, financial problems, staffing issues, and communications. Save invoices, payroll records, customer communications, and evidence of work performed by the contributing owner. This record can support a negotiated exit, mediation, or litigation if necessary.

Practical takeaway

Before escalating, review the operating agreement, identify the actual contractual duties, preserve business records, and decide whether the goal is improved performance, a buyout, a sale, or dissolution. The right strategy depends on the documents, the finances, and whether the business can survive the dispute.

Sources and further reading

• Ohio Revised Code § 1706.08 - Operating agreements

• Ohio Revised Code Chapter 1706 - Ohio LLC Act

Legal Malpractice or Just a Bad Result? How to Tell the Difference

Thu, 06 Aug 2026 03:36:12 GMT

Not every bad legal result is legal malpractice. Lawyers can lose cases even when they act carefully, prepare properly, and give sound advice. Judges can rule unexpectedly. Juries can reject strong arguments. Opposing parties can have better facts. A disappointing outcome, by itself, is not enough.

Legal malpractice generally focuses on whether the lawyer failed to meet the applicable standard of care and whether that failure caused harm. In practical terms, the question is not simply whether the client lost. The question is whether the lawyer made a mistake that a reasonably careful attorney would not have made, and whether the result would likely have been different without that mistake.

Missed deadlines are among the clearest warning signs. If a lawyer misses a statute of limitations, fails to file an appeal on time, misses an expert disclosure deadline, or fails to respond to a dispositive motion, the client’s rights may be lost before the merits are ever heard.

Conflicts of interest can also support malpractice claims. A lawyer should not represent clients with directly competing interests unless the conflict is properly disclosed and waived when waiver is permitted. In business disputes, estate matters, and closely held company conflicts, a lawyer’s divided loyalty can cause serious harm.

Failure to communicate is another common issue. Clients are entitled to know what is happening in their case, what risks exist, what deadlines matter, and what decisions need to be made. Silence can become damaging when it prevents the client from protecting themselves.

Bad advice may also rise to malpractice when it falls below professional standards and causes loss. Examples include advising a client to sign a harmful settlement without explaining the consequences, failing to identify a necessary claim, misunderstanding controlling law, or ignoring available defenses.

Causation is often the hardest part. In many malpractice cases, the client must prove a case within a case. That means showing what likely would have happened in the original matter if the lawyer had handled it properly. A lawyer may have made a mistake, but if the client would have lost anyway, damages may be difficult to prove.

Clients who suspect malpractice should gather the full file, court docket, fee agreements, invoices, emails, text messages, settlement communications, and key orders. They should also act quickly. In Ohio, legal malpractice claims are subject to strict time limits, and waiting too long can destroy an otherwise valid claim.

The difference between malpractice and a bad result depends on the facts. The earlier those facts are reviewed, the better chance the client has to understand their options.

Brenden Kelley Law represents individuals and businesses harmed by attorney negligence, missed deadlines, conflicts of interest, and other legal malpractice.

Additional legal and practical context

Clients often contact a malpractice attorney after a devastating loss and ask a reasonable question: “How could this have happened?” Sometimes the answer is malpractice. Sometimes the answer is that the facts were difficult, the law was unfavorable, the judge ruled against them, the jury did not believe a witness, or the case carried risks from the beginning.

Legal malpractice generally requires more than disappointment. A plaintiff usually must prove that the attorney owed a duty, breached the applicable standard of care, and caused damages. In many cases, the plaintiff must also prove the “case within the case,” meaning that the client would have achieved a better result if the attorney had acted competently. Ohio’s legal malpractice limitations period is addressed in Ohio Revised Code § 2305.11 , and timing should be evaluated quickly because malpractice deadlines can be unforgiving.

Examples of potential malpractice include missing a statute of limitations, failing to file an appeal on time, ignoring discovery deadlines, failing to disclose an expert witness, representing clients despite a conflict of interest, settling without authority, failing to communicate a settlement offer, giving plainly incorrect advice, or failing to investigate facts that competent counsel would have investigated.

By contrast, a lawyer may not be liable simply because the case was lost. Litigation involves risk. A lawyer can make strategic decisions that do not work out. A witness can perform poorly. A judge can exclude evidence. A jury can award less than expected. The malpractice question is whether the lawyer’s conduct fell below the standard of care and whether that failure caused a measurable loss.

Practical takeaway

If you suspect malpractice, gather the engagement letter, fee agreement, pleadings, court orders, correspondence, invoices, expert reports, settlement communications, and the complete client file. Then speak with malpractice counsel promptly. The goal is to determine not only whether the prior lawyer made a mistake, but whether that mistake caused recoverable harm.

Sources and further reading

• Ohio Revised Code § 2305.11 - Time limitations for certain actions

• Ohio Rules of Professional Conduct

When a Lawyer Misses a Deadline: What Clients Need to Know

Thu, 06 Aug 2026 03:36:11 GMT

Deadlines drive litigation. A strong claim can be lost if it is filed too late. A valid defense can be waived if it is not raised on time. An appeal can disappear if the notice is missed. When a lawyer misses a deadline, the consequences can be severe.

The most obvious deadline is the statute of limitations. If a lawyer fails to file a lawsuit before the statute of limitations expires, the client may lose the right to bring the claim. In that situation, the malpractice case often turns on whether the underlying claim would likely have succeeded if it had been filed on time.

Court deadlines also matter. Lawyers may miss deadlines to respond to motions, answer discovery, disclose experts, file witness lists, oppose summary judgment, or comply with scheduling orders. Some missed deadlines can be fixed. Others can lead to sanctions, exclusion of evidence, dismissal, default judgment, or a weaker settlement position.

Appeal deadlines are especially unforgiving. If a lawyer fails to file a notice of appeal on time, the client may lose appellate rights entirely. That can be devastating when the client had legitimate grounds to challenge the trial court’s ruling.

Expert deadlines are another major risk area. In medical malpractice, legal malpractice, construction, professional negligence, and technical business disputes, expert testimony may be necessary to prove the case. Missing an expert deadline can leave the client unable to prove liability or damages.

Not every missed deadline automatically creates a malpractice claim. The client still needs to prove breach of duty, causation, and damages. If the missed deadline did not affect the outcome, the claim may be limited. But if the missed deadline caused the loss of a valuable claim, defense, appeal, or settlement opportunity, the damages can be significant.

Clients should request their full file immediately if they believe a deadline was missed. The file may show what the deadline was, whether the lawyer knew about it, whether the court granted extensions, and whether any corrective action was taken.

Time also matters for the malpractice claim itself. In Ohio, actions for legal malpractice generally must be commenced within one year after the claim accrues. The accrual analysis can be fact-specific, so clients should not wait to seek advice.

A missed deadline is often more than a scheduling problem. It can be the event that changes the entire outcome of the case.

Brenden Kelley Law reviews missed-deadline cases to determine whether attorney negligence caused the loss of a claim, defense, appeal, or settlement opportunity.

Additional legal and practical context

Missed deadlines are among the clearest warning signs of potential legal malpractice because legal rights often expire by operation of law. If a complaint is filed too late, a claim may be dismissed even if it was otherwise valid. If an appeal is not filed on time, the client may lose the right to appellate review. If expert deadlines are missed, the client may be unable to prove liability, causation, or damages.

Not every missed deadline causes harm. Some deadlines can be extended. Some errors can be corrected. Some courts may allow relief for excusable neglect. But other deadlines are jurisdictional or effectively case-ending. The practical issue is whether the missed deadline changed the outcome or eliminated a valuable legal right.

Ohio’s legal malpractice statute of limitations is found in Ohio Revised Code § 2305.11 . That means a client who discovers that a lawyer missed a deadline should not wait. The client may need replacement counsel to determine whether the underlying case can still be repaired and malpractice counsel to evaluate whether the missed deadline created a separate claim.

The “case within the case” issue is especially important. If an attorney missed the statute of limitations on a personal injury, contract, business, or probate claim, the malpractice claim may require proof that the underlying claim would likely have succeeded. That means evidence from the original matter still matters. The client may need medical records, contracts, emails, expert opinions, witness statements, damage records, and proof of collectability.

Practical takeaway

A missed deadline should be treated as urgent. Ask for a complete copy of your file, confirm the date the deadline was missed, identify whether any remedy remains, and document how the missed deadline affected your case. Do not rely solely on the former attorney’s explanation if the missed deadline may have destroyed a claim.

Sources and further reading

• Ohio Revised Code § 2305.11

• Ohio Rules of Appellate Procedure

Conflicts of Interest in Legal Malpractice Cases: When Your Lawyer Should Not Have Represented You

Thu, 06 Aug 2026 03:36:09 GMT

A lawyer’s duty of loyalty is one of the foundations of the attorney-client relationship. Clients trust lawyers to protect their interests, give independent advice, and avoid divided loyalties. When a lawyer represents clients with conflicting interests, that trust can break down.

Conflicts of interest often arise in business matters. A lawyer may represent a company and its owners, two business partners, a buyer and seller, a borrower and guarantor, or multiple family members in a transaction. The clients may begin aligned, but their interests can diverge quickly.

Joint representation can be risky because the lawyer may receive confidential information from one client that matters to another. If a dispute later develops, the lawyer may be unable to advocate fully for either side. In some situations, the lawyer should never have handled the matter without informed consent. In others, the lawyer may need to withdraw when the conflict becomes unmanageable.

Undisclosed conflicts can cause real harm. A lawyer may fail to advise one client about claims against another client, push a settlement that protects the lawyer’s other client, avoid difficult advice, or structure a transaction in a way that favors one side.

Conflicts can also appear in litigation. A lawyer may represent multiple defendants who blame each other, a business and an individual officer, or a client while also having a relationship with an opposing party, witness, or financial interest in the outcome. These issues can affect strategy, settlement, and trial decisions.

Not every conflict creates a legal malpractice claim. The client must still show that the conflict caused damage. But when a lawyer’s divided loyalty leads to lost claims, bad settlements, impaired defenses, or financial loss, malpractice may be an issue.

Warning signs include a lawyer refusing to discuss claims against another client, discouraging independent counsel, failing to disclose relationships, giving vague explanations about who the lawyer represents, or asking clients to sign conflict waivers without meaningful explanation.

Clients who suspect a conflict should gather engagement letters, conflict waivers, emails, settlement communications, transaction documents, and billing records. The first question is often simple: who exactly was the lawyer representing, and whose interests were being protected?

A lawyer should not place a client in a position where loyalty is uncertain. When divided loyalty causes harm, the consequences can become a legal malpractice claim.

Brenden Kelley Law represents clients harmed by conflicted representation, undisclosed conflicts, and other breaches of attorney duties.

Additional legal and practical context

Conflicts of interest can be especially damaging because they attack the foundation of the attorney-client relationship: loyalty. A client hires a lawyer expecting that lawyer to exercise independent judgment for that client. When the lawyer has divided loyalties, the client may receive compromised advice even if the lawyer never intended harm.

The Ohio Rules of Professional Conduct address concurrent conflicts of interest in Rule 1.7 and duties to former clients in Rule 1.9. See the Ohio Rules of Professional Conduct . A conflict may exist when representing one client will be directly adverse to another client, or when there is a substantial risk that the lawyer’s responsibilities to another person, a former client, a third person, or the lawyer’s own interests will materially limit the representation.

Common examples include a lawyer representing two business partners in a formation and later advising one against the other; representing both a company and an owner in an internal dispute; representing multiple family members in a probate conflict; representing a buyer and seller in a transaction; or advising a client in a matter where the lawyer has a personal financial interest. In some situations, informed written consent may allow the representation. In others, the conflict may be nonconsentable.

In a malpractice case, the existence of a conflict is not always enough. The client still usually must prove damages caused by the conflicted representation. That may require showing that independent counsel would have given different advice, negotiated different terms, disclosed different risks, or avoided a course of action that harmed the client.

Practical takeaway

Clients should be cautious when a lawyer says, “I can represent everyone,” especially in business, probate, and closely held company disputes. Joint representation may appear efficient at the beginning, but it can create serious problems when interests diverge. If you later believe your lawyer’s loyalty was divided, preserve the engagement agreement, conflict waivers, emails, settlement documents, transaction documents, and billing records.

Sources and further reading

• Ohio Rules of Professional Conduct

• ABA Model Rule 1.7 - Conflict of Interest: Current Clients

Noncompetes Are Not Dead: What Small Businesses and Dental Practices Should Know in 2026

Thu, 06 Aug 2026 03:36:08 GMT

Noncompetes are not dead, but they are no longer something businesses should use without careful thought. The legal landscape has changed quickly, and employers should not assume that an old form agreement is still the right tool.

The FTC’s nationwide Noncompete Rule is not currently in effect or enforceable, according to the FTC’s own rule page. That does not mean noncompetes are risk-free. It means businesses are back in a more complicated world where enforceability depends on state law, contract language, the worker’s role, the business interest being protected, and the reasonableness of the restriction.

For small businesses, the practical question is not whether every noncompete is good or bad. The question is whether the restriction actually protects something legitimate, such as confidential information, trade secrets, customer relationships, goodwill, or a purchased business interest.

Dental practices face these issues frequently. Associate dentist agreements often include noncompetes, non-solicitation provisions, non-disparagement clauses, confidentiality terms, and patient-record restrictions. A practice owner may want to protect patient relationships and staff stability. An associate dentist may need to preserve the ability to work in the community after leaving.

Overbroad restrictions can create problems for both sides. If a noncompete covers too large a geographic area, lasts too long, restricts too many activities, or is disconnected from a legitimate business interest, it may be challenged. Even if it is ultimately enforceable, the dispute can be expensive.

Many businesses should consider narrower tools. Confidentiality agreements, trade secret protections, non-solicitation provisions, patient or customer non-interference clauses, and repayment provisions for specific benefits may address the real concern without going further than necessary.

Businesses should also distinguish between employment restrictions and sale-of-business restrictions. A dentist who sells a practice and receives payment for goodwill is in a different position than an associate employee changing jobs. The legal and business analysis should reflect that difference.

In 2026, the best approach is review rather than panic. Business owners should know what their agreements say, whether the restrictions are necessary, whether they are reasonable, and whether they match current business needs.

Brenden Kelley Law reviews and drafts restrictive covenants, non-solicitation provisions, confidentiality agreements, and associate dentist agreements.

Additional legal and practical context

Noncompete law has been unsettled for years, and 2026 is no exception. The FTC’s Noncompete Rule page states that the rule is not in effect and is not enforceable after a district court stopped the FTC from enforcing it. The same FTC page notes that the agency appealed and later took steps to dismiss its Fifth Circuit appeal. See the FTC’s Noncompete Rule page .

That does not mean employers can ignore restrictive covenants. State law still matters. So does the wording of the agreement. A noncompete is only one tool. Employers often also rely on confidentiality clauses, trade secret protections, non-solicitation agreements, patient or customer non-interference provisions, repayment obligations, and agreements tied to the sale of a business.

Dental practices need to be especially thoughtful. A practice may have legitimate concerns about protecting patient relationships, referral sources, team stability, confidential business information, marketing plans, and goodwill. At the same time, overly broad restrictions can create enforceability problems and recruiting problems. An associate dentist who sees a one-sided agreement may decide not to join the practice at all.

The better approach is to tailor restrictions to the actual risk. A practice purchase agreement may justify stronger restrictions against a selling dentist who is being paid for goodwill. An associate agreement may require narrower terms tied to patient solicitation, confidential information, and a reasonable geographic scope. Hygiene, front desk, management, and clinical team agreements may call for different language altogether.

Practical takeaway

Small businesses and dental practices should not assume that every old noncompete is enforceable or that every noncompete is worthless. Review the agreement, identify what the business truly needs to protect, and consider whether narrower tools can accomplish the goal with less risk.

Sources and further reading

• FTC Noncompete Rule

• Federal Register - Non-Compete Clause Rule

HIPAA Cybersecurity Changes: What Dental Practices Should Be Doing Before There Is a Breach

Thu, 06 Aug 2026 03:36:06 GMT

Dental practices are healthcare businesses, and healthcare businesses are data businesses. Every practice depends on electronic patient records, imaging systems, practice management software, online forms, text reminders, payment systems, and outside vendors. That makes cybersecurity a legal issue, not just an IT issue.

HHS has proposed significant changes to the HIPAA Security Rule intended to strengthen protection for electronic protected health information. While the current Security Rule remains in effect during the rulemaking process, the direction is clear: regulators expect covered entities and business associates to take cybersecurity seriously.

Dental practices should not wait for a breach to discover that their policies, vendor contracts, backups, access controls, and incident response plans are outdated. A ransomware attack, lost laptop, compromised email account, or vendor breach can create patient notification obligations, reputational damage, operational disruption, and regulatory scrutiny.

The first step is understanding where patient data lives. That includes practice management software, imaging platforms, cloud storage, email, text messaging systems, online scheduling tools, website forms, payment processors, billing vendors, IT providers, consultants, and backup systems.

The second step is reviewing business associate relationships. If a vendor creates, receives, maintains, or transmits protected health information on behalf of the practice, the practice should evaluate whether a business associate agreement is needed and whether the agreement is current.

Access controls also matter. Team members should not all have the same level of access. Departing employees should be removed promptly. Multi-factor authentication should be considered for sensitive systems. Password practices, device security, and remote access should be addressed in written policies.

Dental practices should also think about incident response. Who gets called first if the practice discovers a breach? Who contacts IT? Who evaluates whether patient notice is required? Who communicates with vendors? A plan created after a crisis begins is not much of a plan.

The legal takeaway is that HIPAA compliance and cybersecurity cannot be separated. Dental practices should coordinate legal, IT, and operations before something goes wrong.

Brenden Kelley Law helps dental practices evaluate legal risks involving HIPAA, vendor contracts, patient data, and practice operations.

Additional legal and practical context

Dental practices are covered entities when they transmit health information electronically in covered transactions, and they often work with business associates such as IT vendors, imaging vendors, billing companies, cloud software providers, answering services, marketing vendors, and patient communication platforms. A breach can disrupt patient care, billing, scheduling, insurance claims, referrals, and practice reputation.

HHS’s Office for Civil Rights has proposed updates to the HIPAA Security Rule to strengthen cybersecurity protections for electronic protected health information. HHS explains that the proposed rule is intended to address a growing number of cyberattacks and would require covered entities and business associates to strengthen cybersecurity protections. HHS also reported significant increases in large breach reports and individuals affected by breaches from 2018 through 2023. See HHS’s HIPAA Security Rule NPRM page .

Even before any final rule, the current Security Rule remains in effect. That means dental practices should already be conducting risk analyses, implementing reasonable safeguards, managing access, training workforce members, and using business associate agreements where required. The proposed changes are a reminder that “we are a small practice” is not a cybersecurity plan.

Practical steps include reviewing user access, enabling multi-factor authentication where available, documenting backups, testing restoration, patching systems, encrypting laptops and portable devices, training staff on phishing, reviewing remote access, requiring vendors to explain their safeguards, and maintaining an incident response plan. Practices should also know who to call if systems go down or patient information is exposed.

Practical takeaway

Dental cybersecurity should be treated as an operations issue, not just an IT issue. Owners should understand where ePHI is stored, who can access it, which vendors touch it, whether backups work, and what the practice will do during the first 24 hours of a suspected breach.

Sources and further reading

• HHS HIPAA Security Rule NPRM

• HHS Summary of the HIPAA Security Rule

AI in Dental Practices: Legal Questions Before You Use AI for Scheduling, Imaging, or Patient Communication

Thu, 06 Aug 2026 03:36:05 GMT

AI tools are entering dental practices quickly. Vendors are offering AI for scheduling, patient communication, claim support, imaging analysis, treatment planning support, call handling, marketing, and administrative workflow. Some tools may be helpful. But practice owners should review the legal issues before adding them to daily operations.

The first question is patient data. Does the AI vendor receive protected health information? Does it store patient communications, images, appointment details, treatment notes, insurance information, phone numbers, or emails? If so, the practice needs to evaluate HIPAA obligations and whether a business associate agreement is required.

The second question is data use. Some vendors reserve broad rights to use customer data to train, improve, or develop products. That language may be unacceptable when the data includes patient information, business records, financial information, or proprietary practice data. Dental practices should know whether their information is being used beyond providing the service.

The third question is responsibility. If an AI tool makes a scheduling mistake, sends the wrong message, summarizes a patient communication incorrectly, flags an image inaccurately, or creates a billing problem, who is responsible? Vendor contracts often limit the vendor’s liability and place most risk on the practice.

AI should also be reviewed for patient communication risk. Automated messages can create confusion if patients believe they are communicating directly with clinical staff. Practices should be careful about how AI tools respond to symptoms, emergencies, treatment questions, and financial issues.

For imaging and clinical support tools, dentists should remember that AI is not a substitute for professional judgment. The practice should understand what the tool does, what it does not do, how results are documented, and whether the dentist remains responsible for diagnosis and treatment decisions.

The contract should address confidentiality, data ownership, security, breach notice, indemnification, insurance, limitation of liability, termination, data return, and whether the vendor may subcontract or transfer data.

AI may become a useful part of dental practice management, but it should be implemented deliberately. The legal review should happen before the tool is connected to patient systems, not after a problem occurs.

Brenden Kelley Law helps dental practices review technology contracts, AI vendor agreements, HIPAA issues, and patient-data risks.

Additional legal and practical context

AI tools are appearing in dental practices in many forms: call handling, scheduling, insurance verification, clinical note drafting, imaging support, marketing content, patient texting, missed-call follow-up, treatment plan presentation, and revenue cycle management. These tools may improve efficiency, but they also raise legal questions that should be addressed before patient information is uploaded or connected.

The first question is HIPAA. If the tool receives, stores, analyzes, or transmits protected health information on behalf of the practice, the vendor may be a business associate. HHS explains that business associates can include persons or entities that perform functions or services involving protected health information for a covered entity. See HHS’s business associate guidance . A dental practice should not assume that a software vendor is HIPAA-ready simply because the vendor markets to healthcare.

The second question is data ownership and use. The contract should say whether the vendor may use practice data, patient data, call transcripts, images, prompts, notes, or communications to train models, improve products, or develop analytics. It should also address where data is stored, how long it is retained, whether subcontractors are used, and what happens when the contract ends.

The third question is responsibility. If an AI tool incorrectly routes a patient call, drafts a misleading message, summarizes a chart inaccurately, or creates a treatment-related communication, the practice may still be responsible to the patient. AI should support professional judgment, not replace it. Practices should decide what must be reviewed by a human before it is sent, filed, billed, or relied upon.

Practical takeaway

Before adopting AI, dental practices should review vendor contracts, business associate agreements, data-use terms, cybersecurity terms, indemnity, limitation of liability, audit rights, and termination rights. The time to ask these questions is before the tool is integrated into scheduling, patient communication, imaging, billing, or charting.

Sources and further reading

• HHS Business Associate Guidance

• HHS HIPAA Security Rule NPRM

When an Immigration Lawyer’s Mistake Costs a Business Its Workers: Legal Malpractice in H-2B and Temporary Labor Certification Cases

Thu, 06 Aug 2026 03:36:02 GMT

For seasonal businesses, immigration paperwork can determine whether the company has enough workers to operate. H-2B and temporary labor certification matters are not just administrative tasks. They can affect contracts, revenue, staffing, customers, and an entire season of work.

The H-2B program allows employers to seek temporary non-agricultural workers when specific requirements are met. Employers must navigate timing rules, recruitment requirements, job orders, prevailing wage issues, notices, and Department of Labor procedures. When an attorney mishandles that process, the business may suffer real financial harm.

Attorney mistakes in these matters can take many forms. A lawyer may miss a filing deadline, submit incomplete recruitment materials, fail to respond properly to a Notice of Deficiency, misunderstand temporary need, use the wrong job classification, fail to advise the client about required postings, or communicate too late for the employer to fix the issue.

The business impact can be severe. A landscaping company may lack crews. A hospitality business may be unable to staff peak season. A contractor may lose projects. A company may pay overtime, hire emergency labor, subcontract work at higher cost, disappoint customers, or lose revenue that cannot be recovered later.

Not every immigration denial is legal malpractice. Government agencies can deny applications for reasons outside the lawyer’s control. The question is whether the attorney failed to act as a reasonably careful immigration lawyer would have acted, and whether that failure caused the business’s loss.

Causation can be complicated. The business may need to show that, but for the lawyer’s mistake, the application likely would have been approved or the problem likely could have been corrected in time. Replacement immigration counsel may be needed to evaluate what should have happened.

Businesses should preserve the complete immigration file, agency notices, recruitment records, emails, text messages, invoices, contracts, payroll records, lost job records, and communications with replacement counsel. Those documents can help connect the attorney error to the business loss.

When immigration counsel’s mistake costs a business access to needed workers, the harm may extend far beyond legal fees. It may become a legal malpractice claim.

Brenden Kelley Law represents businesses harmed by attorney negligence, including legal malpractice arising from mishandled immigration matters.

Additional legal and practical context

For seasonal and temporary-need employers, an H-2B filing is not just immigration paperwork. It can determine whether the business has enough workers to perform contracts, service customers, and generate revenue. The Department of Labor explains that H-2B certification requires a determination that there are not enough qualified and available U.S. workers and that employing H-2B workers will not adversely affect similarly employed U.S. workers. DOL also explains that employers must establish a temporary need such as one-time occurrence, seasonal need, peakload need, or intermittent need. See DOL’s H-2B Temporary Non-Agricultural Program .

Because the process is deadline-driven, attorney errors can be devastating. Mistakes may involve late filings, incomplete applications, deficient job orders, inadequate recruitment, failure to respond to a Notice of Deficiency, failure to contact former U.S. workers, failure to maintain required records, or failure to explain the consequences of denial. DOL’s H-2B materials describe specific timing windows for prevailing wage determinations, job orders, and H-2B applications, as well as recruitment and record retention obligations.

In a legal malpractice case, the employer may need to prove what should have happened if the immigration attorney had handled the matter properly. That may require replacement immigration counsel, labor certification records, contracts, payroll records, lost revenue evidence, communications with customers, and proof of mitigation efforts.

Damages can include lost profits, lost contracts, increased labor costs, emergency subcontracting, overtime, management time, penalties, and reputational harm. But the business must connect those losses to the attorney’s negligence, not merely to a difficult immigration process or agency discretion.

Practical takeaway

Employers relying on H-2B workers should keep complete copies of filings, notices, recruitment documents, emails, invoices, and agency decisions. If a denial or missed deadline may have been caused by attorney error, the employer should consult replacement immigration counsel quickly and preserve evidence of business losses.

Sources and further reading

• DOL H-2B Temporary Non-Agricultural Program

• 20 C.F.R. Part 655, Subpart A - H-2B Labor Certification Process

See if Brenden Kelley Law Can Help You

Brenden Kelley Law represents businesses harmed by attorney negligence, including legal malpractice arising from mishandled immigration matters.

The Best Entity and Tax Choices for Dental Practices in Ohio

Thu, 06 Aug 2026 00:27:29 GMT

Every dentist who starts or restructures a practice eventually faces the same question: what entity should actually own the practice? It's tempting to treat this as a formality to check off before the real work of building a patient base begins. It isn't. The entity and tax election you choose will follow your practice through hiring, financing, a partner buy-in, and eventually a sale — and undoing the wrong choice later is far more expensive than getting it right at the start.

What entities Ohio actually allows

Ohio Administrative Code 4715-13-02 sets out exactly which structures a dentist may practice under: the dentist's own name, a for-profit corporation formed under R.C. Chapter 1701, a professional association formed under R.C. Chapter 1785, a professional partnership formed under R.C. Chapter 1775, or a limited liability company formed under Ohio's LLC statute (now R.C. Chapter 1706, the Ohio Revised Limited Liability Company Act). That list is broader than it's sometimes made out to be — a standard Ohio LLC is a perfectly valid choice for a dental practice. There's no separate “professional LLC” filing required beyond forming an ordinary LLC and following the naming and disclosure rules below.

The naming and disclosure rules that come with any of them

Whichever entity you choose, its name must include the name of the dentist or dentists currently practicing there. The first and last name of every dentist practicing at that location — along with their degree, D.D.S. or D.M.D. — has to be prominently displayed at the practice's main entrance. Only currently practicing, licensed dentists' names may appear in the entity's name or signage; a retired or deceased dentist's name has to come off, even if it's been part of the practice's identity for years. Each location also needs a licensed dentist formally designated as in charge, and that dentist must notify the State Dental Board within ten days of taking on the role.

Why non-dentist ownership still runs into trouble

The entity statute itself doesn't limit LLC membership to licensed dentists the way some states' professional-entity laws do explicitly. But Ohio's definition of “practicing dentistry” is broader than clinical work: under R.C. 4715.01, a non-dentist who owns or controls a dental office and profits from that control beyond a reasonable rental value for the space and equipment can be treated as practicing dentistry without a license. That's the real reason Ohio dental practices are almost always owned entirely by licensed dentists, even though the entity paperwork itself wouldn't technically stop an outside investor from taking a membership interest. A non-dentist ownership or management arrangement can create licensing exposure for everyone involved, not just a compliance footnote to clean up later.

The tax election is a separate decision from the entity itself

Once the entity is formed, the separate question is how it's taxed. A single-owner practice is taxed by default as a sole proprietorship, and every dollar of profit is hit with self-employment tax — 15.3% up to the Social Security wage base, 2.9% for Medicare above it. Electing S-corporation tax treatment changes that math: the owner-dentist takes a reasonable salary, subject to payroll taxes, and can take the remaining profit as a distribution that isn't subject to self-employment tax. For a consistently profitable Ohio practice, that split is usually where the real savings live — which is why an S-corp election tends to be the right default once a practice matures, not because of which entity you formed, but because of what the election does to the tax bill.

The catch is in the word “reasonable.” The IRS expects that salary to reflect fair compensation for the dentistry actually performed. Setting it artificially low specifically to shrink payroll tax exposure is a well-known audit trigger, not a clever strategy, and it's a conversation to have with your accountant before you file the election, not after.

Ohio's Business Income Deduction is the piece that's easy to miss

Ohio allows an owner to deduct the first $250,000 of business income from Ohio taxable income each year — $125,000 if married filing separately — with anything above that taxed at a flat 3%. This deduction applies to pass-through profit regardless of whether the practice is taxed as a sole proprietorship, a partnership, or an S-corp. It's worth understanding how it interacts with an S-corp election specifically: the reasonable salary you set is wages, taxed at Ohio's regular individual rate, while the distribution is business income, eligible for the deduction and the 3% rate. Since those two pieces run on different tax tracks, the reasonable-compensation figure you land on affects more than just your federal payroll tax exposure — it shapes how much of your income lands in the more favorable bucket at the state level too.

A few more Ohio-specific items worth raising with your accountant

● The elective pass-through entity tax (Form IT 4738) lets the practice pay Ohio income tax at the entity level — a way around the federal $10,000 cap on the state-and-local-tax deduction — but it's an annual, irrevocable election once filed for the year.

● Ohio's Commercial Activity Tax generally won't touch a single-location practice: for tax years beginning in 2025, the first $6 million of taxable gross receipts is excluded, and practices under that threshold owe nothing and don't need to file. If your practice registered for the CAT years ago when the threshold was lower, confirm that old registration has actually been cancelled.

● Municipal income tax, collected through RITA, the Central Collection Agency, or a self-administering city depending on where you're located, applies separately to the practice's net profit, to employee wage withholding, and to the owner's own wages — and it's easy to assume the state filing covered it when it didn't.

What actually drives the decision

There's no single “right” entity for every dental practice, and the choice between an LLC, a professional association, a professional partnership, or a corporation usually comes down to governance preferences and administrative formality rather than liability protection, since all of them shield the owner from the practice's general business liabilities — a lease default, an employee's negligence, a vendor dispute — without shielding anyone from their own malpractice. The tax election is where the bigger financial decision actually lives, and it deserves its own conversation with your accountant as the practice grows.

Practical takeaway

Don't let entity selection become an afterthought handled by whoever files your paperwork fastest, and don't assume the entity choice and the tax election are the same decision. Work through both with an attorney who understands Ohio's dental-specific rules, and revisit the tax election again as the practice's profitability changes — what made sense in year one rarely stays optimal once the practice matures.

Sources and further reading

● Ohio Administrative Code 4715-13-02 — Name under which practice may be conducted

● Ohio Revised Code § 4715.01 — Definition of practicing dentistry

● Ohio Revised Code Chapter 1706 — Ohio Revised Limited Liability Company Act

● Ohio Department of Taxation — Business Income Deduction

● IRS Instructions for Form 1120-S — S corporation reasonable compensation guidance

If you're forming a new dental practice or want a second opinion on your current entity and tax structure, call our office at 216-644-3359 or schedule a consultation online .

Associate Dentist Agreements: What Dentists Should Review Before Signing

Mon, 03 Aug 2026 04:00:18 GMT

An associate dentist agreement can shape a dentist’s income, schedule, professional freedom, and future career options. For practice owners, it can protect the practice, define expectations, and reduce disputes. But too many associate agreements are signed without a careful review.

Compensation is usually the first issue. The agreement should explain whether the associate is paid a salary, hourly rate, percentage of production, percentage of collections, or some combination. If compensation is based on production or collections, the formula should be clear. The agreement should define what counts, what is excluded, how adjustments are handled, and when payment is made.

Production and collections language can create significant confusion. A dentist may believe they are earning a percentage of everything they produce, while the practice may calculate compensation only after write-offs, refunds, lab fees, insurance adjustments, or uncollected balances. The agreement should answer those questions before the first paycheck dispute.

Schedule expectations should also be specific. The agreement should state expected days, hours, locations, call obligations, hygiene exams, emergency coverage, and whether the associate must work evenings or weekends. If the practice has multiple locations, the agreement should say whether the associate can be assigned to another office.

Termination provisions deserve close attention. Some agreements allow either side to terminate without cause on notice. Others allow immediate termination for defined reasons. Associates should understand whether compensation is owed after termination, how final collections are handled, and whether they must repay bonuses, advances, CE costs, or relocation expenses.

Patient records and patient relationships belong to the practice unless the agreement says otherwise. Associates should not assume they can take patient lists, contact information, charts, radiographs, or treatment records when they leave. Practice owners should make confidentiality and record ownership clear.

Restrictive covenants may be the most important post-employment issue. Noncompetes, non-solicitation provisions, non-disparagement clauses, confidentiality obligations, and restrictions on contacting patients or staff can affect where the associate can work next. These provisions should be reviewed before signing, not after the dentist receives a new opportunity.

Practice owners should also use the agreement to define clinical autonomy, compliance obligations, insurance participation, documentation standards, licensure requirements, malpractice insurance, and expectations for patient communication.

A good associate agreement protects both sides by reducing uncertainty. The goal is not to make the agreement longer for the sake of length. The goal is to make the important terms clear enough that the parties do not have to fight about them later.

Brenden Kelley Law reviews and drafts associate dentist agreements for dentists and dental practice owners throughout Ohio.

Additional legal and practical context

An associate dentist agreement can shape the dentist’s schedule, income, clinical autonomy, patient relationships, and future career options. Many associates focus on the headline compensation number, but the details usually matter more. A percentage of production is not the same as a percentage of collections. A daily guarantee is not the same as a salary. A bonus formula may look generous until lab fees, write-offs, refunds, insurance adjustments, hygiene exams, remakes, or uncollected balances are excluded.

The agreement should define exactly how compensation is calculated. If pay is based on collections, the associate should know when collections are measured, what happens if the patient pays later, and whether the associate receives credit after termination. If compensation is based on production, the agreement should explain whether production means gross production, adjusted production, net production, or something else. Disputes often arise because the owner and associate use the same words but mean different things.

Restrictive covenants require careful review. The FTC’s broad noncompete rule is not currently in effect and is not enforceable after a federal district court stopped enforcement, but the FTC’s page notes the rule’s history and the agency’s prior position on noncompetes. See the FTC’s Noncompete Rule page . Even when federal policy shifts, state law and the specific contract still matter. Dental agreements may include noncompetes, non-solicitation provisions, confidentiality clauses, patient non-solicitation provisions, and limits on using practice information.

Patient records should also be addressed. The practice generally controls the patient records, but the associate may need access to defend a board complaint, malpractice claim, insurance audit, or patient dispute. The agreement should explain what access is allowed after termination, how requests are made, and how HIPAA compliance will be maintained.

Practical takeaway

Before signing, dentists should understand compensation, schedule requirements, clinical expectations, malpractice insurance, tail coverage, termination rights, restrictive covenants, patient record access, and what happens to unpaid compensation after the relationship ends. Practice owners should also review these agreements to make sure they are enforceable, understandable, and consistent with how the practice actually operates.

Sources and further reading

• FTC Noncompete Rule page

• HHS HIPAA for Professionals

Buying a Dental Practice? Legal Issues Dentists Should Review Before Closing

Mon, 27 Jul 2026 14:30:02 GMT

Buying a dental practice is both a professional milestone and a major business transaction. The clinical side matters, but the legal structure of the deal can determine whether the transition succeeds or becomes a costly dispute.

Most dental practice acquisitions are structured as asset purchases. The buyer purchases selected assets of the practice, such as equipment, supplies, patient records, goodwill, phone numbers, website rights, trade names, and sometimes accounts receivable. The purchase agreement should clearly define what is included, what is excluded, and what liabilities the buyer is not assuming.

Patient records require special attention. A buyer should understand how records will be transferred, how patients will be notified, who is responsible for record retention, and how privacy obligations will be handled. The goodwill of a dental practice depends heavily on patient continuity, so the transition plan should be practical and compliant.

Staff transition is another key issue. The buyer should know which employees will be offered positions, whether compensation or benefits will change, whether there are accrued vacation or bonus obligations, and whether any employment claims or wage issues exist. The purchase agreement should address who is responsible for pre-closing employment liabilities.

Restrictive covenants are central in dental deals. If the selling dentist is not restricted from opening nearby, soliciting patients, or hiring away staff, the buyer may not receive the goodwill they paid for. At the same time, restrictive covenants must be drafted carefully and reasonably under applicable law.

Equipment should not be treated as an afterthought. The agreement should identify major equipment, state whether it is owned or leased, disclose liens or financing, address warranties or disclaimers, and explain who is responsible for repairs discovered before closing.

Accounts receivable can also cause confusion. Some buyers purchase receivables, some collect them for the seller, and some exclude them entirely. The agreement should explain how payments will be allocated when patients owe amounts for work performed before and after closing.

The lease may be the biggest hidden issue. A dental practice usually depends on its location. The buyer should confirm whether the landlord must approve an assignment, whether the lease term is long enough, whether options can be exercised, and whether the landlord will require a personal guarantee.

Dentists should review the legal documents before the deal is too far down the road. Once financing, due diligence, and closing pressure build, it becomes harder to fix problems. A good purchase agreement should protect the buyer, support a smooth transition, and reduce the chance of disputes after closing.

Brenden Kelley Law helps dentists review, negotiate, and close dental practice purchase agreements, leases, employment documents, and transition-related contracts.

Additional legal and practical context

A dental practice purchase is not just the purchase of equipment and patient charts. It is the purchase of a going concern: goodwill, location, staff, systems, phone numbers, website presence, patient relationships, provider reputation, contracts, and cash flow. The legal documents should match that reality.

The asset purchase agreement should clearly identify what is being purchased and what is excluded. That includes dental chairs, imaging equipment, handpieces, computers, software, instruments, supplies, phone numbers, domain names, social media accounts, trade names, patient records, goodwill, assignable contracts, and accounts receivable. If accounts receivable are included, the agreement should explain who collects them, whether there is a holdback, how refunds are handled, and what happens if insurance adjustments reduce expected value.

Patient records require special attention. A buyer needs access to records to continue care, but the transfer must be handled consistently with HIPAA and applicable state dental board requirements. HHS explains that HIPAA applies to covered entities and business associates and protects individually identifiable health information. See HHS’s summary of the HIPAA Privacy Rule . The purchase agreement should require cooperation on patient notices, record transfer logistics, electronic health record access, and continuity of care.

The lease may be just as important as the purchase agreement. If the practice depends on location, signage, buildout, and local patient familiarity, the buyer needs to know whether the lease can be assigned, whether landlord consent is required, whether rent will increase, whether options can be exercised, and whether the landlord will require a personal guarantee. A dental buyer should not close on the practice without confidence that the office location can be retained.

Staff transition should also be handled carefully. The buyer should decide who will receive offers, whether benefits carry over, whether accrued vacation or PTO is assumed, and how restrictive covenants or confidentiality obligations will be handled. If the seller is staying for a transition period, the documents should explain schedule, compensation, clinical authority, patient introductions, and what happens if the relationship ends early.

Practical takeaway

The best dental practice deals are not rushed. Before closing, a buyer should review the asset purchase agreement, lease, patient records plan, employment issues, equipment list, software contracts, accounts receivable, financing documents, restrictive covenants, and post-closing transition obligations.

Sources and further reading

• HHS Summary of the HIPAA Privacy Rule

• HHS HIPAA for Professionals

Personal Guarantees: The Contract Term Small Business Owners Regret Signing Too Quickly

Mon, 20 Jul 2026 14:30:04 GMT

A personal guarantee is one of the most important contract terms a small business owner can sign. It is also one of the easiest to overlook. The business owner may think the company is signing the contract, but the guarantee can make the owner personally responsible if the company cannot pay.

Personal guarantees appear in commercial leases, equipment financing, vendor agreements, bank loans, lines of credit, dental practice acquisitions, merchant cash advances, and supply contracts. They are common, but that does not mean they should be signed casually.

The basic issue is limited liability. One reason business owners form LLCs or corporations is to separate business obligations from personal assets. A personal guarantee can contract around that protection. If the company defaults, the landlord, lender, or vendor may pursue the individual guarantor, not just the company.

In a commercial lease, a personal guarantee can become especially risky. If the business closes early, the owner may still be responsible for unpaid rent, late fees, common-area charges, taxes, insurance, buildout obligations, attorney fees, and other lease damages. For dental practices and other professional offices with expensive buildouts, the numbers can become significant.

Equipment loans and dental practice financing raise similar concerns. A dentist buying a practice may personally guarantee the acquisition loan, equipment financing, lease obligations, and vendor contracts all at once. The result can be layered personal exposure if the transition does not go as planned.

Before signing, business owners should ask whether the guarantee can be limited. Possible revisions include a cap on liability, a burn-off after timely payments, a shorter guarantee period, exclusion of consequential damages, a requirement that the creditor pursue the business first, or a release when the business reaches certain financial benchmarks.

Owners should also understand whether the guarantee is joint and several. If multiple owners sign, one owner may be pursued for the full amount, even if the default was caused by someone else. That risk should be addressed in the owners’ internal agreement.

A personal guarantee is not always avoidable. Many landlords and lenders require them. But the business owner should know exactly what is being guaranteed, how long the obligation lasts, and whether there is any way out.

The worst time to understand a personal guarantee is after the business is already in default. Review the language before signing, negotiate where possible, and make sure the risk is consistent with the deal.

Brenden Kelley Law reviews leases, loans, vendor contracts, and dental practice agreements to help business owners understand and negotiate personal guarantee exposure.

Additional legal and practical context

A personal guarantee changes the risk profile of a business deal. Without a guarantee, the creditor may generally be limited to the business and its assets, subject to the contract and applicable law. With a guarantee, the owner may be personally responsible if the business defaults. That means the creditor may be able to pursue the owner’s bank accounts, wages, real estate, or other personal assets depending on the wording of the guarantee, the judgment, and collection law.

Personal guarantees are common in commercial leases, business loans, equipment financing, dental practice acquisitions, vendor credit applications, and merchant processing agreements. They are also common in SBA financing. The Small Business Administration explains that SBA-backed financing is provided through participating lenders, and SBA lending materials often require owner guarantees for those with significant ownership interests. See the SBA’s 7(a) loan program materials and lender and development company loan program regulations .

Owners should look for whether the guarantee is limited or unlimited. A limited guarantee may cap liability by dollar amount, percentage, time period, or event. An unlimited guarantee may make the guarantor responsible for the full debt, interest, late fees, attorney fees, costs, and collection expenses. Some guarantees are continuing guarantees, meaning they may apply not just to the first transaction but also to future obligations unless revoked in the manner required by the agreement.

Dental practice owners should be particularly careful. A practice acquisition may involve a bank loan, seller financing, office lease assignment, equipment leases, supplies, technology contracts, and merchant services. Each document may contain a separate personal guarantee. Even if the purchase is structured through an LLC or corporation, the owner may have personally guaranteed multiple obligations without appreciating the cumulative risk.

Practical takeaway

Before signing, ask whether the guarantee can be narrowed. Consider negotiating a cap, burn-off provision, release after timely payments, release after assignment, limitation to certain obligations, or exclusion of consequential damages and attorney fees. If the other side refuses to remove the guarantee, the owner should at least understand the worst-case exposure before signing.

Sources and further reading

• SBA 7 (a) Loans

• 13 C.F.R. Part 120 - Business Loans

When an Immigration Lawyer Mishandles an H-1B Petition: Legal Malpractice for Employers and Professionals

Mon, 13 Jul 2026 14:45:04 GMT

An H-1B petition can affect a person’s job, income, immigration status, career path, and family stability. It can also affect the employer’s staffing, patient care, customer service, recruiting, and operations. When an immigration lawyer mishandles the petition, both the worker and the employer can be harmed.

The H-1B program applies to employers seeking to hire nonimmigrant workers in specialty occupations. The Department of Labor explains that a specialty occupation requires specialized knowledge and at least a bachelor’s degree or equivalent in the specific specialty. Employers also must submit a Labor Condition Application before filing certain petitions.

Attorney mistakes in H-1B matters may include filing late, using the wrong job description, failing to support the specialty occupation requirement, mishandling an RFE or NOID, submitting incomplete evidence, failing to coordinate with the employer and employee, or failing to advise about status consequences.

The consequences can be serious. A professional may lose work authorization, income, employment, or future immigration opportunities. An employer may lose a key employee, delay patient or customer service, incur recruiting costs, or suffer business disruption.

Legal malpractice requires more than disappointment with the immigration result. The claimant generally must show that the lawyer owed a duty, breached that duty, caused harm, and that damages resulted. In immigration malpractice cases, causation often requires showing what likely would have happened if the lawyer had handled the matter properly.

Warning signs include surprise denials, missed response deadlines, vague explanations, refusal to provide the file, failure to share filings before submission, blaming the agency without explaining what was submitted, and failure to advise the client about appeal or refiling options.

Employers and professionals should request the complete file, including the engagement agreement, submitted forms, supporting letters, evidence, agency notices, emails, text messages, invoices, and strategy communications. Replacement immigration counsel may be needed to evaluate whether the problem can still be fixed.

An H-1B case is not just paperwork. For many professionals and employers, it is the foundation of a job, a business relationship, and a future plan. If attorney negligence damages that foundation, legal malpractice should be evaluated.

Brenden Kelley Law reviews legal malpractice claims involving mishandled immigration matters, missed deadlines, and harmful attorney errors.

Additional legal and practical context

An H-1B petition can affect a professional’s career, income, immigration status, family stability, and long-term plans. It can also affect the employer’s staffing, revenue, patient care, client service, research, and recruiting. When an immigration lawyer mishandles an H-1B matter, the consequences may reach far beyond a filing fee.

The Department of Labor explains that the H-1B program allows employers to temporarily employ foreign workers in specialty occupations, and that employers must submit a Labor Condition Application to DOL before filing with USCIS or obtaining a visa through the Department of State. See DOL’s H-1B Specialty Workers page . USCIS also provides H-1B guidance for specialty occupations and related filing requirements.

Potential attorney errors include selecting the wrong job classification, drafting a weak specialty occupation explanation, failing to match the position to the worker’s degree, missing deadlines, submitting incomplete forms, ignoring Requests for Evidence, failing to communicate a Notice of Intent to Deny, misunderstanding cap or cap-exempt issues, mishandling status maintenance, or failing to advise the employer and employee about consequences if the petition is denied.

H-1B malpractice claims can be complicated because causation matters. The injured party may need to prove not only that the lawyer made a mistake, but that a properly handled petition likely would have been approved or that a better strategy would have preserved status, employment, or another immigration option. That usually requires input from experienced immigration counsel.

Practical takeaway

Employers and professionals should keep the complete immigration file, including the I-129 petition, LCA, support letters, RFEs, responses, denial notices, emails, invoices, and communications about strategy. If the lawyer refuses to provide the file or cannot explain what happened, that may be a warning sign that independent review is needed.

Sources and further reading

• DOL H-1B Specialty Workers

• DOL Wage and Hour Division H-1B Program

• USCIS H-1B Specialty Occupations

The Operating Agreement Mistakes That Cause Small Business Lawsuits

Mon, 06 Jul 2026 14:30:12 GMT

An operating agreement is supposed to prevent disputes, not create them. But many small businesses use short, generic, or outdated operating agreements that do not answer the questions that actually matter when owners disagree. When the agreement is vague, routine business friction can quickly become litigation.

The most common problem is unclear ownership. Owners may believe they are equal partners, but the agreement may say something different. Sometimes ownership percentages are listed, but capital contributions, profit distributions, tax allocations, and decision-making rights are not aligned. That creates resentment when one owner believes they are carrying more of the burden while another owner receives the same economic benefit.

Voting rights are another frequent source of conflict. Some agreements require unanimous consent for major decisions, while others allow majority control. Both structures can work, but only if everyone understands what they mean. If the agreement does not define ordinary decisions, major decisions, borrowing authority, hiring authority, spending limits, and signing authority, owners may end up fighting over who had the right to act.

Deadlock provisions are often missing entirely. A deadlock happens when owners cannot agree and neither side has enough voting power to move the business forward. Without a deadlock mechanism, the company may be stuck. Bills still need to be paid, employees still need direction, and customers still expect service. A good operating agreement should explain what happens if owners reach an impasse.

Buyout terms may be the most important provisions that owners ignore at the beginning. The agreement should explain when an owner can leave, when an owner can be forced out, how the ownership interest is valued, how payment will be made, whether discounts apply, and whether the departing owner remains bound by confidentiality, non-solicitation, or other restrictive covenants.

Small business lawsuits often begin with a personal breakdown, but the legal fight is usually about documents. The operating agreement becomes the roadmap. If the roadmap is unclear, the owners may spend money asking a court to decide issues they could have addressed in writing before the dispute began.

Business owners should review their operating agreements before there is a problem. The best time to fix vague language is when everyone is still getting along. Once a dispute begins, every sentence is read through the lens of self-interest.

For LLC owners, the takeaway is simple: do not treat the operating agreement as a formality. It should be a practical document that answers hard questions before the business faces them.

Brenden Kelley Law helps small business owners draft, review, and update operating agreements that reduce the risk of ownership disputes and business litigation.

Additional legal and practical context

For Ohio LLCs, the operating agreement is not just an internal memo. Ohio law provides that an operating agreement governs the relations among the members and between the members and the LLC, and that if the operating agreement does not address a matter, the Ohio Revised Limited Liability Company Act supplies default rules. See Ohio Revised Code § 1706.08 . That matters because many owners assume their informal understanding will control. In a dispute, however, the written agreement, emails, capital records, tax returns, and course of conduct may become the evidence everyone argues about.

A stronger operating agreement should be specific about what each owner owns and what that ownership actually means. Ownership percentage, voting power, profit distributions, tax allocations, salary, guaranteed payments, expense reimbursement, and management authority are different concepts. They may overlap, but they should not be treated as interchangeable. A 50/50 economic split does not automatically answer who can sign a lease, borrow money, hire employees, fire employees, open bank accounts, change accountants, admit a new member, or approve a major purchase.

The agreement should also explain what happens when the relationship changes. Small businesses rarely fail because the owners forgot to file a piece of paper. They fail because one owner gets divorced, becomes disabled, stops working, wants out, needs cash, takes another job, develops a substance abuse issue, starts a competing venture, or simply no longer shares the same vision. A well-drafted agreement addresses those moments before they become emergencies.

Business owners should pay special attention to buy-sell language. A buyout provision should answer who can trigger the buyout, whether it is mandatory or optional, how value is calculated, whether discounts apply for lack of control or lack of marketability, how disputes over value are resolved, and whether the purchase price is paid immediately or over time. Without those details, even owners who agree that someone should leave may end up fighting over price and payment terms.

Practical Takeaway

An operating agreement should be reviewed whenever there is a new owner, new financing, a major growth phase, a change in management roles, or any sign of owner tension. Treat the review as preventive maintenance. It is far cheaper to clarify the document while everyone is cooperative than to litigate the meaning of vague language after trust has broken down.

Sources and further reading

• Ohio Revised Code Chapter 1706 - Ohio Revised Limited Liability Company Act

• Ohio Revised Code § 1706.08 - Limited liability company operating agreements

Brenden Kelley Law Ranked Top 100 in Ohio by BusinessRate for 2026

Tue, 30 Jun 2026 16:33:20 GMT

I have an update I am genuinely proud to share: Brenden Kelley Law was again ranked Top 3 among law firms in Cleveland, Ohio 44114 by BusinessRate.com — and this year, we also broke into the Top 100 law firms in Ohio, coming in at #86 statewide.

Our 2026 BusinessRate Benchmark Score was 234 out of 300.

That part matters to me because this recognition is not just another “best of” badge. BusinessRate’s scoring system looks beyond a simple star rating. It evaluates a business’s review history, recent review activity, and the quality of the reviews people leave. In other words, the score is designed to reflect not only whether clients were satisfied, but whether a business has been consistent over time and is still earning trust now.

That is why this recognition means something to me.

Why this ranking matters

When I started Brenden Kelley Law, I wanted to build a law firm that felt different.

A firm can be professional without being cold. It can be serious about the work without making clients feel small. It can give direct advice without talking over people. It can help business owners, families, and professionals through stressful legal issues while still treating them like human beings.

That is the standard we are trying to meet.

So when clients take the time to leave specific, thoughtful reviews, it tells me two things. First, it tells me that the work mattered. Second, it tells the next person searching for help that they may have found a firm they can trust.

That second part is important. Most people do not call a lawyer because everything is going great. They call because something is uncertain, stressful, expensive, confusing, or all of the above. Reviews help people make that first call with a little more confidence.

Our current ratings

We are grateful to have a 5.0 Google rating and a 10.0 AVVO rating .

I do not take either of those lightly. Legal work is personal. Even when the matter is “just business,” the stakes usually feel very real to the person sitting across from us. A good review is not just a marketing point. It is a client saying, “I trusted you with something important, and you handled it well.”

That means a lot.

Thank you to our clients, team, and referral partners

To our clients: thank you for trusting us. Thank you for the conversations, the hard questions, the honest feedback, and the opportunity to help.

To the clients who have left reviews: thank you for taking the extra few minutes to write something real. Those reviews help us grow, but they also help the next person decide whether we are the right fit.

To our team: thank you for the work you do behind the scenes. No recognition like this belongs to one person.

And to the colleagues, advisors, and friends who continue to refer clients to us: I appreciate it more than you know. A referral is an act of trust. I do not take that for granted.

Help us keep growing

Last year, I asked for help getting to #1.

I am going to ask again.

If you have worked with Brenden Kelley Law and had a good experience, I would be grateful if you left us a Google review . It does not need to be long. A few honest sentences about what we helped with and what the experience was like can make a real difference.

Reviews help small firms like ours compete. They help good clients find us. And they help us keep building the kind of law firm I set out to build from the beginning.

Thank you for helping us reach the Top 3 in Cleveland again — and for helping us break into the Top 100 in Ohio.

Now we keep going.

CIPA Demand Letters and Website Tracking: What Businesses Need to Know About Vivek Shah’s Privacy Claims

Mon, 29 Jun 2026 14:30:03 GMT

Business owners are increasingly receiving demand letters accusing their websites of violating the California Invasion of Privacy Act, commonly known as CIPA. Many of these letters are being sent by Vivek Shah, a California-based pro se claimant who has reportedly sent similar demand letters to businesses across the country and has filed several lawsuits asserting website privacy claims.

These letters can be alarming. They often arrive with a draft complaint, references to California privacy statutes, screenshots from browser developer tools, and claims for statutory damages and injunctive relief. But businesses should understand two things at the same time:

First, these claims should not be ignored.
Second, receiving one of these letters does not mean the claim is valid.

What Is Happening?

California’s Invasion of Privacy Act was passed to protect private communications from improper monitoring and surveillance. See Cal. Penal Code § 630. Recently, however, plaintiffs have been using CIPA to target ordinary business websites that use common marketing and analytics tools.

The general theory is that a website violates CIPA when it automatically sends visitor information to third-party services before the visitor consents. These third-party services may include tools like:

Google Analytics
Google Tag Manager
Google Ads/conversion tracking
Meta/Facebook Pixel
CallRail or other call-tracking tools
Chat widgets
Session replay or heatmap tools
Online scheduling platforms
Marketing automation tools
Embedded forms and plugins

The demand letters often allege that these tools collect or transmit IP addresses, browser information, device identifiers, page URLs, or search/form data. Shah and others have argued that these tools function like unlawful “pen registers” or “trap and trace” devices under California law. See Cal. Penal Code §§ 638.50(b), 638.50(c), 638.51(a).

In plain English, the claim is not usually that a business intentionally hacked anyone or secretly spied on customers. Rather, the claim is that routine website tools sent technical visitor data to third parties before the visitor gave clear consent.

Why Should Ohio and Pennsylvania Businesses Care About a California Privacy Law?

Many business owners assume California privacy laws do not apply to them because they are not located in California. That may be true in many cases, but it should not be assumed.

If a business has a website that can be accessed from California, a California claimant may argue that California law applies because the alleged website visit occurred in California. Whether a California court actually has personal jurisdiction over an out-of-state business depends on the facts.

Important questions include:

Does the business advertise to California residents?
Does the business sell products or services to California customers?
Does the website allow California residents to purchase, book, apply, subscribe, or submit information?
Does the business knowingly collect or monetize data from California users?
Is the website purely informational for a local business?
Is the alleged tracking connected to the defendant’s own website, or did the claimant identify the wrong website or wrong company?

For a local dental office, medical practice, contractor, professional service business, restaurant, or local service provider that does not target California, personal jurisdiction may be a strong defense. But the analysis is fact-specific. In Briskin v. Shopify, Inc., the Ninth Circuit held that specific personal jurisdiction may exist where a company allegedly knew it was collecting data from California consumers and exploited that data for commercial gain. 135 F.4th 739 (9th Cir. 2025). That case is important, but it is very different from a purely local business with no California customers, no California advertising, and no California-directed services.

What Does CIPA Allow Plaintiffs to Seek?

The reason these demand letters get attention is that CIPA can carry statutory damages. Under California Penal Code § 637.2, a claimant may pursue statutory damages of $5,000 for each alleged violation, or three times the actual damages sustained, whichever is greater. The statute also permits a request for injunctive relief. Cal. Penal Code § 637.2(a)-(b). The statute also says actual damages are not a prerequisite to bringing an action. Cal. Penal Code § 637.2(c).

Plaintiffs may try to argue that each website visit, each third-party transmission, or each tracking tool is a separate violation. Whether that theory is legally valid depends on the facts and the court. But even weak claims can create risk because defending a lawsuit in California can become expensive quickly.

That is the leverage behind many of these demand letters.

The Law Is Still Developing

Courts are not uniform in how they evaluate website tracking claims under CIPA. Some courts have allowed claims to proceed past the pleading stage where plaintiffs alleged that tracking software collected IP addresses or other addressing information without consent. See Shah v. Fandom, Inc., 754 F. Supp. 3d 924 (N.D. Cal. 2024); Camplisson v. Adidas America, Inc., 809 F. Supp. 3d 1095 (S.D. Cal. 2025); Hassid v. Alex and Ani, LLC, 816 F. Supp. 3d 1196 (C.D. Cal. 2026).

Other courts have dismissed claims where the plaintiff failed to allege a concrete privacy injury, failed to plead the necessary communication, or failed to connect the alleged tracking to the statutory requirements. See Mitchener v. CuriosityStream, Inc., 815 F. Supp. 3d 845 (N.D. Cal. 2025); D’Antonio v. Smith & Wesson Inc., 820 F. Supp. 3d 928 (N.D. Cal. 2026); Shah v. MyFitnessPal, Inc., 2026 WL 216334 (N.D. Cal. Jan. 27, 2026).

That uncertainty is exactly why these claims are being brought. Plaintiffs are testing the outer limits of an older privacy statute against modern website technology.

Do Not Ignore the Letter, But Do Not Rush to Pay

If your business receives a CIPA demand letter from Vivek Shah or anyone else, do not panic and do not immediately pay. The first step is to evaluate whether the demand is factually and legally sound.

Some demand letters may have serious problems, including:

The wrong website is identified
The wrong domain is identified
The screenshots are from another company’s website
The claimant assumes ownership or control without evidence
The business does not target California
The website is purely informational
The alleged third-party tools are not actually present
The claimant did not submit a form, use a search bar, chat, or otherwise communicate with the business
The business already had a consent banner or privacy disclosures in place

A plaintiff generally must connect the alleged tracking technology to the defendant. In Shah v. Fandom, the court allowed the claim to proceed in part because the plaintiffs alleged that the website owner incorporated third-party tracker code into its own website code, causing the trackers to install when users visited the website. 754 F. Supp. 3d 924 (N.D. Cal. 2024). If the claimant’s screenshots or technical allegations relate to a website your company does not own, operate, maintain, control, host, or redirect, that may be the strongest defense.

Preserve Evidence Before Making Changes

One of the biggest mistakes a business can make is immediately changing the website without preserving evidence first.

Before removing plugins, deleting code, changing cookie banners, or updating privacy policies, the business should preserve the current condition of the website. This helps avoid later arguments that evidence was destroyed or altered.

Businesses should preserve:

Screenshots of the website as it exists now
The privacy policy, terms of use, cookie policy, and consent banner
A list of all website plugins and third-party tools
Google Tag Manager settings, if used
Google Analytics and Google Ads settings, if used
Call-tracking settings, if used
Chat widget, scheduling, form, and CRM integrations
Developer-tool network logs showing what loads on page visit
Domain ownership and hosting records
Copies of the demand letter, envelope, draft complaint, and attachments

This preservation step does not mean the business agrees with the claim. It simply protects the business and its defenses.

What Should Your IT or Website Vendor Do?

After preserving evidence, your website professional should audit the site for privacy and tracking issues. The legal analysis should be handled by counsel, but the technical work usually needs to be done by the website developer, IT provider, marketing company, or compliance vendor.

At a minimum, your website team should identify:

What scripts, pixels, cookies, tags, and third-party tools load on the site
Which tools load automatically when a visitor first lands on the site
Whether any non-essential tools load before consent
Whether search terms, form entries, chat content, phone numbers, emails, or other user-submitted information are sent to third parties
Whether Google Analytics, Google Ads, Meta Pixel, CallRail, chat tools, heatmaps, scheduling tools, or CRM integrations are active
Whether the website has a functioning cookie consent banner
Whether the consent banner actually blocks non-essential scripts before opt-in
Whether the privacy policy accurately discloses the tools being used
Whether California visitors should receive a stricter consent experience

The most common practical fix is to implement a real consent-management platform that blocks non-essential analytics, advertising, retargeting, tracking, and call-attribution tools until the visitor affirmatively consents.

A privacy policy alone may not be enough if the tools fire before the visitor has a meaningful opportunity to consent. Courts have been skeptical of relying on footer links or passive terms to establish consent where the user did not take clear affirmative action. See Camplisson v. Adidas America, Inc., 809 F. Supp. 3d 1095 (S.D. Cal. 2025); Hassid v. Alex and Ani, LLC, 816 F. Supp. 3d 1196 (C.D. Cal. 2026).

Updating Your Website Is Not an Admission of Liability

Some business owners worry that fixing the website will make them look guilty. Generally, updating a website to reduce legal risk should not be treated as an admission that the prior setup was unlawful.

Businesses update compliance practices all the time. Laws change. Litigation trends change. Technology changes. Risk tolerance changes.

The better view is simple: even if the claim is weak, it is still smart to reduce the chance that the same claimant, or another claimant, visits the correct website later and sends a new demand.

How Businesses Should Respond

A business that receives a CIPA demand letter should usually take the following steps:

Do not communicate directly with the claimant.
Send the letter to legal counsel.
Preserve the website and related evidence before making changes.
Confirm whether the business owns or controls the website identified in the letter.
Confirm whether the screenshots and technical allegations actually relate to the business.
Determine whether the business targets or serves California residents.
Have IT or the website vendor audit the site.
Update the website’s consent tools, privacy policy, cookie policy, and third-party script settings as needed.
Evaluate defenses before discussing settlement.
If the claim is factually wrong, respond clearly and firmly.

Depending on the facts, the best response may be a denial, a request for more information, a technical correction, a settlement discussion, or preparation to defend the claim if a lawsuit is filed.

The Bigger Lesson for Business Owners

The broader lesson is not limited to Vivek Shah or CIPA. Website privacy claims are becoming a real legal risk for small and mid-sized businesses.

Many businesses have websites built by marketing vendors who install analytics, pixels, call tracking, forms, and plugins without much thought about privacy law. For years, that was treated as ordinary website marketing. That is changing.

Business owners should know what their websites are collecting, where that information is going, and whether visitors are given meaningful notice and consent before non-essential tracking occurs.

Bottom Line

If your business receives a CIPA demand letter, do not ignore it. At the same time, the letter should be tested carefully before accepting its allegations as true.

The claimant may have the wrong website. The business may not target California. The website may not use the tools alleged. The law may provide defenses. But those defenses are much stronger when the business acts carefully, preserves evidence, and gets the website reviewed before responding.

At the same time, this is a good reminder for every business owner: your website is part of your legal risk profile. Privacy policies, cookie banners, analytics tools, call tracking, and marketing pixels should not be afterthoughts.

Brenden Kelley Law helps business owners respond to legal threats, assess website privacy risks, and work with their IT and marketing professionals to reduce exposure before litigation begins.

Legal Authorities Cited

Cal. Penal Code § 630
Cal. Penal Code § 637.2
Cal. Penal C o de § 638.50
Cal. Penal Code § 638.51
Briskin v. Shopify, Inc., 135 F.4th 739 (9th Cir. 2025)
Shah v. Fandom, Inc., 754 F. Supp. 3d 924 (N.D. Cal. 2024)
Camplisson v. Adidas America, Inc., 809 F. Supp. 3d 1095 (S.D. Cal. 2025)
Mitchener v. CuriosityStream, Inc., 815 F. Supp. 3d 845 (N.D. Cal. 2025)
Hassid v. Alex and Ani, LLC, 816 F. Supp. 3d 1196 (C.D. Cal. 2026)
D’Antonio v. Smith & Wesson Inc., 820 F. Supp. 3d 928 (N.D. Cal. 2026)
Shah v. MyFitnessPal, Inc., 2026 WL 216334 (N.D. Cal. Jan. 27, 2026)

Tender, Strong, and True: Irish Heritage, Cleveland, and the People Who Keep Us Anchored

Sun, 01 Mar 2026 10:00:02 GMT

March is Irish-American Heritage Month, and it always lands with me in a way that is hard to explain unless you have lived it. My Irishness is not subtle. Between the name (Brenden Patrick Kelley) and the fair skin, freckles, and the brown-and-red beard, I wear it on my sleeve. It gives me away before I even say a word.

But what matters more is what it has shaped in me: a sense of belonging, a love of story, and a belief that faith is something you live, not something you perform.

I had the chance to visit Ireland in October 2025, and it deepened that feeling. There is a groundedness there that I cannot quite put into a neat sentence, equal parts grit and warmth. It reminded me that resilience is not just pushing through. It is staying connected to what is true, staying close to your people, and coming back to your values when life gets loud.

Cleveland’s Irish story is bigger than the parade, but the parade matters

Cleveland’s Irish roots run deep. In the 1800s, Irish immigrants and refugees built lives here with hard work, faith, and a community that had to look out for its own. One of the best known examples is Irishtown Bend, a neighborhood perched above the Cuyahoga River that became home to generations of Irish immigrants.

If you know anything about Irish-American history, you also know the darker side of it: the suspicion, the stereotypes, the nativism, the “outsider” label that followed Irish Catholics in particular. Even the phrase “No Irish Need Apply” has its own complicated history. Some historians have argued it was overstated, while more recent research has documented real examples of it appearing in print and in hiring contexts, enough to confirm it was not purely a myth.

I did not live that struggle. I did not earn that hardship firsthand. But I benefit from what that generation built anyway: the neighborhoods, the parishes, the networks, the sense of “we.” Cleveland’s Irish community did what immigrant communities often do when the world is uncertain: they created their own support systems so their families could survive and then thrive. Irishtown Bend’s history is one local snapshot of that broader story.

And that is why, even if it is not the whole story, the St. Patrick’s Day parade still matters.

Cleveland’s parade traces back to the 1840s, and the tradition has been sustained and organized for generations through the United Irish Societies. It is not just a party. It is a public way of saying: we are still here, we belong, and we are proud of what we carry.

The memory I did not understand as a kid, but feel now as an adult

When I was a kid, my dad used to pull me out of school for the St. Patrick’s Day parade.

It was always the same routine. A “doctor’s appointment.” A wink. And suddenly I was walking out of class while everyone else stayed behind. I loved it for the simplest reason: it felt like I had been let in on something special. Like Irishness meant I was part of a group with its own language and its own inside jokes. It felt like belonging.

I did not understand then what my dad was really giving me.

He was giving me time. He was giving me a story. He was giving me a tradition that said, “Remember who you are, and remember your people.”

This March marks twenty years since he passed in January 2006, which also means it has been twenty years since I last got pulled out of school with a fake appointment and a grin. There are some milestones you never expect to notice until you suddenly do.

My dad, Michael V. Kelley, was a Cleveland lawyer, a founding partner of Kelley & Ferraro, and someone who built his career as an advocate for people who did not have much power. He was also the son of a Cleveland firefighter, which is one of those details that says a lot about where he came from and what he valued.

So when I think about those parade days now, I see them differently. They were not just about being Irish. They were about being rooted.

Notre Dame as a kid, and why traditions matter more than we admit

Some of my earliest experiences of belonging to something bigger than myself came through Notre Dame. I still remember sitting in the back seat on the ride home from games, watching the highway lights pass by the car window, tired in the best way. And I remember the feeling inside the stadium: tens of thousands of Irish and Catholics, families and alumni, strangers who did not feel like strangers. For a few hours, you were part of one thing.

The tradition that stayed with me most was the Alma Mater after the game, win or lose. The team would turn. The students would sing. The crowd would stay. It was not just school spirit. It was something closer to a ritual. You were reminded, in real time, that you belonged to a story you did not create, and that your job was to carry it well.

This past year I got to sing the Alma Mater as a student. My wife was with me and she asked why it was such a big deal. The only honest answer I had was that traditions hold meaning. They tie us together in ways not many other things can.

I had the same conversation with her about Catholic Mass. Why the standing, sitting, kneeling, bowing, the repeated prayers, the rhythm of it all. In my view, it is humility before God, yes. But it is also something else: it binds people together beyond our own bubble. It gives you a shared language when life has no script. It turns belonging into something physical. You feel it in your body.

And when you connect that to Irish heritage, it makes sense. So much of Irish history is a story of holding on. Holding on to faith. Holding on to community. Holding on to identity when the world tries to make you forget it.

Notre Dame’s founding, and the Holy Cross fingerprint behind the rituals

What I did not understand as a kid, and appreciate more now, is that Notre Dame’s traditions are not random. They flow out of a particular origin story.

Notre Dame was founded in 1842 by Father Edward Sorin, a young priest of the Congregation of Holy Cross who came to northern Indiana with a small group and a vision that was bigger than their resources. They built in the cold, in uncertainty, and with the stubborn belief that education and faith belonged together. The school grew from a frontier mission into a place that, for generations of Irish Catholics in America, became a kind of spiritual home. Not because it was perfect, but because it was consistent about what it stood for.

That is the Holy Cross fingerprint I keep talking about. It shows up in the insistence that formation is not only intellectual, it is personal. It shows up in the idea that faith is not ornamental, it is lived. It shows up in the rhythm of the place. The Dome. The Grotto. The Alma Mater after games. The standing and sitting and kneeling of Mass. None of it is accidental. It is a way of training the heart to return, again and again, to what matters.

And when I connect that to Irish heritage, it makes sense. Irish Catholic life has always had a strong sense of ritual and community. Not as empty repetition, but as structure that holds you when life does not. That is what drew so many Irish families to places like Notre Dame in the first place. It was not just a school. It was a signal: you belong. Your faith belongs. Your story belongs.

And that is why, when the Alma Mater calls Notre Dame “Our Mother,” it does not feel like poetry. It feels like identity.

Notre Dame, “Our Mother,” and the line I cannot shake

Once you understand that the traditions have a source, the words “Our Mother” in the Alma Mater land differently.

It is easy to hear that phrase and think it is sentimental. But that is not how it feels when you have lived it. “Our Mother” is formation. It is a reminder that this place is meant to shape you, not flatter you. It calls you back to standards when your own standards start to slip. It reminds you that belonging is not just being welcomed. It is being asked to become worthy of what you belong to.

That is why a single line from the Alma Mater has stayed with me: “tender, strong, and true.” Not as a slogan, but as a test.

Tender: How do I treat people when life is busy, when stress is high, when I feel stretched thin?
Strong: What am I willing to carry, and what am I willing to do the hard way, the right way, when it would be easier to cut corners?
True: Who am I when nobody is clapping? Who am I when it would be easier to perform than to be honest?

And here is what I have come to believe. Notre Dame is not perfect. The Irish are not perfect. My family is not perfect. I am not perfect. But a living tradition does not exist because it is flawless. It exists because it keeps calling people back. Back to community. Back to faith. Back to responsibility. Back to the better version of themselves, especially when life tries to pull them into something smaller.

Cleveland’s reminders, and what they are really for

Cleveland has visible reminders of Irish heritage, including places like the Irish Cultural Garden. I love that it exists, carved into the landscape as something worth honoring, not hiding. But the point is not the stone or the plaque. The point is what those reminders are trying to do to us.

They are meant to keep us connected. They are meant to keep us from forgetting the people who built what we now enjoy. They are meant to remind us that “we” is not just a word. It is something you protect and participate in.

That is also why the parade still matters. Not because a parade is the whole story, but because it is a public act of belonging. A way of saying: we are still here. We still carry each other. We still remember.

Heritage month, when it is done right, is not nostalgia. It is gratitude. It is remembering that people before us endured things we did not, built things we now take for granted, and held onto faith and community when it would have been easier to go numb. It is also a reminder that belonging is not something you hoard. It is something you build and then share.

What I hope we carry forward

And maybe that is the simplest lesson in all of this: the best parts of tradition are the parts that bring you back.

As we head toward St. Patrick’s Day, I keep coming back to the same quiet thought: I want to live in a way that honors what I have been given.

I’m not afraid to share it out loud. If we don’t, it disappears. Traditions survive because somebody is willing to carry them in public, to invite other people in, to say: this matters. The caution, at least the one Jesus gives us, is about motive: “Be careful not to practice your righteousness in front of others to be seen by them” (Matthew 6:1). At the same time, we’re also called not to hide the good: “Let your light shine before others” (Matthew 5:16). The line for me is simple: am I sharing this to be seen, or am I sharing it so something good gets remembered and passed on?

So here’s what I’m aiming for. To show up tender, strong, and true with the people I love. To stay connected to what matters when life gets loud. To remember that belonging is not something you hoard. It is something you build, protect, and share.

And maybe, if I am lucky, to pass down to the next generation something like what my dad gave me, a tradition that looks small on the surface, but becomes a compass over time.

Because that is what heritage is at its best.
Not a costume.
A direction.

One last note

If you’ve read this far, you’ve probably noticed this sounds different than my usual blog posts. Most of the time this space is for practical legal topics and plain-language guidance. But this month, and these memories, pulled something else out of me. I wrote with what I had.

So consider this a small detour, and maybe a small introduction. If you’re used to seeing me only in the context of work, you’ve now gotten another view of me, where I came from, and what I’m trying to carry forward.

BusinessRate.com Ranks Brenden Kelley Law Top 3 in Cleveland (44114) for 2025

Tue, 30 Dec 2025 22:08:19 GMT

I have a simple update I am genuinely proud to share: Brenden Kelley Law was ranked Top 3 of 2025 among law firms in Cleveland, Ohio (44114) by BusinessRate.com.

If you have ever rolled your eyes at “best of” badges, I get it. What made me take this recognition seriously is the scoring behind it.

What BusinessRate measures (and why it is different)

BusinessRate uses a BusinessRate Score that is meant to go beyond simple star ratings. The score compares businesses within the same category and geographic area , so you are measured against local peers, not a national pool.

Their scoring is built from three components:

All-Time Reviews Score (60% weight): your full review history and long-term consistency
Recent Reviews Score (33% weight): a 90-day window that captures current momentum
Review Quality Score (7% weight): the depth and substance of the reviews, not just the number

In other words, it rewards a mix of consistency over time, how you are doing right now, and whether people are leaving real feedback that actually says something.

What our score tells me (and what it tells you)

On Google, our firm has built a 5.0 average rating with 26 reviews since 2023 , and we score well on review quality. In BusinessRate’s system, that long-term consistency and the substance of the feedback are major strengths. At the same time, our “freshness” is where we have the most room to grow. BusinessRate puts real weight on the last 90 days. If a firm is not getting recent reviews, the model notices.

That is why I am going to say this plainly:

Help us be #1 in 2026: leave a review

If you have worked with us and you have been meaning to leave a review, I would be grateful if you did it now. It does not need to be long. A few sentences about what we helped with and what the experience felt like is more valuable than you might think.

Here is the direct link to leave a Google review: https://g.page/r/CWpzE8vqeplEEBM/review .

The part that matters most

A ranking like this is never a solo act.

To my clients: thank you for trusting me and our team when the stakes were real. And thank you to the clients who took an extra two minutes to write something specific. Those detailed reviews do more than boost a score. They help the next person figure out whether they have found the right fit.
To my team: you make me look good. Period.
And to my colleagues who refer clients and speak highly of our work: I do not take it lightly. I would not be here without a lot of help.

Want to see the full report?

You can view the full BusinessRate report here .

Brenden Kelley Recognized Again in 2026

Mon, 29 Dec 2025 22:47:14 GMT

Super Lawyers Rising Stars, Best Lawyers: Ones to Watch, and Litigation Counsel of America

Every year I get a fresh reminder that the work we do is not theoretical. It is personal. Clients come to us when a deal, a business, a family plan, or a career is on the line. They deserve straight answers, real strategy, and a lawyer who takes the outcome seriously.

With that in mind, I am proud to share three recognitions that carry into 2026:

First, I was again selected to the 2026 Super Lawyers Rising Stars list in Business and Corporate Law . Super Lawyers uses a patented, multiphase selection process that includes peer nominations, independent research, and peer evaluations. Rising Stars recognition is limited to attorneys who are 40 or younger or in practice for 10 years or less , and it represents no more than 2.5% of eligible attorneys in a state. Learn more about the Super Lawyers Selection Process here .

Second, I remain recognized by Best Lawyers: Ones to Watch (2024–2026) . Best Lawyers is “Purely Peer Review,” meaning the recognition is based on confidential peer feedback within the same geography and practice area. Best Lawyers Ones to Watch applies that peer review approach to highlight excellence among lawyers earlier in their careers. Learn more about the Best Lawyers Methodology & Process here .

Third, I continue as a Litigation Counsel of America Fellow (2024–2026) , an invitation-only honorary society with membership limited to 3,500 Fellows , representing less than one-half of one percent of American lawyers. Lean more about the Litigation Counsel of America here .

I share these not to collect badges, but because they reflect the standard we try to live up to at Brenden Kelley Law: high-caliber work, clear communication, and real advocacy. We are a small team, but we work hard to punch above our weight class, and to treat every matter like it belongs to someone we know.

If you are a client, colleague, or friend who has trusted me, referred work, or helped me grow into this role, thank you. I would not be here without a lot of help.

Brenden Kelley Named Associate Fellow of the Litigation Counsel of America

Mon, 09 Jun 2025 23:42:25 GMT

We are excited to share that Brenden Kelley has been named an Associate Fellow of the Litigation Counsel of America (LCA) earlier this year. This prestigious recognition highlights Brenden’s exceptional skills and accomplishments in litigation and trial work.

About the Litigation Counsel of America

The Litigation Counsel of America (LCA) is a close-knit, peer-selected honorary society that represents less than one-half of one percent of American lawyers. Comprising 3,500 of the best trial lawyers, the LCA is an invitation-only network that recognizes excellence among American litigation and trial counsel across all segments of the bar. The society promotes superior advocacy, ethical standards, and community involvement.

Selection Process

Membership in the LCA is highly selective and based on a rigorous evaluation process. Fellows are chosen based on their effectiveness and accomplishments in litigation and trial work, along with their ethical reputation. The LCA emphasizes diversity and inclusion, ensuring a broad representation of demographics within the legal profession.

Brenden Kelley’s Achievement

Brenden Kelley’s inclusion as an Associate Fellow of the LCA is a testament to his dedication and outstanding contributions to the field of litigation. As an Associate Fellow, Brenden joins a distinguished group of lawyers recognized for their superior skills, ethical standards, and commitment to the profession.

We are proud to have Brenden Kelley lead our team at Brenden Kelley Law. His recognition by the LCA underscores his exceptional talent and dedication to providing top-notch legal services to our clients.

Selling Your Business vs. Succession Planning: Key Differences

Mon, 09 Jun 2025 23:41:19 GMT

If you are retiring and own a business, you have various options. Many people choose to sell the business, but you might also choose to set up a succession plan to pass the business on to somebody else. Whether a member of the family or another person you have been grooming to take over.

Which strategy is right for you? Selling your business or setting up a succession plan is not an easy choice. You need to think through all of the implications to choose the right fit for you, your business, or anyone who might take your business over.

Pros of Selling Your Business

Selling your business can finance your retirement by providing a handy nest egg. It can take a lot of stress from your family. They will know you can afford what you need to live well in retirement. It can also be a weight off of your mind.

You won’t have to worry about the business anymore and can move on with the next chapter in your life.

Cons of Selling Your Business

The biggest downside of selling your business outright is that you won’t have any control over what might happen with it in the future. The new owners can do what they like, including selling out to a major corporation, firing everyone, cutting pay, or destroying your business’ hard-earned reputation.

If you aren’t happy with selling, then it’s time to develop a succession plan .

Options for a Succession Plan

Many people want to pass their business on to their children. However, your children might not be interested in running a business, or might already have business interests that suit their tastes. Passing the business on to a family member who does want it, such as a nephew, niece, or cousin is another option.

Here are some options you might want to consider:

Management Buyout

You have worked hard to build a fantastic business with a good reputation and strong independence. An option to make sure it continues that way is to set up a management buyout. This means you sell the business to the people you have hired to run it for you. Managers will purchase stock and the company will buy the rest. When done properly, a management buyout keeps the business running exactly how it was. Customers and employees will see few changes.

You can also sell part of the business to the employee stock option plan (ESOP), which gives retirement benefits to your employees, and combines well with a management buyout.

Transferring With a Buy-Sell Agreement

This is done to transfer the business to an appointed individual, family or not, at a set price, with a legally binding contract. This is an outright sale, but you can add some conditions and carefully choose the person you are selling to. Also, this is a good option if you want to sell the business to a specific, chosen successor.

Private Annuity

A private annuity means you transfer your portion to buyers or family members, who pay you for the rest of your life. This removes the business as an asset from your estate, and can thus significantly reduce gift or estate taxes. Talk to your tax advisor to make sure you set this up right.

Things to Consider

The first thing to consider is whether anyone in your family is interested in the business. Ask, don’t assume. Your daughter might sell her business to take over the family venture. On the other hand, a family member may have worked in the business their entire life, but have no interest in being in charge.

There are other things you should take into account:

The value of your business. Knowing what your business is worth can help you make decisions. For example, if your business has dipped below the lifetime gift limit, but you are confident it will recover, giving it to a family member can be an option.
Do you have a successor? Is it a family member? Is it a long-time, valued employee? Can you transfer ownership gradually, essentially partnering with them before you step back? This can reduce the period of vulnerability businesses tend to experience when transferred.
Do you want to continue to “keep a hand in?” If this is the case, you may want to avoid outright sales to a stranger so you can continue to keep an eye on things. It’s best to sell to somebody you trust or do a management buy-out.

Preparing for Unplanned Succession

Anything can happen. Even if you’re young and healthy, it’s a good idea to put a succession plan in place. Many healthy businesses have closed because the owner died without making a plan for who was going to take over. That plan might be to instruct your estate to sell. It might be to put the business under the control of an employee and place it in trust while your heirs sort things out.

Keep a finger on the pulse of what your family thinks about the business so you can make proper provision. Bear in mind that estate taxes can be hard to avoid if you die suddenly. Slowly transferring ownership so your remaining share stays below the limit can be a useful tactic, but make sure you talk to your lawyer and tax advisor about it.

If you have a business, you must decide whether to sell it when you retire (or die) or pass it on through a succession plan. This can be complicated, and you should get professional help. At Brenden Kelley Law, we represent small businesses and their owners and can help you design a succession plan that makes your business survive and thrive once you step back. Contact us to schedule an appointment and find out how we can help you.

5 Potential Mistakes With Dental Employment Contracts

Mon, 09 Jun 2025 23:39:52 GMT

What are 5 potential mistakes with dental employment contracts? Owning your own dental practice is a lot of work, but it’s also very rewarding. Whether you’re a first-time dental practice owner or someone who’s been in the business awhile, it’s important that you understand how to craft a dental employment contract for your employees. If you’re ready to hire employees, then you need to know what mistakes to avoid when writing up contracts for your future employees. At Brenden Kelley Law , we want to make this process a little bit easier for you, so we’ve compiled some information about dental employment contracts and a list of dental employment contract mistakes that you should avoid.

Top 5 Mistakes Dental Practice Owners Make When Writing Up Contracts

Not Specifying Whether Your New Hire Is an Employee or an Independent Contractor

Despite the overuse of the word ’employee,’ the term refers to a very specific kind of worker at your practice. To be an employee means that you are paid a certain way to comply with tax laws and that you are bound to a certain set of rules. These are based on the conditions laid out in your contract.

Oftentimes, practices are looking to hire employees to work for them—whether they work full-time or part-time. However, there are some instances where employers will want to hire independent contractors. These are employees who are usually paid via 1099s. You need to lay out whether the new hire is an employee or an independent contractor in their contract.

Leaving Out Termination Information

Do not assume that every person you employ will leave your practice amicably. As such, you must think about what constitutes termination, and how your employees should behave after they’re terminated. In each employment contract, specify what sorts of actions can lead to termination.

In addition, put parameters on what the relationship can look like between employer and employee after the employee reaches termination. You don’t want former employees trespassing or taking patients and staff with them.

Forgetting to Include a Non-Solicitation Clause

This mistake happens frequently, and it can be detrimental to the health of your practice. Dentists, office managers, dental hygienists, cleaning staff, and other employees are all crucial to the success of your practice. So, if one of your dentists leaves the practice to open their own, and decides to take two other dentists, an office manager, and half your hygienists and cleaning staff, your practice will suffer.

To avoid people from your practice soliciting your staff after leaving the job, ensure that you put a non-solicitation clause in your dental employment contacts. A non-solicitation clause will also ensure that people from your practice do not take your patients with them to their new practice.

Being Vague With the Descriptions of the Employee’s Duties

To ensure that your employees are complying with the standards correspondent with their roles, you need to be very descriptive when you’re outlining their duties in each contract. If you are vague with what you expect of your new employees, you risk having negligent employees, and, even worse, you’ll have no grounds to take action on negligent employees. It’s always better to be thorough when listing duties, as opposed to vague.

Not Mentioning Information About Liquidated Damages

Including a liquidated damages clause ensures that you’ll have enough compensation for any breach of contract. However, what is special about a liquidated damages clause is that it doesn’t require the employee to prove their damages.

If you have a liquidated damages clause and your employee goes against your contract, however, they do so, they will have to pay you a certain amount of money for a certain amount of time, depending on what is in your contract.

Don’t Put Your Dental Practice at Risk, Reach out to Brenden Kelley Law Today

We hope you learned a lot regarding dental employment contracts. We have gone over some information about dental employee contracts and five different mistakes that uninformed dental practice owners often make when they are writing up contracts for new employees. Even with the information you’ve just been presented, it is helpful to have a professional help you draft your contracts. So, if you want to protect yourself, reach out to Brenden Kelley Law, and we can help you determine what’s best to include in your dental contracts.

Understanding the IRS Free File System: What It Means for You

Mon, 09 Jun 2025 23:37:37 GMT

The 2024 tax filing season has already come to a wrap. The IRS is consistently processing returns and issuing refunds to countless taxpayers. If you requested the October tax extension deadline, you may want to leverage the IRS Free File System to submit your returns for free.

What is the IRS Free File System?

IRS Free File System is a partnership between the IRS and public-private partnerships such as Free File Alliance, TaxSlayer, and TaxAct. The program allows eligible taxpayers earning below specified income to access various tax preparations and filing software for free. IRS Free File System is available each tax year from mid-January through the October tax extension deadline.

Who Is Eligible For the IRS Free File System

In the 2024 tax filing season, individuals earning $79,000 or less in 2023 qualify. This income threshold applies universally across all tax filing statuses, with the income limit referring to your adjusted gross income (AGI) and not gross income. Certain providers might impose supplementary conditions, like age restrictions or narrower income thresholds.

How do I access the IRS Free File?

You can access IRS Free File through the IRS.gov . All you require to use this is a computer and an email address.

Benefits of the IRS Free Filing System

Using the IRS Free File system to file taxes can offer several benefits. These include:

Cost savings: As mentioned, the program is free to use for individuals whose income falls below a certain threshold. This option saves money compared to hiring a tax professional or purchasing tax filing systems.
Faster filing : The IRS Free File system typically provides an easy-to-use online platform that guides you through the tax filing process step by step. It can be particularly helpful for taxpayers who may not be familiar with tax forms and procedures.
Security: The IRS system is operated by trusted tax preparation companies that adhere to strict security protocols to protect your personal and financial information.
Reduced errors : The software used in the program is designed to perform accurate calculations, reducing the risk of errors on your tax return. Ultimately, it helps you avoid potential penalties and audits due to mistakes.
Free tax help: Most Free File software providers offer customer support services to assist you with any questions and issues you may encounter during the tax filing process.

Contact Brenden Kelley Law

At Brenden Kelley Law, we are committed to providing expert legal representation for people and small businesses that want to protect their rights and interests in a complex legal landscape. We offer tailored, flat-free solutions that align with the budgets and requirements of startups. We also advise established businesses facing compliance issues or navigating new regulations that threaten their industry. Contact Brenden Kelley Law to see how we can help you and your business.

Brenden Kelley Named Best Lawyers: Ones to Watch® in America for 2025

Mon, 09 Jun 2025 23:36:28 GMT

We are thrilled to announce that Brenden Kelley has been named to the Best Lawyers: Ones to Watch® in America for 2025. This prestigious recognition highlights Brenden’s exceptional work in Business Organizations (including LLCs and Partnerships) and marks a significant milestone in his legal career.

About Best Lawyers

Best Lawyers is the oldest and most respected peer-review publication company in the legal profession. For over four decades, it has been regarded as the most reliable and unbiased source of legal referrals by both clients and legal professionals. Recognition by Best Lawyers is a significant honor, as it is conferred by peers in the legal field.

Peer-Reviewed Excellence

The recognition process for Best Lawyers is based entirely on peer review. Tens of thousands of leading lawyers confidentially evaluate their professional peers through exhaustive surveys. To be included in the Best Lawyers list, a lawyer must receive positive votes from their peers and maintain those votes in subsequent polls. Lawyers cannot pay to participate or be recognized by Best Lawyers, ensuring the integrity and authenticity of the recognition.

The Best Lawyers: Ones to Watch® Award

The Best Lawyers: Ones to Watch® awards use the same Purely Peer Review® methodology as the traditional Best Lawyers awards. This award highlights excellence in legal talent for lawyers who are earlier in their careers. Like the traditional awards, the “Ones to Watch” awarded lawyers are recognized for their work in specific areas of law.

Brenden Kelley’s Achievement

Brenden Kelley’s inclusion in the Best Lawyers: Ones to Watch® for 2025 is a testament to his dedication, expertise, and outstanding contributions to the field of Business Organizations. His commitment to providing exceptional legal services and his ability to navigate the complexities of business law have earned him the respect and admiration of his peers.

We are proud to have Brenden Kelley as a part of our team at Brenden Kelley Law and look forward to his continued success and contributions to the legal profession. Congratulations, Brenden, on this well-deserved recognition!

5 Best Estate Planning Practices for Family-Run Dental Practices

Mon, 09 Jun 2025 23:35:05 GMT

When you own a family-run dental practice, a well-drafted estate plan becomes your most valuable tool for a smooth and secure transition to the next generation. A comprehensive estate plan takes a holistic approach to your family’s financial needs and the future of your practice. It provides:

Clarity and Control: Imagine a scenario where you pass away unexpectedly. Without a clear plan, your ownership in the practice could be thrust into probate, a lengthy and public court process. A good estate plan avoids probate, ensuring your wishes are followed promptly and efficiently.
Family Harmony: When family members are left guessing about your intentions, conflict can easily arise. A comprehensive plan clearly outlines who inherits what, minimizing confusion and potential disputes.
Business Continuity: You’ve poured your heart and soul into building your practice. A well-crafted estate plan guarantees a smooth handover to your child, safeguarding the legacy of your practice and ensuring continued care for your patients.

To create such a comprehensive estate plan, consider the following best estate planning practices.

1. Business Succession Planning for a Family Legacy

A comprehensive estate plan for your family-run dental practice goes beyond simply identifying heirs. It needs to incorporate a well-defined business succession plan , ensuring a smooth and successful transition of ownership and management to your child’s dentist. Here’s why succession planning is crucial within your estate plan:

Structured Handover: Without a clear plan, your child might face challenges taking over the practice. Succession planning outlines a step-by-step process, allowing them to gain experience, build relationships with patients, and demonstrate their readiness to lead.
Financial Security: Integrating a buy-sell agreement within your estate plan establishes a fair price for your ownership stake. This ensures your family receives appropriate financial compensation while providing your child with a clear path to owning the practice.
Employee and Patient Stability: A well-defined succession plan minimizes disruption for staff and patients. Knowing who will be taking over instills confidence in the future of the practice, fostering continued loyalty and patient satisfaction.

2. Legal Considerations

Estate planning for a family-run dental practice requires going beyond standard estate planning strategies. There are unique legal considerations specific to the dental industry that must be addressed to ensure a seamless transition. Unlike traditional family businesses, you need to be a dentist to continue to operating the business. If your heirs are not, they will need to find a dentist to keep the practice going. An estate planning attorney can help you navigate these regulations and develop a plan that complies with state licensing laws.

The legal structure of your practice (sole proprietorship, partnership, LLC) has implications for ownership transfer. An LLC offers the most flexibility for succession planning within the family, allowing you to specify ownership percentages for your child in the operating agreement.

In addition, the value of your dental practice hinges on your reputation, patient relationships, and your child’s skills as a dentist. This “perishable” aspect requires careful planning:

A well-defined succession plan that involves your child working alongside you fosters patient familiarity and trust. This helps ensure a smooth transition and minimizes the risk of patients leaving the practice.
If you have associates or partners, consider non-compete agreements as part of your estate plan. This can prevent them from setting up a competing practice nearby, safeguarding your patient base for your heirs.
Life insurance can play a crucial role in funding your child’s purchase of the practice through a buy-sell agreement. This ensures your family receives fair compensation while mitigating the financial burden on your child.

3. Letter of Direction

A Letter of Direction, though often overlooked, can be a powerful tool for ensuring a smooth transition for your family-run dental practice. It’s a non-legally binding document where you express your wishes, preferences, and additional details that may not be included in your formal estate documents. A Letter of Direction:

Provides a roadmap, clarifying your preferences for managing the practice during the transition period
Outlines a preferred timeline for your child to fully take over the practice
Guides your executor on how to best communicate the transition to patients
Expresses your vision for the future of the practice, emphasizing the values you want your child to uphold

4. Will and Revocable Living Trust

While a will is a cornerstone of estate planning, it’s not the most efficient tool for family-run dental practices.

A will acts like a roadmap, outlining how you wish your assets, including your ownership stake in the dental practice, to be distributed after your passing. It names your beneficiaries (who inherits what) and your executor (the person responsible for carrying out your wishes).

However, a major drawback of a will is probate. Probate is a court process that validates your will and oversees the distribution of your assets. This can be time-consuming, expensive, and public, potentially delaying the inheritance process for your family.

A revocable living trust offers a more efficient solution. You transfer ownership of your assets, including the dental practice (or its membership units if it’s an LLC), to the trust while you’re still alive. You, however, retain control during your lifetime, managing and benefiting from the assets.

The key advantage? The trust avoids probate upon your passing. Since the assets already belong to the trust, they bypass the court process, ensuring a faster and more private inheritance for your child. This is especially beneficial for your family practice, minimizing disruption and ensuring a smooth transition of ownership. While a revocable living trust offers significant advantages, you must consult with an estate planning attorney to determine the best fit for your specific situation. They can guide you through the process of creating a trust and ensuring it aligns seamlessly with your overall estate plan and business succession goals for your family dental practice.

5. Real Estate Considerations

If your dental practice owns the real estate where it operates, you need to carefully consider the potential tax implications and the impact on the selling dentist’s capital gains in estate planning. Important tax implications to consider include:

Capital Gains Exemption: Selling the real estate after your passing could trigger capital gains taxes for your child. Consulting with a tax advisor can help you explore strategies to minimize this tax burden.
Sale or Lease: Decide whether it’s more advantageous for your child to own or lease the real estate. Owning offers long-term control, while leasing can free up capital for other needs. A tax advisor can analyze which option minimizes tax liabilities.
Estate Planning Coordination: Ensure your estate plan and business succession plan are coordinated regarding the real estate. This avoids confusion and potential conflicts over ownership and usage.

Secure Your Family Legacy and Your Thriving Family-Run Dental Practice

Now that you understand the best practices for comprehensive estate planning for your family-run dental practice, it’s time to take action. Partnering with an experienced estate planning attorney who works with family businesses gives you peace of mind knowing that your family’s financial future and practice’s legacy is safe.

Don’t wait until it’s too late. Schedule a consultation with Brenden Kelley Law today to discuss your specific situation and create a comprehensive estate plan that protects your family and ensures the continued success of your dental practice.

Side Hustle Game-Changer: What the IRS Knows About Your Gig Work

Mon, 09 Jun 2025 23:33:25 GMT

If you have a side hustle in addition to your day job, the IRS tracks and records your income from these ventures differently than your traditional role. The gig economy has exploded in recent years, with millions of people earning extra money through freelancing, consulting, selling goods online, driving for ride-sharing apps, and countless other entrepreneurial pursuits. However, the IRS has noticed and implemented new 1099-K reporting thresholds that could impact how you file your taxes. Here’s what you need to know.

The New 1099-K Reporting Threshold

Many side hustles and gig-based roles pay through third-party payment processing instead of direct deposit. This raised concerns for the IRS about tracking that income when gig work became popular.

In 2022, the IRS planned to adjust the reporting threshold for third-party payment processors such as Venmo, Paypal, and Cash App. In the past, these platforms were only required to issue a 1099-K form to users with over 200 transactions and $20,000 in payments for the tax year, though processors were free to send 1099-K forms to all users, even if they did not meet the threshold. IRS changes sought to reduce that threshold to $600 in payments regardless of the number of transactions.

The magnitude of this change sparked concerns with reporting infrastructure, and the adjustment was delayed for tax year 2023. Starting with 2024 tax reporting, the IRS is phasing in the changes with a threshold of $5,000 in payments regardless of the number of transactions. Subsequent changes will be announced in future tax years to complete the transition.

Considering What This Means for Your Side Hustle

If you accept customer payments through any of these apps and exceed the $5,000 annual threshold for 2024, expect to receive a 1099-K in early 2025 summarizing your income. The IRS will also get a copy, meaning they can more easily cross-reference your tax return to ensure you’ve reported all taxable income from your gig work or small business. Also, be mindful of future changes as the IRS continues to reduce the threshold to reach its $600 target.

Protecting Yourself and Your Side Hustle

If you’re feeling overwhelmed by the new IRS side hustle reporting requirements, you’re not alone. Fortunately, there are steps you can take to safeguard your business and minimize your tax liabilities. Start by educating yourself on the specific IRS rules and thresholds that apply to your situation.

The new 1099-K reporting requirements highlight the importance of comprehensive, accurate, and detailed bookkeeping and tax planning for your gig economy taxes. Some key steps to take:

Keep detailed records. Maintain a spreadsheet or use accounting software to track all income and expenses related to your business. Hold onto receipts in case of an audit.
Understand your deductions. Many costs associated with running your side hustle may be tax-deductible, such as supplies, advertising, mileage, and home office expenses. Work with a tax professional to optimize your write-offs.
Make estimated tax payments. If you expect to owe over $1,000 in taxes for your side income, you may need to make quarterly estimated payments to avoid penalties.
Set aside funds for taxes. As a rule of thumb, allocate 25-30% of your net side hustle income to cover your tax liability. Transfer these funds to a separate savings account so you’re not caught off guard at filing time.

Are you concerned about your side hustle’s compliance with the new IRS rules? Contact Brenden Kelley Law for expert advice on keeping your business on the right side of the taxman. We can help you navigate the ever-changing tax landscape and avoid costly penalties and legal issues down the road. With a little preparation and guidance, you can keep your side gig running smoothly while minimizing stress come tax season.

Navigating Noncompete Clauses: A Legal Guide for Dentists

Mon, 09 Jun 2025 23:30:34 GMT

Nearly 6,000 dentists graduate annually in the USA. Dental office staff recruiters often include non-compete clauses in both employment agreements and contractual arrangements between dentists and their employers. The dental industry is one of the most entrepreneurial sectors of healthcare, and nearly every dentist fresh from school considers practice ownership at some point in their life. However, without careful examination, employment agreements, especially the non-compete clause, could severely impede one’s potential to establish a dental practice down the line. The experienced dental attorneys at Brenden Kelley Law provide comprehensive insights into dentist non-compete clauses, from understanding basic terms to handling disputes. Contact us today if you need legal help navigating a dental employment dispute related to non-compete clauses.

What Are Non-compete and Non-solicitation Clauses?

A non-compete clause, also known as a “restrictive covenant,” is a mechanism that aims to prevent an employee from entering into the same or similar line of business, either independently or for another employer, after their employment ends. It may be included as:

Scope: It outlines the geographical area, industry, and duration to specify where and for how long the employee is restricted from working.
Prohibited activities: The clause specifies the activities the employee is restricted from engaging in, including soliciting clients from former employers or working for an immediate competitor.
Consideration: refers to the compensation or benefits an employee receives in exchange for agreeing to the non-compete clause, such as a signing bonus or stock option.
Severability: Severability addresses what occurs if one part of the non-compete clause becomes unenforceable.

In contrast, a non-solicitation clause specifically targets dentist employees. It prevents them from actively trying to win over the employer’s fellow employees, customers, suppliers, or patients. Typically, such a provision addresses both the non-solicitation of fellow employees and patients within a single clause.

Why Do Employers Want Non-compete and Non-solicitation Agreements?

Generally, employers prefer not to see their dental staff open competing practices nearby, potentially drawing away patients. They may feel a sense of disappointment if employees they have nurtured and trained choose to depart. The employer uses the non-compete clauses to protect the practice from an employee-dentist who uses the connections and experience acquired during employment to establish a competing practice. Employers also argue that these clauses attract and reassure investors and safeguard their investment in human capital.

What Are the Implications of Non-compete Clauses on Dentist Employees?

Employers actively defend dentist non-compete clauses, arguing they’re essential to protect their practices and prevent employees from taking their skills to competitors. However, employees fiercely oppose these clauses, especially when loosely defined. They argue such restrictions unfairly limit their ability to find work within the dental field.

Here are some possible implications of non-compete clauses on employee-dentist:

Limited career mobility: Dentists bound by non-compete agreements may find their career mobility restricted. These clauses can restrict dentists from practicing their profession within a specific geographic area for a set period if they decide to change jobs or open their own practice. This hinders their ability to pursue new opportunities.
Reduced negotiating power: Non-compete clauses can weaken a dentist’s negotiating power when seeking new employment or negotiating terms with their current employer. A non-compete clause weakens a dentist’s bargaining power when negotiating salary, benefits, or working conditions.
Stifled innovation and entrepreneurship: Dentists with entrepreneurial aspirations may find it challenging to start their practices if they are subject to non-compete clauses. These clauses discourage innovation and competition within the dental industry by limiting dentists’ ability to establish new practices or offer specialized services.
Patient continuity: Non-compete clauses can disrupt the continuity of patient care. They can force patients to find new dentists, potentially disrupting ongoing treatment and severing established relationships with their preferred providers.

FTC and Non-compete Clauses for Dentists

Major Changes have just occurred with Non-competes, with new FTC rules going into effect soon. On April 23, 2024, The US Federal Trade Commission (FTC) voted to endorse a series of regulations known as the “Final Rule,” which will largely restrict the implementation of new non-compete agreements in employment settings and make many existing ones unenforceable. The FTC’s authority to enact the non-compete clause rule is expected to face legal challenges, which could stall or even halt the regulation’s

implementation. Despite this, the Final Rule is still on track to take effect by late August 2024. On July 24, 2024, U.S. District Judge Kelley Hodge in Philadelphia upheld the FTC’s ban on noncompete agreements. While the FTC’s ban has survived this legal hurdle more persist. It is important to stay up to date as these cases develop.

Common Mistakes That Employers Make with Non-compete Clauses

There are myriad parts in a dentist non-compete clause that practices should review to ensure it is legally sound and fair to all parties. When an employer makes the clause too restrictive, it may violate an employee’s rights, leading to possible lawsuits. Here are some typical mistakes employers make:

Broad restrictions: Non-compete clauses should be carefully crafted to safeguard the employer’s legitimate interests without being overly expansive. For instance, a clause that bars an employee from engaging in any related work worldwide for any company is likely unenforceable.
Lengthy clauses: Non-compete agreements exceeding a reasonable duration, such as two years, may be deemed impractical and excessively limiting.
Compliance with labor laws: Non-compete contracts must adhere to labor laws, including provisions against discrimination. Failure to do so could render the clause unenforceable and lead to legal repercussions.
Voluntary agreement: It is crucial to ensure that employees sign non-compete clauses willingly, without coercion from colleagues or superiors.
Regular updates: Provisions should be routinely reviewed and amended to stay relevant and in line with current legal standards.

Tips to Avoid Disputes on Non-compete Clause for Dentists

Here are some of the tips for employers to avoid non-compete clause disputes:

Carefully Draft the Non-compete Agreement

A good non-compete clause should be reasonable. Identify the interests you seek to protect and tie them to the employee’s post-employment interests. Your non-compete clause may be deemed unreasonable if the two can’t be reconciled. You should also clearly describe the prohibited activity, the geographic boundaries for the registration, and its time frame. Generally, the rule of thumb is to include restrictions spanning a maximum of 36 months. Restrictions extending to over three years are typically hard to enforce. Some non-compete agreements define the scope of the agreement using existing boundaries such as city limits or county lines . Others may set a radius of miles around a central point, such as a specific job site or the company’s headquarters.

Consult a Business Attorney

Non-compete clauses are typically complex and have many nuances to navigate. An experienced business attorney is well-versed in the intricacies of these agreements. They can ensure that the clause complies with relevant laws and regulations in your jurisdiction. A good non-compete clause should be tailored to the specific circumstances of your business and industry. An attorney can draft a precise and effective clause that protects your legitimate business interests without being overly restrictive.

Find a Mutually Beneficial Resolution

In case of a dispute, litigation may seem a plausible remedy to resolve the disagreement. However, lawsuits are risky and expensive for either party. As an employer, it may be best to find an early resolution that protects your interest. Undertake a risk-benefit analysis to determine the best cause of action if a former employee violates the agreement.

Carefully Interview Candidates

Before hiring a candidate from a competitor, determine whether they are bound by a non-compete agreement or other restrictive covenants, like a non-solicitation agreement. It is vital to inquire about any such restrictions at the earliest opportunity, during an initial meeting, a phone call, or a formal interview.

Contact a Business Attorney Today to Navigate Dentist Non-Compete Clauses

At Brenden Kelley Law, our experienced business attorneys can help you understand whether your non-compete agreement is enforceable and whether it is likely to apply to your specific situation. If you have a legal dispute with your employer or employee, we can also advise on the next steps to resolve the dispute. Contact us today to schedule a free consultation.

New Rules, New Responsibilities: The Corporate Transparency Act and You

Mon, 09 Jun 2025 23:28:53 GMT

The Corporate Transparency Act was passed in 2019, and updates requirements for many small businesses to report ownership details to the Financial Crimes Enforcement Network, commonly referred to as “FinCEN.” This rule is now being enforced against the majority of small businesses. It requires that you report Beneficial Ownership Information to FinCEN, that is the individuals with controlling interest in your business.

What Businesses Does This Apply To?

CTA compliance in 2024 applies to the vast majority of small businesses incorporated in the U.S. This means LLCs, S Corps, and C Corps, and is in addition to other LLC reporting requirements. Pass-through businesses taxed as individuals are not affected (as their ownership information is already being reported with their taxes). This includes if you have filed a DBA, obtained an EIN, or have a professional or occupational license.

23 types of entities are currently exempt. This includes publicly traded companies, certain large operating companies, and many nonprofits. However, these rules do not apply to the majority of small and medium-sized enterprises. However, you don’t have to file if your business is one of the following:

Money services business
Broker or dealer in securities, or any entity registered with the Exchange Act
Investment company or adviser
Venture capital adviser
Accounting firm
Inactive

It’s best to double-check with a legal or tax advisor before applying for an exemption, as you might well go to the trouble of applying and then have to file anyway. In most cases, exempt companies must file this information through other means. FinCEN enforces the Corporate Transparency Act and provides guidance.

What Is a Beneficial Owner?

The Act requires that you provide the identity of all “beneficial owners.” This means an individual who owns or controls at least 25% of the company and/or exercises substantial control over it. Beneficial owners are limited to natural persons, so trusts, corporations, or other legal entities are not beneficial owners.

“Substantial control” includes being a senior officer such as President or CFO, having the authority to appoint or remove officers, making important decisions, etc. Important decisions mean reorganizing the company, mortgaging a principal asset such as your office, and selecting or terminating business lines. List the person if in doubt.

Some individuals might be exempt from being listed. There are five exemptions:

The individual is a minor, so list their parent or guardian instead.
The individual is an agent of a beneficial owner, such as a tax advisor.
The individual is an employee, but not a senior officer.
The individual has a future interest through a right of inheritance, such as a will.

When Do You Need to Report By?

If your company was formed before January 1, 2024, you have until January 1, 2025, to file your report. Companies formed from January 1, 2024, have to file their report within 90 days of being formed.

If you have a change in beneficial owners, for example, if your CFO quits, file the update within 30 days. Also, file an update if certain information changes, such as if a beneficial owner moves.

What Are the Consequences for Not Reporting?

There are significant penalties for not reporting your BOI in the required timeframe. These could include civil penalties of $500 for each day you have a violation and potentially criminal penalties including imprisonment for up to two years and/or a fine of up to $10,000. Senior officers may be held responsible.

Individuals who refuse to provide the required information or update it (for example, refusing to update their address) may face civil and/or criminal penalties, and you should warn them appropriately.

The BOI report can be handled by most business owners with assistance from resources provided by FinCen. Visit their FAQ Page and their Brochure Introduction to Beneficial Ownership Reporting for more details. If you have questions about your reporting requirements or need assistance reporting, our team at Brenden Kelley Law can help you. Contact our office to schedule a meeting today.

Simplifying Your Legacy: Alternatives to Selling Your Ohio Business

Mon, 09 Jun 2025 23:27:08 GMT

Are you looking for alternative strategies for selling your Ohio business? For many Ohio entrepreneurs, their business is the manifestation of years of hard work; a financial asset, a source of pride, and a family legacy. However, when estate planning considerations arise, the characteristics that make your business valuable can introduce uncertainties. Should you sell your business to streamline your estate, create a succession plan, or maintain joint ownership with an adult child? These decisions have far-reaching implications for your financial future and your family’s legacy. It helps to explore other possibilities before making a decision that might have unintended consequences. Read on as we discuss estate planning for business owners in Ohio. We look at alternative strategies for selling your business, all designed to achieve a more secure estate for you and your loved ones.

Why Estate Planning for Business Owners Is Crucial

Contrary to popular belief, estate planning is not just about determining who inherits your assets after you pass away. It’s about securing your retirement, achieving your life goals, and ensuring your business thrives according to your wishes. For entrepreneurs, this means addressing potential estate tax, protecting business interests, and providing for their families.

A well-structured estate plan can minimize taxes and other expenses to preserve more of their hard-earned wealth for future generations. It also prevents conflicts among heirs and gives clear instructions for business management or sales.

Estate Planning Issues to Consider Before Selling Your Business

Before selling your business, bear in mind the following estate planning matters that could impact the transaction and your financial future:

Assess your business’s value. In this case, a professional business valuation is necessary as it provides a realistic assessment of your company’s worth. Valuations can be complex, involving various methods like income-based, market-based, and asset-based approaches. Work with a professional appraiser to determine the business’s sale price, potential tax implications, and distribution of assets among heirs.
Consider the structure of the sale. Different structures can have different tax consequences. For example, an asset sale may result in higher taxes than a stock sale. Consult with a financial advisor or estate planning attorney to understand the implications of each option.
Think about the timing of the sale. Selling your business during a peak market period can maximize the sale price. However, reflect on personal factors such as your health and retirement plans. An estate planning attorney can help you handle these issues and ensure your sale aligns with your overall estate plan.

A Spectrum of Estate Planning Options

Selling your business can unlock substantial financial resources. However, it also severs emotional and professional ties. Fortunately, other estate planning strategies can simplify your estate without requiring a complete exit:

Succession Planning

Instead of a clean break, how about nurturing a successor to take over the reins? It could be a family member with a passion for the business or a trusted employee with the skills and experience to lead. Succession planning allows for a gradual transition of ownership and management responsibilities to ensure the business’s legacy continues under your chosen successor’s guidance.

In some cases, passing the company to the next generation may not be feasible. Your heirs may lack interest or capability in managing the business, or there may be no suitable successor. In such scenarios, selling the company outright might be the best option.

It can provide liquidity that lets you diversify your investments and secure your financial future. Selling also eliminates the risk and responsibility associated with ongoing business operations. Brenden Kelley Law, a leading Ohio estate planning firm, can guide you through the legalities of creating a succession plan that benefits you and your chosen successor.

Joint Ownership

Another option is to bring in a co-owner, perhaps a child or another family member. This approach allows you to share the responsibilities of running the business while introducing a fresh perspective that can help it thrive.

However, joint ownership requires legal structuring to ensure clear lines of authority and avert future conflicts. A seasoned estate planning attorney at Brenden Kelley Law can draft a co-ownership agreement that protects your interests and sets the stage for a smooth transition.

Establish a Grantor Retained Annuity Trust (GRAT)

A GRAT is an estate planning tool where you, the grantor, transfer your assets into a trust to retain the right to receive annual annuities for a specified term. A GRAT can be beneficial because it enables you to transfer business interests to heirs while retaining an income stream for a set period. Doing so may reduce the taxable gift amount transferred to your beneficiaries and possibly lower your overall estate tax liability.

Set Up a Family Limited Partnership (FLP)

You can simplify your estate and possibly reduce tax burdens by establishing a Family Limited Partnership (FLP). An FLP lets you transfer business interests to family members while retaining control over the business operations.

The structure can provide tax benefits and help ensure the continued success of the business. Because FLPs can be complicated to set up and maintain, consult with an estate lawyer to determine if it’s an option that aligns with your circumstances.

Get Professional Guidance at Brenden Kelley Law

Selling your business may seem like the straightforward solution to simplifying your estate, yet it doesn’t have to be the only option. The alternative strategies discussed here can help preserve your business’s legacy and ensure your loved ones are taken care of. However, you need expert assistance.

Estate planning attorneys at Brenden Kelley Law can provide the guidance you need to make informed decisions. We will:

Work toward understanding your goals to develop a customized estate plan that simplifies your business’s role within your estate.
Be mindful of potential tax implications associated with your chosen estate planning for business owners’ strategy, and connect you with a tax advisor for further guidance.
Enable a seamless transition. Whether you sell, transfer ownership, or maintain co-ownership, our legal expertise ensures a smooth and legally sound transition for your business and beneficiaries.

Call us at (216) 644-3359 or complete our Online Contact Form to schedule a consultation and discuss various estate planning options that will refine your business’s role in your legacy.

Resources Provided by the IRS to Help Your Small Business

Mon, 09 Jun 2025 23:25:22 GMT

Navigating the complexities of running a small business and the process of filing taxes can be a daunting task. Many people don’t realize that accurate and helpful resources are at our fingertips. The IRS website is one of the most crucial yet often overlooked tools for small business owners or anyone looking for tax help. Follow along as we explore effectively utilizing IRS resources and helping you manage tax responsibilities with confidence and ease.

Getting Started: Key IRS Resources

Discover the essential sections of the IRS website, including where to find forms and guides specifically designed for taxes and small businesses. While on the IRS website, you’ll find their homepage with a menu at the top. You’ll find more information under the ‘file’ option on this menu if you’re a small business or individual with tax questions. Here you can select ‘individual’ or ‘business and self-employed’. The website has intuitive features so you can easily browse specific topics.

Maximize Tax Deduction s & Credits

Maximizing your tax deductions means reducing the amount of taxable income, leading to lower overall tax liability. For small businesses, this can mean significant cost savings and freeing up capital that can be reinvested into operational needs to help your business grow. Effectively utilizing available deductions ensures compliance with tax laws and can prevent overpayment. On the IRS’s website, you’ll find helpful videos and a section for business tax credits .

Use the IRS Website to Stay Compliant

The IRS website provides numerous tools to help individuals and small business owners comply with tax regulations. The small business and self-employed tax center will hold comprehensive information on tax obligations, requirements, and due dates. Additionally, Their forms and publications option provides a vast library of relevant forms about specific business and filing types. It is important to note to pull these forms during submission as they are regularly updated.

Other Helpful IRS Website Tools

Beyond the basics, other IRS tools can greatly assist you and your small business. Here is a list of other beneficial tools and resources from the IRS website. If you need additional clarification on the forms and processes, having an experienced small business attorney is a terrific resource.

Interactive Tax Assistant makes searching inquiries easier and can answer common questions.
Their Electronic Federal Tax Payment System allows you to pay federal taxes electronically efficiently and securely. You can pay from home, schedule payments, track your history, and more.
The Online EIN Application is a convenient way to obtain your employer identification number which is one of the first steps of starting your business. This is essential for tax filing and business identification.
Recordkeeping is crucial when running a small business for various reasons. It ensures that all income and expenses are reported accurately and comply with tax laws. In the event of an audit, recordkeeping also helps organize documents, making the process smoother and less stressful. Diligent record-keeping is essential for maintaining financial integrity.

Protect Your Business With Brenden Kelley Law

There are several moving parts when owning and operating a small business. While you’re busy being client-facing and focusing on your services, an entire back-end component of running a small business comes into play. Reporting, filing, and maintaining your taxes is perhaps one of the most important aspects. Utilizing the resources on the IRS website with the advise and counsel of Brenden Kelley Law can help you stay compliant and optimize your tax strategy. Trust in our partnership to help you manage your business needs with confidence.

Turning Generosity Into Income: Charitable Gift Annuities for Savvy Seniors

Mon, 09 Jun 2025 23:24:07 GMT

Many American seniors planning for retirement have one important goal: securing a steady income stream. However, did you know that giving to charity supports the causes you care about and provides financial benefits like a charitable gift annuity (CGA)? You can enjoy tax-efficient giving and create a reliable income stream for retirement. Find out how charitable gift annuities work, the tax advantages, and how they can support your financial planning in Ohio.

Charitable Gift Annuities Explained

The IRS incentivizes charitable contributions by allowing taxpayers to deduct a portion of their donation from their taxable income. Nonetheless, traditional deductions often depend on exceeding the standard deduction, which may not be the case for all retirees.

A charitable gift annuity offers a more impactful tax benefit. It’s a unique financial arrangement that lets you donate to a retirement income charity while simultaneously generating revenue. When you contribute cash or securities to a qualified charity through a CGA, you receive a tax deduction for a portion of the gift’s value.

Then, the CGA provides a fixed income stream for the rest of your life, with a portion of each payment considered a tax-free return of your principal contribution. Such giving appeals to people who want to support an important cause while ensuring financial stability in retirement.

Benefits of Tax-Efficient Giving

CGAs offer several tax advantages that make them an attractive option for donors. The most obvious is you can claim a charitable deduction on your income taxes in the year you start donating. The tax advantage amount depends on the value of the assets transferred and the income you expect to receive from the annuity.

Other benefits you can enjoy as you support your passion are guaranteed income and reduced investment risk. Unlike market-dependent investments like stocks, bonds, and mutual funds, a CGA provides a fixed payout throughout your lifetime. Such predictability offers peace of mind and helps ensure your financial security in retirement.

The income from a charitable gift annuity is generally unaffected by market fluctuations. This stability can be reassuring for retirees who want to avoid the risks associated with other investment vehicles. Your fixed payments will supplement retirement income sources, like Social Security or pensions, as an additional financial security.

Considerations Before Making a Decision

Even though CGAs offer numerous advantages, you need to understand their limitations . Before committing to a charitable gift annuity, here are a few factors to consider:

Reduced Principal Access : The initial donation to a CGA is typically irrevocable. Once the annuity is established, you cannot access the principal amount.
Fixed Payout Rates : Current interest rates may affect the income generated by a CGA. Before selecting a plan, compare rates offered by different charities and consult with your financial advisor.
Tax Implications : Consulting a tax or financial advisor is recommended to help you fully understand the specific tax implications of a CGA for your unique financial situation.

Always evaluate the financial health and reputation of the charity you plan to support . Ensure the organization has a solid track record of meeting its payment obligations and adheres to CGA best practices .

Partnering for a Secure and Philanthropic Retirement

Charitable gift annuities offer a great way to support your favorite causes, receive tax rebates, and secure a reliable income. But before you jump the gun, learn the impact on your estate planning. CGAs can reduce the size of your taxable estate, though they may also affect your heirs’ inheritance.

Discuss your plans with an estate planning attorney to ensure your charitable giving aligns with your overall estate planning strategy. Brenden Kelley Law has extensive experience guiding clients through related financial and legal decisions. Get in touch or call our office at 216-644-3359 today to schedule a comprehensive consultation. Let us help you determine if a chosen CGA aligns with your retirement goals and connect you with qualified financial advisors to explore your options.

2023 Downtown Cleveland Economic Development Report

Mon, 09 Jun 2025 23:21:22 GMT

No doubt, Downtown Cleveland is among the most vibrant and growing metropolises in the Greater Lakes region. This comes with myriads of opportunities for local business owners to thrive and expand their ventures. In 2023, the district saw several new skyscrapers adding to the alluring downtown skyline and myriads of storefront projects breaking ground. Numerous companies announced expansion plans, with more newcomers setting base. More impressively, the year ended with the metro recording one of the fastest recovery rates in the Great Lakes region. Here is a summary of the 2023 Downtown Cleveland Economic Development Report . We highlighted excellent strides across the city’s corporate and social landscape.

Downtown Cleveland Post-Covid recovery

Ranked position three, Downtown Cleveland recorded one of the most impressive post-pandemic recovery rates in the Great Lakes region. According to a Center City District report, the city sits at the apex of the nation’s top 26 metro areas. In 2023, visitor foot traffic activity surpassed 90% of pre-pandemic levels and is expected to breach the pre-pandemic levels in 2024.

Warm and vibrant public spaces

By design, Downtown’s public spaces provide a vibrant and warm environment to support socio-economic activities. Currently, the city is implementing several programs geared at improving its outdoor amenities for public use. In 2023, the metro implemented 28 programs for 155 days to maintain a vibrant and fun atmosphere in all four seasons. These initiatives injected life into 13 public areas.

A thriving retail strategy

A flourishing storefront scene is pivotal to the economic progress of any city. A recent report reveals that 70% of Downtown’s expenditure is attributed to visitor traffic, emphasizing the need for vibrant retail offerings to gather for a growing residential community. Consequently, Downtown welcomed 33 New Storefront Openings in 2023 alone. These stores are diverse and offer a mix of products from apparel and hobby stores to home goods, hardware, and general services. At the beginning of 2023, the city, together with Streetsense, developed a Downtown Retail Strategy tailored to suit emerging market dynamics and requirements. The diagnostic segment of the strategy predicts a growing retail sector in the mid-term despite the 20-25% vacancy in retail spaces.

Notable investments made in Downtown

As of December 2023, over $1.4 billion worth of investments had been completed in Downtown. Most of these investments are spread over the Public Square and include noteworthy companies including the K&D Group. They finalized The Residences at 55, contributing 202 rental units to Downtown’s housing inventory, and Sherwin-Williams, with their new global headquarters set to accommodate over 3,500 employees by the close of 2024. There are also several projects near completion, including the renovation of the former Renaissance Hotel, now renamed Hotel Cleveland, and the Fidelity Hotel. These projects have greatly elevated the city’s real estate sector, with CBRE crowning Downtown Cleveland as the top city in the nation for its office space conversions into residential units.

Office space development

The city realized the highest return-to-office rates, reaching 64% as of August 2023. For the third year, employers favored Class A spaces with amenities, albeit often with smaller office sizes. This preference was noticeable throughout both Q3 and Q4 of 2023. Downtown areas experienced a positive net absorption in the office market for the first time in five quarters, with the overall office occupancy rate maintaining around 82.7%.

Rising demand for Downtown housing

With a rising population of 26,000 residents by 2032, Downtown Cleveland enjoys a stable demand for housing. As of Dec 2023, 91% of downtown apartments were occupied. Several residential housing projects are running, including the Bell and Ten60 Bolivar, slated to debut at the end of 2024. Another noteworthy project is the City Club Apartments, dubbed the newest infill development on a former surface parking lot. Collectively, these projects bring to the market an additional 850 units.

Visitor numbers

Downtown’s visitor numbers will reach the pre-pandemic levels in 2024. The City hosts several significant events this year, including the NCAA Women’s Final Four, a total solar eclipse, the MAC Basketball Tournament, and the Pan American Games. The recently renovated Huntington Convention Center has greatly enhanced Downtown’s ability to host large-scale events, further establishing the metro as a premier destination. It is also worth noting Cleveland Hopkins International Airport recorded rising passenger volume in 2023, reaching 9.9 million passengers.

Contact Brenden Kelley Law for strategic advice and local insights

With over 21,000 people calling Downtown Cleveland home, there is no doubt the metro stands as one of the most extensive neighborhoods in the region, experiencing a 22% increase over the past decade. This upward trend is projected to persist, with Cleveland ranking among the top 5 growing cities drawing in visitors post-pandemic. While the office, residential, and retail sectors display significant potential, the most reliable gauge of downtown’s path is the robust portfolio of current and forthcoming investments. Discover how your business can thrive in Cleveland’s growing economy. Contact Brenden Kelley Law for strategic advice and local insights.

Understanding the Pros and Cons of a Family Limited Partnership

Mon, 09 Jun 2025 23:19:56 GMT

A family limited partnership (FLP) is a legal entity that allows family members to pool their assets and manage them jointly, while still retaining the benefits of limited liability. Estate planners and asset protectors often use these partnerships as a tool.

Advantages

One of the main advantages of an FLP is that it allows family members to share ownership of assets while still maintaining control over them. This can be particularly beneficial for families that have multiple generations involved in the management of their assets. For example, parents can establish an FLP to manage assets for eventual transfer to their children while retaining decision-making power over those assets.

Another advantage of an FLP is that it can provide a significant tax benefit. By establishing an FLP, family members transfer ownership of assets into the partnership, taxed as a partnership instead of individually. This can result in a significant reduction in taxes for the family.

Disadvantages

However, there are also some potential downsides to an FLP. One of the main concerns is that the partnership agreement may be too restrictive for some family members. For example, requiring a majority vote for all decisions can make it difficult for minority members to influence outcomes.

Another potential downside of an FLP is that it can be difficult to dissolve the partnership. Unlike corporations, which shareholders can dissolve through a vote, dissolving an FLP requires all partners’ agreement. This can make it difficult for family members to separate their assets if they decide they no longer want to be in the partnership.

Another concern is that the partnership agreement may be too restrictive for some family members. For example, if the agreement states that all decisions must be made by a majority vote, it could be difficult for a minority member to have their voice heard.

There are also some potential legal issues that may arise with an FLP. For example, a poorly drafted partnership agreement could face legal challenges, and a court could dissolve a partnership not operated according to its agreement.

Despite these potential downsides, an FLP can be a useful tool for families that want to manage their assets jointly while still retaining the benefits of limited liability. Consulting a legal professional is crucial to ensure proper drafting of the partnership agreement and adherence to it in managing the partnership.

In Conclusion

Overall, family limited partnership is a great way to manage family assets and pass it on to the next generation while also enjoying the tax benefits. However, it is important to keep in mind that it has certain downsides as well like restrictions on decision making and dissolution of partnership. It is always recommended to consult a legal professional before creating an FLP and ensure that the partnership agreement is drafted properly and the partnership is run in accordance with the agreement. Contact Brenden Kelley Law at 216-644-3359 to schedule a consultation.

Brenden Kelley Among Cleveland’s Movers and Shakers

Mon, 09 Jun 2025 23:18:15 GMT

We are thrilled to share that Brenden Kelley has been honored as one of the 2024 Movers and Shakers of Cleveland by the esteemed Cleveland Professional Twenty Thirty Club. This recognition is part of the 18th Annual Top 25 Under 35 Movers & Shakers Awards, a tradition celebrating young professionals who are making significant contributions through their work, civic engagement, and philanthropic efforts.

The Essence of the Movers and Shakers Award

The Cleveland Professional 20/30 Club, the longest-running young professional group in Northeast Ohio, has consistently shone a spotlight on individuals who not only excel in their professional careers but also dedicate themselves to serving their community. Brenden’s inclusion in this prestigious group underscores his commitment to both his legal practice and his unwavering dedication to making a difference in the lives of those around him.

A Night to Remember

On March 7, Brenden attended the awards ceremony, a moment made even more special by the presence of his wife, Abigail, and a close-knit circle of friends. Reflecting on the event, Brenden shared, “Being recognized alongside such remarkable professionals is an honor. What made the night truly unforgettable was having my wife, Abigail, and my friends by my side. Their support has been my cornerstone.”

Gratitude and Team Spirit

Brenden also took the opportunity to acknowledge the role of his professional team in his achievements. “This award reflects not just on me but on the dedication and hard work of our entire team, family, and friends. Their support has been invaluable, and I am deeply grateful,” he remarked, highlighting the collaborative effort behind his success.

Celebrating Cleveland’s Young Professionals

The Movers & Shakers Awards are more than just accolades; they are a reflection of the vibrant spirit and potential within Cleveland’s young professional community. These awards serve as a reminder of the impact that dedicated individuals can have on their community and the importance of supporting and recognizing such efforts.

At Brenden Kelley Law, we are not only proud of Brenden’s achievement but also inspired by his commitment to excellence and service. His recognition as a Mover and Shaker reaffirms the values that drive us every day – to serve with integrity, pursue excellence, and make a positive difference in our community.

We extend our heartfelt congratulations to Brenden and all the 2024 Movers and Shakers.

Entrepreneurial Operating System: Align Your Team for Success

Mon, 09 Jun 2025 23:16:49 GMT

Learn the power of the Entrepreneurial Operating System. Teamwork is the lifeblood of every organization. Studies show that highly aligned companies increase revenue by 58% and are 72% more profitable . However, finding team alignment takes work. Some team members might have conflicting or competing priorities, while others might have misaligned goals and objectives, making it challenging to achieve organizational goals. Team alignment is critical for success in today’s fast-paced and competitive business landscape.

Team alignment ensures that all teams, departments, and individuals within an organization work towards a common goal and are in sync with the overall strategy. It enables seamless execution of strategic initiatives, enhances productivity, and fosters collaboration, ultimately driving business growth. EOS (Entrepreneurial Operating System) helps organizations move forward by ensuring that all the energy within flows in one direction. It provides a framework for companies to get everyone on the same page, clarify their vision, set goals, and create a plan to achieve them.

What Is an Entrepreneurial Operating System or EOS?

EOS is considered a people operating system. It was designed and developed by Gino Wickman to empower entrepreneurs like himself to take control of their businesses correctly and focus on what matters most in driving results and increasing efficiency and productivity. As a holistic business operating system, EOS fosters an inclusive, entrepreneurial mindset in all employees to recognize and address issues that hinder a company from achieving its leadership vision.

The system includes a comprehensive set of simple concepts and practical tools that provide a framework for getting everyone on the same page. It creates transparency and clarity within your organization so that improvements can be made where necessary or maintained where they are already successful.

EOS is based on six key components that help you to neatly assess, organize, and prioritize the most critical areas that are otherwise easy to overlook. It also provides tools that help you manage and maintain the transparency of the vital components, supporting a healthier framework for business to operate effectively and efficiently. The essential elements of EOS that serve as a foundation for business growth and success are vision, people, data, issues, processes, and traction.

Benefits of the Entrepreneurial Operating System (EOS)

The EOS can be used by any business, in any sector, and anywhere around the world. It heavily focuses on comprehensive business strategies and management theories that help you see the best way of doing what you want, control your business, and reduce mistakes. By implementing EOS, companies can benefit in the following ways:

Gain Better Clarity and Focus Within the Organization

The EOS framework helps leaders articulate their vision, set clear goals, and identify key priorities. Clarity is essential for a company’s success since it ensures that leaders and teams have the same understanding of the business’s goals, strategy, and operations. With clarity comes better decision-making, improved communication, and stronger team alignment, leading to increased efficiency, productivity, and profitability.

Improved Communication and Accountability

EOS includes accountability tools that leaders can use to ensure everyone works towards common goals. The accountability provided by EOS helps keep team members more focused and motivated by ensuring that everyone clearly understands their role in achieving your company’s vision.

Increased efficiency and productivity

The EOS concepts help businesses identify and eliminate inefficiencies in their processes, improving productivity and profitability. One of its key components is the process improvement framework, which provides a clear and concise procedure for establishing and improving key processes. The system also provides a framework for regular check-ins and progress updates, enabling leaders to keep tabs on implementing their process improvement plans.

More Decisive Leadership and Team Performance

EOS enables leaders to align their efforts and resources to a clear vision and set goals. When leaders clearly understand the direction they want their business to take, they can develop effective strategies to get there and make smarter decisions about how they allocate their resources.

How To Maximize the Key Components Of Entrepreneurial Operating System

Vision

A complex approach to strategic planning makes the process more daunting than it needs to be. Still, many organizations have trouble articulating the vision towards which they are meant to be driving growth. EOS tools streamline strategic planning and ensure leaders get right into it using simple templates with built-in deadlines.

The model’s vision component includes eight questions plus the “Shared by All” concept. These questions help you pinpoint core values and focus. They also set a 10-year target and marketing strategy. You’ll outline a 3-year picture and a 1-year plan. Additionally, you list rocks and issues to address. These elements act as focus filters for your organization’s past, present, and future. The “Shared by All” concept ensures team unity towards common goals. It involves activating rituals and creating artifacts. Rituals are actions taken, and artifacts are created reminders of your vision.

It is vital to get everyone in your organization 100% on the same page with where you are going and how you plan to get there. For this reason, EOS has a component dedicated to an organization’s vision. Having plans puts you in control and gives your team a fixed place to return to should they lose direction.

People

You must have the right people around you to bring any vision to life. And this extends beyond the boardroom to include every position that your company needs to fill. Your organization must consist of people who understand your vision, believe in it, and promote it. There may be a lot of great candidates out there, but they might not be great for your company and vision.

The people component of the EOS consists of the right people and seats. To know if you have the right people, you must establish core values and ensure that team members align with them. On the other hand, the right seat is about having a robust Accountability Chart. This is a tool for organizational transparency that provides visibility to the roles and responsibilities for every seat and removes ambiguity about who does what. It also improves communication and collaboration throughout the organization.

Data

Your organization is awash in data, making tracking it nearly impossible. EOS lets you harness this data for your benefit. It includes a scorecard and measurables for an objective organization view. These tools ensure decisions rely on objective, trackable metrics, not opinions or feelings.

The scorecard captures key numbers for your leadership team. This allows consistent business performance monitoring. Each team member also gets a scorecard to align and measure their performance with your vision. With the scorecard operational, you can spot trends and patterns to determine strengths and areas for improvement.

Issues

Issues are a normal part of business, and instead of being viewed as obstacles, they should be seen as an inspiration for better and more efficient work. There is potential for them to become real problems if not solved, and to be prepared for all the potential issues and problems that may occur, teams need to be aligned.

This component helps your organization become great at problem-solving. It consists of the Issues List and IDS, collectively called The Issues Solving Track. Every team has issues, and the Issues Solving Track helps organizations quickly identify issues, prioritize them, and then practice the proven process of IDS to identify, Discuss, and Solve them.

The Issues List allows you to collect all your issues in one place, and anyone can contribute to it. The list can be made of anything that needs to be solved; it can be an obstacle, problem, or an opportunity. Once you have the list of issues, you can order according to importance. You must go deep into the issue using the IDS concept to determine the root cause.

Process

Having processes in place that everyone consistently follows is critical to your company’s success. This component is all about systemizing your business by identifying and documenting core processes that define how it runs. For this, everyone has to be on the same page with the essential procedural steps and follow them consistently, efficiently, and in a scalable way.

This phase aims to streamline processes and eliminate repetition so that you only have procedures that sustain your vision. Additionally, documenting your core processes allows new team members to get a quick and detailed view of exactly what it is they do. Everyone can understand what is happening throughout the business, building stronger organizational alignment.

Traction

This step lets you bring your vision to life and see it to completion. Traction is often the weakest part of most businesses. Traction ensures that you meet your goals by instilling focus, discipline, and accountability. EOS provides tools that help teams stay on track and consistently work towards their goals. Accountability enables you to tackle challenges before they escalate into problems, ensuring smooth progress and firm performance.

Entrepreneurial Operating System: Our Final Thoughts

The entrepreneurial operating system allows entrepreneurs to take a step back from daily operations and focus on their business’s overall direction and long-term health. It helps you get clear on your vision and double down on your process implementation, eliminating guesswork. Adopting the EOS sets everyone on the same path with the same goals to avoid employees constantly asking the same questions or doing whatever they want.

In conclusion, EOS fosters team alignment and direction by ending vision procrastination, helping build a rockstar team, and enhancing employee focus.

Business Formation and Operation Using Series LLC in Ohio

Mon, 09 Jun 2025 23:14:43 GMT

The Ohio Revised Limited Liability Company Act took effect in February 2022. They made several significant changes to Ohio limited liability company (LLC) law. Among them, the Act authorized the formation and operation of a new type of business entity called a “Series LLC.” Here’s what Ohio businesses and those considering incorporating here need to know.

What Is a Series LLC?

A Series LLC is a limited liability company that can establish one or more subsidiary entities. Each is called a “series” or “series of assets” that are separate and distinct from each other and the LLC itself. Each series can have its members, managers, business purpose, obligations, assets, and liabilities. They can also independently transact business, sue and be sued, and grant liens and security interests. Assets owned by or associated with a properly maintained series are shielded from the liabilities of other series and the parent Series LLC, and vice versa.

A Series LLC serves essentially the same function as an LLC holding company but is easier to create and (potentially) simpler to operate. An LLC holding company typically owns interests in one or more other LLCs. These must be organized, registered, and maintained as a stand-alone corporate entity. In comparison, it takes just one filing with the Secretary of State to form a Series LLC. After that, that entity can establish and operate multiple series at its discretion. This is provided it follows certain recordkeeping and administrative requirements.

How Do I Form a Series LLC in Ohio?

Forming a Series LLC in Ohio differs slightly from forming a standard-issue LLC. As with any LLC formation, you must file Articles of Organization with the Secretary of State and pay a fee (currently $99). To make your new entity a Series LLC, you simply include a statement in the Articles of Organization that the LLC may have one or more series of assets subject to the limitations provided in division (A) of section 1706.761 of the Ohio Revised Code .

What Are the Features and Benefits of an Ohio Series LLC?

Like any limited liability company organized in Ohio, a Series LLC must have at least one member and maintain a statutory agent. Ohio law also leaves all of the other decisions about how an LLC is structured and managed to the discretion of its members. These are who usually set forth the particulars in an operating agreement. Series LLCs (and LLCs generally) are not required to file annual reports in Ohio.

It is relatively straightforward for an Ohio Series LLC’s operating agreement to establish or provide for establishing one or more series. The only requirements are that Series LLC must designate at least one of its members to be associated with each series and must give each series either:

Separate rights, powers, or duties concerning specified property or obligations of the Series LLC
Or to profits and losses associated with specified property
Or obligations
A particular purpose or investment objective.

One significant benefit of a Series LLC is that a series can hold an asset indirectly. In other words, the parent LLC can retain title to an asset while associating that asset with a series, thereby shielding it from all liabilities except those the series incurs. This can create significant efficiencies for Ohio businesses historically relying on holding company structures, such as real estate ventures, hospitality groups, construction firms, and investment funds. To also secure these benefits, the Series LLC must merely maintain records that account for the assets associated with each series separately.

What Problems Might Arise with an Ohio Series LLC?

Although Series LLCs have been around for years (more than 20 states allow them), they are new to Ohio law. For now, some potentially complex business formation and operation questions related to Ohio Series LLCs remain open, such as:

What constitutes adequate record-keeping to maintain the separateness of a series?
Can a series file for bankruptcy separate from its parent LLC?
Will states with no Series LLC laws honor the legal separateness of a series created by an Ohio business?
Is a series a separate taxable entity?

In time, court decisions, regulations, and statutory updates will likely resolve these and related questions. But for now, the newness of Ohio’s Series LLC structure is something businesses here should keep in mind.

Wrapping Up

Ohio’s recent authorization of Series LLCs is a potential boon for business owners for business formation. Adopting a Series LLC structure can lead to significant cost savings and administrative efficiency. But it also comes with some legal uncertainty. Businesses considering forming a Series LLC in the Buckeye State should discuss their options with an experienced commercial lawyer. Contact Brenden Kelley Law at 216-644-3359 today to schedule a consultation.

Navigating the Resources of Small Business Administration in the U.S.

Mon, 09 Jun 2025 23:11:28 GMT

Small businesses are the backbone of the American economy. 61.7 million Americans work for small businesses, defined as businesses with less than 500 employees. The U.S. Small Business Administration was put together to help support these businesses through loans and other resources. However, many small business owners are unfamiliar with these resources, which are well-designed to help you with your unique challenges.

Find out about the tools and services the SBA provides to help you plan and grow your business.

Plan Your Business: Laying the Foundation

Success as a small business owner requires intention and planning. Some people may accidentally “fall” into entrepreneurship, perhaps after a job loss in a difficult economy. But those businesses that thrive are those that have a plan. The Small Business Administration can help with this.

Market Research and Competitive Analysis

Do you know who your audience is? Do you understand the competition? Is there space for your business in the area you most want to go into? Answering these questions requires the thing a new business has the least of: data.

The SBA provides market research and competitive analysis resources. These include resources to help you find existing sources that can show things like household incomes and industry trends. They also have resources to help you do your research through surveys or focus groups. You can get time with a counselor to help you design your market research plan and put limited resources where they will be most effective.

Many free, reliable sources can help you with your research and analysis, such as the U.S. Census, consumer spending statistics, etc. The Small Business Administration brings them all together in one place.

Writing a Business Plan

You have to have a robust business plan , but knowing how to write one is a skill that not everyone possesses…including many business owners. Your business plan should go through everything from the initial structure to your five- or ten-year growth plan. A good business plan can help you attract business partners and angel investors. There’s no right way to write one, but the SBA provides advice and templates to help you create a business plan that is clear and understandable.

Reading example business plans can help you understand what needs to be in there and why. For example, you need to include your financial projections, your marketing strategy, and the legal structure of your business.

Startup Costs and Business Credit

Your new business needs money to start, but to get a business loan ; your business needs a credit score. You can’t afford to risk unless you have a nest egg; this can be a problem.

The SBA can help in two ways. First of all, they have resources to allow you to calculate all of your startup costs . This is helpful if you’re trying to get investors or a grant. It can also help you estimate when you will start to turn a profit and, thus, how much you need to potentially set aside for your living expenses. The Small Business Administration has fillable spreadsheets and advice on which costs to consider.

Secondly, they have advice on how to build credit for your business . Your business’ starting credit score is based on your personal credit history, so it’s a very good idea to pay off your credit cards before starting a business. The SBA has resources for improving personal credit and establishing and managing business credit.

Launch Your Business: From Vision to Reality

Most businesses that fail do so soon after launch. A solid launch moves your business onto the trajectory of success. However, a mismanaged one will put you on the scrap heap of “That was a good idea.”

The Small Business Administration can help with several areas of properly launching your business.

Choosing the Right Location and Structure

Your business’s location might be affected by non-business concerns, such as a spouse’s job, the need to be near your parents, putting your kids in good schools, etc. However, if you have location flexibility, you can choose a jurisdiction that has favorable tax and regulatory conditions. For some businesses, you might also want to include the location of your target market, the level of competition in a particular area, or suggestions from business partners.

You might, for example, relocate to an underserved area to start your home improvement company. Or you might relocate yourself to a favorable tax and business license environment if running an online business.

As for structure, you may choose to stay as a sole proprietorship if you have no intention of hiring employees, become an LLC (if your business is higher risk), or establish a C corp or S corp . Forming a corporation can help you attract more investors, but C corps aren’t always favorable tax-wise. The SBA has a variety of resources to help you compare different business structures as well as research the best location.

Business Registration and Compliance

Most businesses need to be registered . Some states don’t require you to register if you are doing business under your legal name and aren’t in a regulated profession. However, doing so can provide tax benefits, make it easier to prove profit intent if you are a pass-through entity and get audited, and potentially protect clients by demonstrating that you are not their employee.

The Small Business Administration can help you navigate this and work out whether you should register your business. They can also help you with tax paperwork, getting a federal tax ID, or trademark protection.

Financial Management

Opening a business bank account can be complicated or straightforward. (All businesses should have a separate bank account, including sole proprietorships). The SBA can help you choose the right bank, which may or may not be the bank you are already using, and get together the paperwork you need. You should also get a business credit card rather than putting business expenses on a personal card.

You should also get business insurance . The Small Business Administration offers a clear explanation of what kind of business insurance you should get and how to do so. In some cases, you may be required to get certain types of insurance.

Grow Your Business: Expansion and Adaptation

Some people are happy with a business that is doing what they do best. Others have the goal of selling the business or want to grow it further. As your business grows, the SBA will help you develop it in various areas.

Financial Management and Employee Hiring

As your business grows, you will need to get more serious about financial management . Many business owners hire a CPA, but you still need to have basic bookkeeping skills yourself. Their resources explain how to do a cost-benefit analysis, how to choose an accounting method (most small businesses start at cash but may move to accrual later), and understand GAAP.

Hiring your first employee is a major milestone for your company. The Small Business Administration explains the basics of compliance and how to distinguish between employees and contractors. It also has resources on required and optional employee benefits. Labor law compliance is extremely important, and even when you are too small to have to abide by a lot of the regulations, it’s best practice to stick with them from the start.

Marketing, Sales, and Cybersecurity

Unfortunately, you can’t just put a product or service out there and hope for the best. Marketing and sales are part of doing business, and the SBA has advice on how to make a marketing plan, when to measure and update it, and how best to accept various types of payment. They also have an example marketing plan to help you understand how to write your own.

Most small businesses don’t have much in the way of cybersecurity , but they are often targets because they don’t have the same security infrastructure as larger firms. Most small business owners feel vulnerable, but can’t afford professional IT solutions. The Small Business Administration advises on best practices, such as training employees to spot phishing emails and using good antivirus software. The SBA and its resource partners also offer in-person and virtual cybersecurity training events regularly.

Emergency Preparedness

How would your business cope if your town was hit by a natural disaster? What about a data breach? For very small companies, what if a key employee (or you) winds up in the hospital? Most small businesses don’t have proper emergency preparedness . In this situation, the SBA addresses this by providing disaster recovery checklists for a variety of disasters, as well as emergency toolkits and guidance. The SBA also offers low-interest loans for businesses struck by disasters to help you get back on your feet. There is no cost to apply for these loans.

Manage Your Business: Sustaining Success

Once you have a business, keeping it never ceases to be a challenge. While a lot of the SBA’s resources are dedicated to fragile early-stage businesses, they also have help for ones that are well-established but may need a little bit of assistance.

Obtaining Additional Funding and Expansion

If your business needs more funds , you might need to attract new investors. It can be easier to go back to people who have helped you in the past, but that’s not always an issue. The Small Business Administration can help you make a case, such as for money to get through the slow time of year. The SBA runs local resource centers where you can meet with business mentors and local experts (and if you become successful enough)… Lender Match will help you find a lender who offers an SBA-guaranteed loan, which is handy for high-risk businesses.

Sometimes, the best way to grow is a new business location . This can get complicated, especially if you end up with locations (and employees) in multiple states. The SBA can help with this and advise if you’re ready to take the major step of selling franchises.

Special Focus on Diverse Businesses

Finally, the SBA offers special advice and assistance for diverse businesses. This includes offices for women-owned , Native American-owned , Veteran-owned , military spouse , rural , and minority-owned businesses. If you fall into any of these categories, you may be able to get extra help. You may get assistance, including access to women’s business centers or help for rural businesses in historically underused business zones.

Empower Your Small Business Administration in the U.S.

The U.S. Small Business Administration offers comprehensive tools and services for small businesses at every stage. You can leverage these resources to build stronger, more resilient businesses that thrive in today’s market. We can provide practical and actionable advice to help you make the most of this.

If you need legal representation, we help with options to fit your budget and needs, as well as advising on compliance issues and regulations. Contact Brenden Kelley Law to find out more!

Navigating the 2024 Tax Season: Key IRS Updates and Tips for Taxpayers

Mon, 09 Jun 2025 23:07:54 GMT

The 2024 tax season kicked off on January 29th and runs until April 15th. While you still have time, it would be wise not to wait until the last minute. In addition to relieving stress associated with last-minute tax filing, filing your 2023 tax returns early allows for a smoother and more efficient filing process. Starting early gives you the time and space to gather all necessary documents, review any IRS updates, and explore potential tax-saving strategies. Tax provisions change annually, and the reasons for this range from inflation adjustments to new legislation or IRS rules.

The IRS updates for the 2023 tax year combine inflation adjustments and potential last-minute law changes from the U.S. Congress. Some new things include an increased standard deduction, adjusted bracket rates, and changes to common tax credits and deductions. Here’s more of what you need to know about the critical IRS updates for the 2024 tax season:

IRS Online Account Enhancement

Paper-based processes have, for a long time, hampered the IRS and frustrated filers. The challenges were twofold: filers could not digitally submit forms and correspondences beyond their annual 104 tax return, and the IRS could not digitally process paper tax returns it received. This meant relying on manual processes, which often resulted in significant delays for taxpayers and challenges for IRS staff. But with the new, improved online IRS account, taxpayers and Individual Taxpayer Identification Number (ITIN) holders can quickly access their tax information. They can electronically sign a power of attorney and tax information authorizations from their tax professional.

You can also do the following with the enhanced IRS online account:

Obtain essential information from the most recent tax return
Access tax transcripts on payment history, taxes you owe, and details on payment plans you may have set up with the IRS.
Obtain digital copies of any IRS notices
Make payments through the electronic payment option
Set up an online payment agreement

Understanding Refund Timing and Delays

Just as each tax return is unique, so is each taxpayer’s refund. Generally, the IRS issues most refunds in 21 days or less. However, several different factors can affect the timing of your refund. The IRS, therefore, cautions taxpayers not to make immediate plans with their 2023 federal tax returns. Some returns require additional review and thus take longer to process. These include when the return has errors, is incomplete, or if they suspect it of identity theft or fraud.

Also, certain credits, such as Earned Income Tax Credit (EITC) and Additional Child Tax Credit (ACTC), affect refund timing. They prohibit the IRS from issuing these refunds before mid-February. They must hold the entire refund, not just the portion associated with the EITC or ACTC.

Reminder of the Last Quarterly Payment for 2023

Usually, they collect the taxes continuously throughout the year through withholding tax from paychecks. However, freelancers and non-wage taxpayers pay the IRS what is called ”estimated quarterly taxes”. Estimated tax payments should be made as income is earned, and the IRS sets quarterly collection deadlines. These dates don’t coincide with regular calendar quarters; therefore, planning is essential. The final quarterly tax payment for 2023 was due January 16th. The estimated 2024 tax payments are April 15th, June 17th, and September 16th.

The IRS charges penalties if you fail to pay enough tax yearly. You can also be penalized for late or inadequate payments, even when you are due a refund when you file your tax return. Use the Tax Withholding Estimator to determine how much you need to pay to avoid unexpected tax bills when you file your returns.

Effective Record Keeping and Document Gathering

As with all your essential documents, it helps to develop a system for organizing all your electronic and paper tax records in one place. This includes year-end income documents like Forms W-2 from employers, Forms 1099 from banks and other payers, Forms 1099-K from third-party networks, Forms 1099-MISC for miscellaneous income or Forms 1099-INT for interest paid, and Forms 1099-NEC for non-employee compensation.

Having all your documents within access puts you in the best position to file accurate returns and avoid processing or refund delays. Your document organization system needs to be secure, reliable, and streamlined to ensure efficiency when filing returns.

1099-K Reporting Threshold Update

Once again, the IRS has delayed the $600 rule for 1099-K reporting. However, the delay is for 2023 federal tax returns, casual online sellers, and confusing payment networks. Had the rule been implemented, it would have meant that millions of people who paid at least $600 for goods and services through third-party payment networks like PayPal and Stripe would have received a Form 1099-K for this tax season. This, however, is not required for now unless the taxpayer receives over $20,000 and has had more than 200 transactions in 2023.

Anyone can have the Form 1099-K using payment apps or online marketplaces. The complexity of this new provision and the large number of individual taxpayers affected has prompted the IRS to plan for a threshold of $5000 for the 2024 tax year as part of a phase to implement the $600 reporting threshold enacted under the American Rescue Plan (ARP).

Taxpayers who receive a Form 1099-K should review it to determine if the amount is correct and establish any deductible expenses associated with the payment. You can learn more about the IRS. Understanding your Form 1099-K webpage, what to do with the form, and your course of action should you receive it by mistake.

Taxability of Income and Reporting Requirements

Any amount included in your income is taxable unless specifically exempted by law. Taxpayers must also determine if their gross income meets the required filing threshold. Also, it is essential to know that federal income tax rates are tied to tax brackets that adjust yearly to inflation. This means you may fall into a higher or lower tax bracket each year based on your income and pay different rates from year to year. The 2024 tax brackets are more favorable than the last due to inflation adjustments.

Conclusion

Keeping up with the complexities of IRS updates on tax returns can be daunting. Especially if you have unique financial circumstances or are facing significant life changes. Don’t hesitate to seek help from tax and financial professionals who can provide personalized guidance tailored to your needs.

Brenden Kelley’s Look at Three Years as a Super Lawyers Rising Star

Mon, 09 Jun 2025 23:06:15 GMT

We are thrilled to announce that Brenden Kelley has been named a Super Lawyers Rising Star for 2024. This marks the third consecutive year that Brenden has received this prestigious designation, underscoring his commitment to excellence in the legal field and dedication to his clients.

What Is the Super Lawyers Rising Star Designation?

The Super Lawyers Rising Star list recognizes no more than 2.5% of attorneys in each state. It celebrates those who have attained a high degree of peer recognition and professional achievement while being either 40 years old or younger, or in practice for 10 years or less. The selection process involves rigorous peer nominations, evaluations, and independent research.

A Testament to Dedication and Expertise

Being named a Super Lawyers Rising Star for the third year in a row is a testament to Brenden’s unwavering dedication to his profession and the expertise he brings to the table. Over the years, Brenden has demonstrated a deep commitment to upholding the highest standards of the legal profession, providing exceptional legal services, and achieving significant outcomes for his clients.

Client Trust and Respect: The Ultimate Reward

While the Super Lawyers Rising Star designation is a significant professional achievement, Brenden believes that the respect and trust of his clients are his most cherished accolades. “Being recognized by Super Lawyers for the third consecutive year is an honor and a reflection of the hard work our team puts in every day. However, it’s the trust and respect from our clients that truly drive me. Our clients’ confidence in our ability to represent their interests and protect their rights is what matters most at the end of the day,” says Brenden.

Brenden’s approach to law is client-centered, focusing on understanding each client’s unique needs and tailoring his legal strategies accordingly. His dedication to his clients extends beyond the courtroom, as he strives to build lasting relationships based on trust, transparency, and mutual respect.

Looking Forward

As we celebrate this remarkable achievement, Brenden Kelley Law remains committed to providing the highest quality legal representation to our clients. We look forward to continuing to serve our community with the same level of dedication and excellence that has become synonymous with Brenden Kelley’s practice.

For Brenden, this recognition is not just a personal accolade but a reminder of the responsibility he carries as a legal advocate for his clients. It reinforces his commitment to not only meet but exceed the expectations of those he serves.

We extend our heartfelt congratulations to Brenden Kelley for once again being recognized as a Super Lawyers Rising Star. Here’s to continuing to make a difference in the lives of our clients and the legal community.

Empower Your Business: Master the 2024 Tax Deadlines

Mon, 09 Jun 2025 23:04:50 GMT

In the complex world of business, managing your tax obligations is a cornerstone of success and legal compliance. With the onset of 2024, it’s imperative for business owners to familiarize themselves with the critical tax deadlines affecting various business structures. It helps you dodge hefty fines and stick to tax laws. Knowing when to file tax returns and make payments is crucial. Below, we outline the key tax calendar dates and deadlines for businesses in 2024, drawing on the structure provided for 2023.

1) January 31, 2024: Deadline for Distributing Tax Forms

Businesses must issue W-2 forms to employees and 1099-NEC or 1099-MISC forms to independent contractors for services provided in the previous year. The cutoff date for furnishing these documents is January 31,. This deadline is important to give everyone enough time for their tax preparations.

2) March 15, 2024: Tax Returns for Partnerships, S Corporations, and LLCs

For partnerships, S corporations, and LLCs elected to be treated as partnerships for tax purposes, the deadline to file tax returns is March 15. This date applies if your business follows the calendar year. For those operating on a fiscal year, the deadline is based on the IRS fiscal year schedule. Additionally, if you wish to elect S corporation status for 2024, you must submit Form 2553 by this date.

3) April 15, 2024: Deadlines for C Corporations, Sole Proprietorships, and Individuals

C corporations, sole proprietors, single-member LLCs, or LLCs taxed as corporations, alongside individuals, must file their tax returns by April 15, 2024. This date also marks the final opportunity to contribute to traditional and Roth IRAs for the 2023 tax year.

4) October 15, 2024: Extended Tax Return Deadline

Should you have obtained an extension for your 2023 income tax return, the extended deadline to submit your tax documents is October 15, 2024. This extension provides additional time to gather necessary information and ensure accuracy in your tax filings.

5) Quarterly Estimated Tax Payment Deadlines for 2024

For those required to make estimated tax payments remember the following deadlines for the 2024 tax year:

April 15, 2024 : Q1 estimated tax payment
June 17, 2024 : Q2 estimated tax payment (adjusted due to the 15th falling on a weekend)
September 16, 2024 : Q3 estimated tax payment (adjusted due to the 15th falling on a weekend)
January 15, 2025 : Q4 estimated tax payment for 2024

Should any of these dates land on a weekend or federal holiday, the deadline will be the next business day.

How to File a Tax Extension as a Business Owner

If more time is needed to prepare your tax return, you can apply for an extension, granting an additional six months to file. It’s crucial to understand that this extends only the filing deadline, not the payment due date for estimated taxes. Use IRS Form 4868 for sole proprietors and Form 7004 for partnerships, S corporations, and C corporations.

Timely payment of estimated taxes is crucial to avoid penalties. Staying informed of these critical dates helps ensure your business meets its tax obligations and maintains compliance with tax laws. Should you need guidance or assistance in managing your tax responsibilities, consulting with a professional is always advisable. For expert advice and support, consider reaching out to Brenden Kelley Law at 216-644-3359, where we’re ready to assist you with your tax planning and compliance needs.

Simplifying the Probate Process in Ohio: What You Need to Know

Mon, 09 Jun 2025 23:03:26 GMT

Understanding the probate process in Ohio is crucial for managing and distributing a loved one’s estate effectively. It’s a key step in fulfilling the deceased’s wishes and adhering to legal requirements .

What is Probate?

Probate is the legal procedure of settling an estate after someone passes away. In Ohio, the probate court of the county where the deceased lived handles this process. The goal is to distribute the deceased’s assets either according to their will or, if absent, in line with state laws.

The Probate Process in Ohio: Key Steps

Filing a Petition with the Probate Court: The executor or administrator files a petition to open the probate case, providing details about the deceased’s assets and heirs.
Appointing an Executor or Administrator: The court appoints an executor (as named in the will) or an administrator (if there’s no will) to oversee the estate’s settlement.
Notifying Heirs and Creditors: This person is also responsible for informing heirs and creditors about the probate case, typically through mailed notices.
Gathering and Inventorying Assets: They must collect and list the deceased’s assets, including real estate, bank accounts, stocks, and personal items.
Paying Debts and Taxes: The executor or administrator pays any outstanding debts and taxes , such as credit card balances, loans, and due taxes.
Distributing Assets to Heirs: Finally, after clearing debts and taxes, they distribute the remaining assets according to the will or state law.

Duration and Complexities of Probate

The duration varies from several months to years, influenced by the estate’s complexity and the number of assets. Executors or administrators should maintain detailed records and collaborate closely with the probate court.

Can Probate be Avoided?

Not all assets require probate. Jointly owned property , life insurance policies, or retirement accounts with named beneficiaries often bypass probate. Ohio also offers a simplified process for small estates worth less than $35,000.

Role of Executors, Administrators, and Heirs

Understanding your role in the probate process is essential, whether you are an executor, administrator, heir, or beneficiary. If you’re looking to avoid probate or need guidance, contact Brenden Kelley Law at 216-644-3359.

Arbitration for Business Disputes in Ohio: Pros and Cons

Mon, 09 Jun 2025 23:01:59 GMT

Arbitration is a form of alternative dispute resolution (ADR) that is commonly used in Ohio and other states to resolve business disputes. It is a process in which a neutral third party, called an arbitrator, listens to the evidence presented by both sides of a dispute and makes a decision that is binding on the parties.

Advantages

Arbitration has several advantages over traditional litigation in the court system. One of the main benefits is that it is typically faster and less expensive than going to court. Because arbitration proceedings are typically less formal than court proceedings, they can be completed more quickly and with less legal fees. Additionally, arbitration proceedings are often more confidential than court proceedings, which can be especially beneficial for businesses that want to keep their disputes private.

Another advantage of arbitration is that it allows the parties to choose an arbitrator who has expertise in the area of the dispute. For example, if a dispute involves a contract for the sale of goods, the parties can choose an arbitrator who has experience with commercial transactions. This can be beneficial because the arbitrator will be able to understand the complexities of the dispute and make a more informed decision.

Disadvantages

However, arbitration is not the right choice for every business dispute. One of the main disadvantages of arbitration is that the decision of the arbitrator is final and binding, and there is no appeal process. This means that if one of the parties is unhappy with the decision, they have no legal recourse. Additionally, arbitration proceedings can be more expensive than other forms of ADR, such as mediation.

Another potential disadvantage of arbitration is that it can be less fair than the court system. This is because the parties to the dispute have less control over the process. For example, the parties do not have the same rights to discovery (i.e. the process of obtaining evidence from the other side) as they would in a court case. Additionally, the arbitrator may be biased towards one of the parties. This is why it is crucial that the parties choose an arbitrator who is impartial and unbiased.

Conclusion

In conclusion, arbitration can be an effective way to resolve business disputes in Ohio, but it is not the right choice for every dispute. Businesses should consider the advantages and disadvantages of arbitration and choose the ADR method that is best for their specific dispute. If you are unsure whether arbitration is the right choice for your business dispute, it is a good idea to consult with an attorney who has experience in the field of alternative dispute resolution.

6 Personal Considerations to Keep in Mind Before Selling Your Business

Mon, 09 Jun 2025 23:00:31 GMT

Selling a business can be a difficult decision, and it’s important to consider a number of personal factors before making the decision to move forward. Here are six personal considerations to keep in mind before selling your business:

6 Personal Considerations:

1. Financial considerations: Selling a business can be a great way to cash in on years of hard work, but it’s important to consider the financial implications of the sale. Will the sale provide enough funds to support your lifestyle for the foreseeable future? Do you have enough money saved to live on after the sale, or will you need to find another source of income? These are important questions to answer before making the decision to sell.

2. Emotional considerations : Selling a business can be emotionally difficult, especially if you have built the business from scratch or have been running it for many years. It’s important to consider the emotional toll that the sale will take on you and your family. Are you prepared for the change in lifestyle that may come with the sale? Are you ready to let go of the business you have built and move on to something new?

3. Timing considerations: The timing of a sale can be just as important as the sale itself. Are there external factors that may affect the sale of your business, such as changes in the economy or changes in the industry? Are there internal factors that may affect the sale, such as the readiness of key employees or the need for major repairs or renovations? Timing can play a significant role in the success of a sale, so it’s important to consider the timing carefully.

4. Tax considerations: Selling a business can have a significant impact on your taxes, so it’s important to consider the tax implications of the sale. Will you be able to take advantage of any tax breaks or deductions? Will you need to pay capital gains tax on the sale? Are there any tax implications for your employees or other stakeholders? It’s important to consult with a tax professional to understand the tax implications of the sale before making a decision.

5. Legacy considerations: Selling a business can also have an impact on your legacy. Will the business continue to operate and grow under new ownership? Will the new owners maintain the values and culture that you have built? Will the sale have a positive impact on the community and the industry? Legacy considerations can be just as important as financial considerations, and should be taken into account when making the decision to sell.

6. Future considerations: Finally, it’s important to consider your future plans before selling a business. What are your future goals and aspirations? What kind of life do you want to lead after the sale? Will the sale allow you to pursue these goals and aspirations, or will it hold you back? It’s important to think about the future and how the sale will impact your plans before making the decision to sell.

Final Thoughts

In conclusion, selling a business is a major decision that requires careful consideration of a number of personal factors. From financial considerations to emotional considerations, timing considerations to tax considerations, legacy considerations to future considerations, it’s important to weigh all the pros and cons before making a decision. It’s also important to seek professional advice from legal, financial, and tax experts before making a decision.

With the right approach and careful consideration, you can make the decision that’s right for you and your business.

Navigating a Hearing at a County Board of Revision in Ohio: What to Expect for Your Property Tax Complaint

Mon, 09 Jun 2025 22:45:42 GMT

A hearing at a County Board of Revision in Ohio can be a daunting experience for property owners who are concerned about the amount of taxes they are paying on their property. However, with a little bit of preparation and knowledge of what to expect, you can feel more confident and in control of the process.

Important Steps

1. Introduction: Understanding the Purpose of a County Board of Revision Hearing
2. Preparing for the Hearing: Setting a Date and Gathering Evidence
3. Presenting Your Case: Submitting Evidence and Testimony
4. The County’s Presentation: Understanding the Assessed Value of Your Property
5. The Decision and Next Steps: The Outcome and Possibility of an Appeal

What to Expect

The first thing to keep in mind is that the purpose of a hearing at the County Board of Revision is to give property owners an opportunity to contest the value of their property as assessed by the county. This value is used to determine the property taxes that you will be required to pay. If you believe that the assessed value of your property is too high, you can file a complaint with the County Board of Revision to have the value reviewed.

When you file your complaint, you will be given a date and time for your hearing. This will typically be several weeks or months after you file your complaint, so it is important to plan accordingly. On the day of your hearing, you should plan to arrive at least 30 minutes early to allow yourself time to check in and get settled.

Presentation

During the hearing, you will be given the opportunity to present evidence and testimony to support your complaint. This may include documents such as property appraisals, sales records, or photographs of your property. You may also be able to call witnesses, such as real estate agents or property appraisers, to testify on your behalf.

The county will also have the opportunity to present evidence and testimony to support their assessed value of your property. This may include comparable sales data, photographs, or other information about your property.

Once both sides have presented their evidence and testimony, the County Board of Revision will make a decision on your complaint. This decision may be made immediately following the hearing, or it may be delayed for several weeks or months.

The Decision

If the County Board of Revision decides in your favor, the assessed value of your property will be lowered, and your property taxes will be adjusted accordingly. However, if the County Board of Revision decides against you, the assessed value of your property will remain the same, and you will be required to pay the taxes based on that value.

In either case, it is important to keep in mind that the decision of the County Board of Revision is not final. If you are not satisfied with the decision, you have the right to appeal to the State Board of Tax Appeals.

Overall, a hearing at a County Board of Revision in Ohio can be a complex and intimidating process, but with a little preparation and knowledge of what to expect, you can feel more confident and in control of the situation. Remember to gather all necessary evidence and testimony, arrive early, and be prepared to present your case in a clear and persuasive manner.

Conclusion

In conclusion, if you believe that the assessed value of your property is too high and would like to contest the value, filing a complaint with the County Board of Revision is the first step. The hearing is the opportunity for you to present evidence and testimony to support your complaint and for the county to present their evidence and testimony to support their assessed value of your property. Remember that if the decision is not favorable, you have the right to appeal the decision to the State Board of Tax Appeals.

Understanding the Corporate Transparency Act: What Every Business Needs to Know

Mon, 09 Jun 2025 22:43:18 GMT

The Corporate Transparency Act (CTA) is a new law that was recently passed by Congress and is set to take effect in the near future. This law aims to increase transparency and accountability in the business world by requiring certain companies to disclose their beneficial ownership information to the government. In this blog post, we will discuss what every business needs to know about the CTA and how it may affect them.

Requirements

The CTA requires certain companies to disclose information about their beneficial owners to the Financial Crimes Enforcement Network (FinCEN), a bureau of the U.S. Department of the Treasury. Beneficial ownership refers to the individuals who ultimately own or control a company, as opposed to the individuals who may appear on paper as the owners or shareholders. This information will be kept confidential and will only be accessible to government agencies for specific law enforcement and national security purposes.

The CTA applies to companies that are formed under the laws of a U.S. state or Indian Tribe, and that are engaged in business, or that are formed for the purpose of engaging in business. This includes corporations, limited liability companies (LLCs), and other similar entities. It also applies to companies that are formed by filing a public organic record with the Secretary of State, such as a certificate of formation or articles of incorporation.

Important Things to Know

One of the most important things that businesses need to know about the CTA is that they may be required to disclose their beneficial ownership information to the government. This means that they will need to gather and provide information about the individuals who ultimately own or control the company. This may include information such as their name, address, date of birth, and government-issued identification number.

Another important thing for businesses to know is that the CTA imposes penalties for noncompliance. Companies that fail to disclose their beneficial ownership information as required by the CTA may be subject to fines and penalties. Additionally, individuals who knowingly provide false or fraudulent beneficial ownership information may be subject to fines, imprisonment, or both.

It is also important to note that the CTA does not require all companies to disclose their beneficial ownership information. However, it is essential to be aware of the law and its requirements in case your company falls under the scope of this law.

Conclusion

In conclusion, the Corporate Transparency Act is a new law that aims to increase transparency and accountability in the business world by requiring certain companies to disclose their beneficial ownership information to the government. Businesses need to be aware of the law and its requirements, as they may be required to disclose their beneficial ownership information to the government. Noncompliance may result in penalties and fines. Businesses should consult with their legal counsel to determine their obligations under the CTA and to ensure compliance.

S-corp vs. C-corp

Mon, 09 Jun 2025 22:42:01 GMT

S-corporations and C-corporations are two different types of business structures that are recognized under U.S. federal tax law. Both types of corporations provide limited liability protection to their shareholders, which means that shareholders are not personally liable for the company’s debts and liabilities. However, there are some key differences between the two types of corporations that can have a significant impact on how the business is taxed and operated.

What’s the Difference?

One of the main differences between S-corporations and C-corporations is the way they are taxed. C-corporations are considered to be separate entities from their shareholders, and they are subject to corporate income tax on their profits. In contrast, S-corporations are considered to be “pass-through” entities, which means that the company’s profits are passed through to its shareholders and taxed at the individual level.

This pass-through taxation can be a significant advantage for S-corporations, as it can help to avoid the “double taxation” that can occur with C-corporations. For example, if a C-corporation earns $100,000 in profits, it would be taxed at the corporate level, leaving $70,000 after corporate taxes. If the company then distributes the remaining $70,000 to its shareholders as dividends, the shareholders would then have to pay personal income tax on those dividends. With an S-corporation, the $100,000 in profits would be passed through to the shareholders and taxed at the individual level, avoiding the additional corporate tax.

Another difference between S-corporations and C-corporations is the number of shareholders they can have. S-corporations are limited to 100 shareholders, while C-corporations can have an unlimited number of shareholders. This can be a significant consideration for companies that are planning to go public or that have a large number of investors.

There are also some restrictions on the types of shareholders that S-corporations can have. For example, S-corporations cannot have non-resident alien shareholders, and they cannot have more than one class of stock. This can limit the flexibility of the business in terms of raising capital and issuing stock options.

Advantages

In terms of flexibility and management, C-corporations can have a board of directors, while S-corporations cannot. However, S-corporations can have more flexibility in terms of profit distribution. Unlike C-corporations, S-corporations are not required to distribute profits equally among shareholders, and they can choose to retain profits in the business if they wish.

Another advantage of S-corporations is that they are considered to be “Small Business Corporation” and they can enjoy certain tax benefits which are not available to C-Corporations.

Disadvantages

One of the main disadvantages of S-corporations is that they can be more complex to set up and maintain than other types of business structures, such as sole proprietorships or partnerships. They are also subject to more regulatory requirements, such as holding annual meetings and keeping detailed records of the company’s financial and operational activities.

C-corporations also have their own advantages and disadvantages. They are considered more stable and with more prestige. They can also raise capital more easily and attract more investors, but it comes with the trade-off of double taxation.

Final Thoughts…

In conclusion, whether to choose an S-corporation or C-corporation depends on the company’s specific needs and goals. S-corporations can be a good option for small businesses that want to avoid double taxation and have a relatively small number of shareholders. However, they may not be the best option for companies that are planning to go public or have a large number of shareholders, as they have restrictions on the number of shareholders and types of shareholders they can have. C-corporations, on the other hand, may be a better option for larger companies that plan to raise capital and have more flexibility in terms of profit distribution and management structure. It’s important to consider all aspects of each type of corporation, weigh the pros and cons, and seek professional advice to determine which structure best suits your business.

Securing Your Pet’s Future: How to Create a Trust for Your Furry Friends

Mon, 09 Jun 2025 22:40:39 GMT

A pet trust is a legal agreement that allows you to set aside money and property for the care of your pets in the event of your death or incapacity. Setting up a pet trust can provide peace of mind for pet owners, knowing that their furry companions will be taken care of and protected even after they are gone.

Establishing a pet trust

When setting up a pet trust, you will need to name a trustee, who will be responsible for managing the trust and using the funds to care for your pets. You will also need to name a beneficiary, who will be the person or organization responsible for physically caring for your pets. It is important to choose someone who you trust and who will be able to provide a loving and suitable home for your pets.

In addition to naming a trustee and beneficiary, you will also need to specify the terms of the trust, including how the funds will be used to care for your pets. This can include things like food, veterinary care, grooming, and other necessary expenses. You can also specify any special instructions for the care of your pets, such as certain types of food or veterinary treatments that they may need.

Once the trust is established, you will need to fund it. This can be done through a variety of methods, such as making a lump sum contribution, setting up a regular contribution plan, or transferring ownership of property or assets to the trust. It is important to work with an attorney to ensure that the trust is properly funded and that all legal requirements are met.

One of the benefits of setting up a pet trust is that it can provide long-term care for your pets, even if you outlive them. In this case, the remaining trust funds can be used to cover the costs of caring for other animals in need, such as those at a local animal shelter.

It is also important to keep in mind that pet trusts are subject to state laws, so it is essential to consult with an attorney who is experienced in this area. You should also regularly review and update the trust as needed, in order to ensure that it continues to meet the needs of your pets and to stay current with any changes in laws.

In conclusion

Overall, setting up a pet trust is a responsible and loving way to ensure that your pets will be protected and cared for even after you are gone. It can provide peace of mind for pet owners and ensure that their beloved companions receive the best possible care. If you’re looking to secure your pets’ future, contact Brenden Kelley Law at 216-644-3359 to discuss protecting your pets through a dedicated pet trust.

Understanding Employers’ Requirements for Filing IRS Form 1099-NEC

Mon, 09 Jun 2025 22:39:29 GMT

An IRS Form 1099-NEC, or Nonemployee Compensation, is used to report income that was paid to individuals or unincorporated businesses that are not considered employees. Employers are required to file this form for certain types of payments made during the tax year.

Why should an employer file a 1099-NEC?

There are several different situations where an employer may be required to file a 1099-NEC. One common scenario is when an employer pays an independent contractor for services rendered. This can include everything from construction work to consulting services. In this case, the employer would be required to file a 1099-NEC for any payments made to the independent contractor that exceed $600 during the tax year.

Another situation where a 1099-NEC may be required is when an employer pays rent to a landlord who is not considered an employee. If an employer pays rent to a landlord that exceeds $600 during the tax year, they would be required to file a 1099-NEC for that landlord.

Employers are also required to file 1099-NEC for miscellaneous income. This could include payments made for prizes and awards, as well as other types of non-wage income. In this case, the employer would be required to file a 1099-NEC for any payments made to the recipient that exceed $600 during the tax year.

It’s important to note that the requirement to file a 1099-NEC is not based on whether or not the recipient is required to pay taxes on the income. Instead, the requirement is based on the amount of money paid to the recipient. As long as the payments made by the employer exceed $600 during the tax year, a 1099-NEC will be required.

When to file the 1099-NEC form

Employers are required to file 1099-NEC forms by January 31st of the year following the tax year in which the payments were made. This means that for payments made in 2020, the forms must be filed by January 31, 2021. Employers must also provide a copy of the form to the recipient by January 31st as well.

Failure to file a 1099-NEC when required can result in penalties imposed by the IRS. The penalty can range from $50 to $280 per form, with a maximum penalty of $1,112,500 per year for small businesses, and $5,562,500 for larger businesses.

Conclusion

In summary, an IRS Form 1099-NEC is used to report income paid to individuals or unincorporated businesses that are not considered employees. Employers are required to file a 1099-NEC when they pay an independent contractor, rent or any other miscellaneous income that exceeds $600 during the tax year. Forms must be filed by January 31st of the year following the tax year in which the payments were made, and failure to file can result in penalties imposed by the IRS.

Legal Malpractice in the Buckeye State: Understanding Conflict of Interest

Mon, 09 Jun 2025 22:31:07 GMT

Legal malpractice occurs when an attorney fails to provide their client with the standard of care that a reasonable attorney would in a similar situation. One type of legal malpractice is a conflict of interest, which arises when a lawyer represents multiple clients, and their interests clash. In Ohio, lawyers are bound by the Ohio Rules of Professional Conduct, which govern their conduct.

Rule 1.7 outlines the regulations concerning conflicts of interest. According to this rule, a lawyer cannot represent a client if the representation would directly oppose another client’s interests or if there is a substantial risk that the representation would be significantly restricted by the lawyer’s responsibilities to another client or to a third party.

Examples:

An illustrative example of a conflict of interest arises when an attorney represents both parties in a divorce case. In such a scenario, Rule 1.7 would be violated as the interests of each party are directly adverse to one another. Consequently, the attorney would be incapable of providing the best representation to either party, breaching their duty to their clients.

Another instance of a conflict of interest occurs when an attorney represents a client in a personal injury case and later discovers that they had previously represented the opposing party in a related matter. This situation would breach Rule 1.9, which prohibits a lawyer from representing a client in a matter substantially related to one in which they had previously represented another client. In this case, the attorney would possess confidential information from the prior representation that could harm the current client.

Another common example of a conflict of interest arises when an attorney represents a business entity and has previously provided legal counsel to both of its partners. One day, a conflict erupts between the two partners, leading them to initiate a lawsuit against each other concerning the business. If approached by the two clients to represent them in this dispute, the attorney should recognize the conflict of interest. Having previously represented both partners and the business, the attorney cannot ethically pick sides in a dispute that involves conflicting interests. In this scenario, the attorney’s duty to each client, as well as their duty to the business, would create an untenable conflict that prevents them from providing effective legal representation.

Handling Conflict of Interest:

In Ohio, when an attorney identifies a potential conflict of interest, they are obligated to disclose it to their client and obtain the client’s informed consent before proceeding with representation. Moreover, the attorney must provide the client with a written explanation of the potential conflict and the associated risks. This empowers the client to make an informed decision about whether to proceed with the representation or seek alternative legal counsel .

Failure to disclose a conflict of interest and proceeding with representation can result in legal malpractice liability. This could entail the lawyer being held accountable for any damages sustained by the client due to the conflict. Additionally, the attorney may face disciplinary action by the Ohio Supreme Court, which possesses the authority to revoke or suspend a lawyer’s license to practice law.

In Conclusion:

Legal malpractice stemming from conflicts of interest is a significant concern in Ohio. Lawyers are obligated to reveal any potential conflicts of interest to their clients and secure their informed consent before proceeding with representation. Neglecting this duty could lead to legal malpractice claims and disciplinary action by the Ohio Supreme Court. Clients must be aware of their rights and the potential risks associated with being represented by an attorney with a conflict of interest. If clients have concerns regarding a possible conflict of interest, seeking advice from another attorney is advisable.

Unlocking Value: The Advantages of Choosing Flat Fee Lawyers

Mon, 09 Jun 2025 22:29:06 GMT

For those unaccustomed to legal services offered on a flat fee basis, the prospect might appear novel and even revolutionary. Traditionally, the legal industry has been associated with hourly billing, leaving clients wondering about costs and hesitant to seek assistance. However, the emergence of flat fee lawyers brings forth a wave of benefits that cater directly to your needs and comfort. Let’s explore why embracing this modern approach is a game-changer.

What is a Flat Fee Lawyer and Why Use One?

A flat fee lawyer, also known as a fixed fee lawyer, is a legal professional who offers legal services at a predetermined, fixed cost for a specific scope of work. Unlike the traditional hourly billing model, where clients are billed based on the amount of time the lawyer spends working on their case, a flat fee lawyer charges a set fee for a particular legal service or task. The benefits of using a flat fee lawyer are numerous.

Transparent Cost Structure: Traditional hourly billing can often leave clients anxious about unexpected costs. Flat fee lawyers, on the other hand, offer a clear and upfront cost structure. This means you’re fully aware of the financial commitment from the outset, allowing you to plan your budget effectively without fearing hidden expenses.
Predictable Budgeting: With flat fee services, you know exactly what you’re paying for the legal services you need. This predictability empowers you to allocate resources more efficiently, ensuring that you’re financially prepared for your legal matters without the stress of fluctuating hourly rates.
Efficiency and Focus: Flat fee lawyers work with the goal of delivering results rather than stretching hours. This incentivizes them to work diligently and swiftly, focusing on achieving the best outcome for your case. The emphasis is on providing value-driven solutions instead of running up the clock.
Tailored Services: Contrary to the notion that a flat fee model might be restrictive, it actually encourages lawyers to offer tailored services. Your lawyer will work closely with you to understand your unique needs, ensuring that the legal assistance provided is precisely what you require.
Collaborative Approach: Flat fee lawyers thrive on building strong client relationships. Their success is intertwined with yours, and they are motivated to collaborate effectively, communicate transparently, and work alongside you to resolve your legal challenges.
Eliminating Uncertainty: Legal proceedings can be inherently uncertain, but your financial commitment doesn’t have to be. Flat fee services provide clarity and peace of mind, allowing you to focus your energy on the legal matters at hand rather than worrying about billing intricacies.
Diverse Expertise: Flat fee lawyers often cover a broad spectrum of legal areas, from business and contracts to estate planning and real estate. This diversity ensures that you have access to legal expertise across different domains without the stress of varying billing methods.

In embracing the benefits of flat fee lawyers, you’re opting for a model that prioritizes transparency, efficiency, and client-centricity. As you venture into this innovative approach, you’ll discover that the legal landscape can indeed be navigated with a more streamlined, cost-effective, and results-driven approach, tailored to your individual needs. Explore the realm of flat fee legal services and experience firsthand the advantages they bring to your legal journey.

Flat Fee Lawyers at Brenden Kelley Law

Embrace the future of legal services by exploring the world of flat fee lawyers. Say goodbye to the uncertainty of traditional billing and welcome the transparency, cost-efficiency, and personalized attention that the flat fee model provides. Contact us to discover how our experienced flat fee lawyers can partner with you on your legal journey. Take the first step toward a more accessible, predictable, and client-focused legal experience today.

The Roadmap to a Successful Dental Practice Acquisition

Mon, 09 Jun 2025 22:24:49 GMT

Navigating the journey to buy a dental practice requires careful planning and meticulous attention to detail. It’s not merely a financial investment; it’s a commitment to aligning the practice with your professional aspirations. As you embark on this exciting journey, let’s simplify the legal aspects and set the foundation for your success.

Our guide is designed to provide you with clear insights into the complex topics that surround dental practice acquisition. By understanding contracts, conducting thorough due diligence, and making informed decisions, you can reduce risks and increase your chances of success.

Acquiring a dental practice is more than a transaction; it’s a step toward realizing your vision of providing quality dental care. We’re here to guide you every step of the way, ensuring that your investment is not only legally sound but also successful. Discover, empower, and flourish in this transformative journey. Your path to ownership starts here.

Navigating the Purchase of a Dental Practice

Acquiring a dental practice demands thorough planning and meticulous attention to detail. It involves not just a financial investment, but also a commitment to aligning the practice with your professional aspirations.

During the due diligence phase, it’s crucial to conduct a comprehensive market analysis of the area. This analysis helps you understand the community’s dental needs and the competitive landscape, which are key factors in the practice’s future success. Additionally, it’s important to ‘kick the tires’ – essentially, verifying the accuracy of the information provided by the seller. This includes assessing whether the patient load is primarily insurance and fee-for-service or predominantly Medicare or Medicaid patients.

Another critical aspect is reviewing existing treatment plans to identify potential areas for improvement and growth. This step provides insights into the practice’s operational efficiency and patient care standards.

As you delve into the due diligence, examine key documents thoroughly:

Tax returns
Profit and Loss statements
Accounts Receivable reports
Monthly collection reports
Equipment inventories
Staff information and personnel records

Evaluating patient compatibility, team dynamics, and existing business strategies is also vital. Consider the practice’s location, market positioning, and existing marketing strategies to gauge its potential for success. If the practice aligns with your professional goals, proceeding with a Letter of Intent would be the next logical step.

Remember, acquiring a dental practice is more than a transaction. It’s a step towards realizing your vision for providing quality dental care. Thus, making informed decisions at each stage of this process is key to a successful transition and future growth.

Understanding the Purchase Agreement

A key step in buying a dental practice is the careful negotiation and drafting of the Purchase Agreement. This critical document outlines the terms of the sale, setting clear responsibilities and protections for both parties, which helps minimize financial risks and potential disputes. Essential components of a well-crafted Purchase Agreement include:

Structure of the purchase price
Conditions for completing the sale
Provisions specific to dental practices
Restrictive covenants, including non-compete and non-solicitation clauses
Warranties provided by the seller
Defined limits of liability

It’s important for buyers to consider the tax implications involved in the transaction. The choice of the legal structure for the practice is a crucial decision. When finalizing the purchase, options typically include a cash payment at closing, arranging a promissory note with the seller, or obtaining a loan from a bank. Understanding the tax implications of these choices and how they relate to the Purchase Agreement is essential for a successful acquisition of a dental practice. Careful consideration of these financial and legal aspects will contribute to a seamless transition and the future prosperity of your dental practice.

Important Considerations for Dentists

When stepping into the realm of dental practice ownership, several critical considerations come into play as you prepare to take the reins. These aspects go beyond the legal framework but are vital for a smooth transition and successful management of your practice.

Lease Agreement: If the property is not part of the purchase, finalizing a new lease agreement with the landlord is a crucial step. Ensuring favorable lease terms and a suitable location for your practice is essential for long-term success.
Inspecting Infrastructure: Before fully taking over, it’s imperative to inspect the practice’s infrastructure thoroughly. This includes the electrical and plumbing systems. Additionally, assess the condition of all equipment, including dated machinery that may need upgrading, such as a new 3D dental X-ray machine.
Software Familiarization: Familiarize yourself with the software used by the business, especially the dental practice management solution. Understanding its features and functionalities will streamline your practice’s daily operations.
Supplier Meetings: Schedule meetings with your suppliers, whether it’s Henry Schein, Patterson Dental, or others. Establishing a strong working relationship with your suppliers ensures a smooth flow of essential dental supplies and equipment.
Staff Evaluation: Review the existing staff and their roles within the practice. Assess whether they are being fully utilized, identify any potential areas for improvement, and consider their long-term commitment to the practice. It’s essential to approach any necessary staff changes thoughtfully to avoid disruption.
Slow and Steady: While you may have plans for enhancing various aspects of the practice, it’s advisable to implement changes gradually. Sudden and significant changes can unsettle both staff and patients. Maintain open communication and involve the team in the process to foster a positive transition.
Other Considerations: Depending on the specific circumstances of the practice, there may be additional factors to address. These could include inventory management, marketing strategies, and community outreach programs to establish your presence in the area.

As you prepare to take ownership, these considerations will play a pivotal role in shaping your practice’s future success. Remember that a thoughtful and methodical approach is key to ensuring a seamless transition and a thriving dental practice.

Insights for a Successful Transition

Let’s explore the considerations for new dental practice owners.

Reviewing Patient Records

Going through patient records is not just a procedural step. Analyzing treatment records gives you insight into the selling dentist’s methods. To avoid potential conflicts, it might be necessary to align your treatment approach with patient expectations. Educating patients about their treatment options is crucial, particularly when you first start treating them.

Patient Fee Structures

Evaluating patient fee structures is also important. Practices involving discounts, waivers, or barter systems can significantly influence patient loyalty. It’s vital to understand your contractual obligations, particularly regarding copayment waivers, to prevent any breaches of insurance agreements. Remember, dealing with insurance companies can be challenging even in the best circumstances.

Planning for Associates

If your practice includes associates, or if you plan to bring associates on board, strategic planning is essential. Consider aspects ranging from marketing and cash flow to patient loyalty. Anticipate some employee turnover as an unfortunate but common aspect of practice transitions.

Ongoing Compliance

Post-acquisition, maintaining compliance is an ongoing task. Regulations continually evolve – from new HIPAA mandates and IRS rule changes to local property tax adjustments. Having a robust support team, including an attorney and an accountant, is invaluable for staying a head of these changes and ensuring your practice remains compliant.

Assembling Your Support Team

Buying a dental practice is a lengthy process that requires meticulous planning. The journey begins with due diligence, ensuring the practice aligns with your goals and meets your expectations for ownership. Following this, the focus shifts to negotiation and drafting the Purchase Agreement. While price is often the primary concern, it’s equally important to scrutinize details like non-compete clauses, contract conditions, liabilities, and tax planning.

After transitioning into the practice, the work doesn’t stop. Ongoing legal and compliance tasks are crucial. This includes reviewing patient records, evaluating fee structures, strategizing marketing efforts, and seeking continuous legal guidance. These elements collectively shape the future of your practice.

For a successful transition, assembling a strong support team is essential. Dental practice consultants, attorneys, and accountants are fundamental. Additionally, advice from individuals experienced in dental practice management can be invaluable. If you’re ready to embark on this journey, consulting with an attorney to make informed decisions is critical. Contact Brenden Kelley Law at 216-644-3359 for personalized assistance in opening and managing your dental practice.

Lack of Proper Will Fuels Aretha Franklin’s Estate Battle

Mon, 09 Jun 2025 22:22:22 GMT

A will ensures that when the time comes, your estate planning will be managed per your final wishes. Without one, your children and grandchildren could end up in an estate battle. Should you pass intestate (without a will), the courts get involved and assets get distributed. This is according to a myriad of state laws, a stressful process that impacts all those you leave behind.

There’s no greater example of this than the estate of R&B legend Aretha Franklin. Her passing prompted a years-long legal battle amongst her family that illustrates why it’s so important to manage formal estate planning.

The Aretha Franklin Estate Battle

Passing in 2018, the Queen of Soul left her family in a legal quagmire. They initially believed she left behind no will. According to estate law, that meant her assets would likely get split among her sons. But someone eventually discovered more than one handwritten document concerning her last wishes in the singer’s Detroit home. Two docs were wills handwritten four years apart. They created a riff as the family argued about which one was authentic.

There were wills and paperwork, all had revisions and notes in the margins concerning inheritance terms and how they impacted beneficiaries. Franklin obviously had varying ideas about how to manage her estate. Unfortunately, she never finalized anything legally or properly.

Without proper estate planning , the survivors reluctantly turned to the courts to help determine which will be valid.

Earlier this year, a jury agreed the newer document — written in 2014; found under a couch cushion in Franklin’s home — took precedence over the older one. (A decision not unusual in these matters.)

The Validity of Handwritten Wills

Each state has a set of guidelines based on specific laws for validating a will. In general, they require the document to have at least two neutral witnesses, the date, and all appropriate signatures. You may need notarization. It’s also a good idea to have a legal representative, the party who ensures that the will’s preparation and execution meet all obligations and avoid conflict.

Some states accept handwritten wills. Ohio is one of them. Ohio requires that the document is signed by the testator (the individual who made the will) or their representative (who doesn’t have to be a lawyer). That will also need the signatures of two competent witnesses.

A holographic will is a handwritten will that meets all the criteria. To verify authenticity, the court may ask about witnesses and require testimony. That’s especially true if someone contests the document. The court will want authentication of the testator’s writing and signature. Depending on the circumstances, the court may want verification via identification by individuals familiar with the testator or through the expert testimony of a handwriting pro.

In Ohio, a holographic will has to satisfy the same conditions as a conventional document. Some attorneys may not support this document as they are difficult to validate before the court. These wills can also contain errors or lack clarity, all of which are pitfalls. These conditions can only undermine the deceased’s well-intentioned objectives.

Why You Want a Proper Will

With a will, there’s a clear statement of how asset distribution is to be administered. The document minimizes time in court and helps prevent time-consuming, costly disputes. In larger estates, a well-developed will may help reduce estate taxes . You can appoint an executor in the document, a trusted entity for ensuring your instructions get followed to the letter. If you do not, the court appoints someone for you, which may not be the ideal solution.

Many think wills and estate planning are only for the well to do. However, even if an individual has a modest estate and they die intestate (without a will), it can leave loved ones confused and scrambling as to what they should do. A simple will can be a detailed list of instructions that straightforwardly manage not just the future of your financial and personal affairs but the peace of mind of those left behind.

Last Thoughts

Many of us are understandably locked in the right now and not giving much thought to what could come tomorrow.

Ask yourself the following questions:

If you were gone, who would you want to provide for and protect?
What do you have and who would you want to have it?
If there are minor children in your life, what would happen to them?
Whom do you trust to make sure there’s no conflict of interest in overseeing assets you leave loved ones?

These are basic questions everyone can ask because the answers are the beginning of a will’s foundation. You don’t need all the answers immediately, but the seeds build the focus for a proper will.

The idea of a will can be overwhelming. You might be hesitant to consider a future that’s distressing and potentially dark. But you should consider a future without you and what would happen too. That’s a good reason to think about estate planning. If you would like help creating an estate plan for you and your family, please contact Brenden Kelley Law at 216-644-3359.

Small Business Confidence Up in Wake of New Economic Data on Inflation

Mon, 09 Jun 2025 22:20:40 GMT

Small businesses are usually the most affected by inflation. This is because they have limited access to capital, bargaining power, and pricing power compared to larger corporations. Many small companies went out of business during the COVID-19 lockdown, and those who remained afloat barely made it through.

More recently, small business owners have had to contend with inflation driving up the cost of operations while also reducing consumer purchasing power. This has forced organizations to tighten their belts to ensure they don’t go out of business. However, there’s finally some good news on Main Street regarding inflation, and the recent economic data gives small business owners the confidence to keep going.

How Inflation Impacts Small Businesses in Particular

Inflation refers to the sustained increase in the general price level of goods and services in an economy over a period of time. It means that, on average, prices are rising, and each currency unit can buy less than it previously could. Inflation occurs when there is an imbalance between the supply of money and goods and services in an economy.

Inflation impacts every sector but significantly affects smaller businesses due to their limited resources to combat rising costs. In 2022, the National Federation of Independent Business reported that nearly 90% of small businesses stated that inflation unfavorably impacted their business.

Here are some ways in which inflation can impact small businesses :

Rising Costs

Inflation often leads to an increase in the prices of goods and services. Small businesses, especially those operating on narrow profit margins, may struggle to absorb these rising costs. When overhead costs rise, small businesses are forced to either increase their prices, which could reduce customer demand, or find ways to cut expenses elsewhere, such as reducing staff or compromising the quality of their products or services.

Reduced Consumer Spending

As the general price level rises due to inflation, consumers’ purchasing power decreases. This can result in reduced spending on non-essential items, negatively affecting small businesses that rely heavily on discretionary consumer spending. Small retailers, restaurants, and entertainment venues may experience a decline in sales as consumers prioritize essential purchases.

Financing Costs

Inflation can affect borrowing costs, including interest rates on loans and lines of credit. Small businesses that rely on external financing may face higher interest expenses, making it more expensive to expand operations, invest in new equipment, or undertake other growth initiatives. This can limit their ability to compete with larger enterprises with more substantial resources.

Inventory Management Challenges

Inflation can create difficulties in managing inventory for small businesses. If prices rise rapidly, companies may face challenges in accurately forecasting future demand and determining optimal inventory levels. Overstocking could lead to increased carrying costs and potential losses if demand doesn’t meet expectations while understocking could result in missed sales opportunities and dissatisfied customers.

Wage Pressures

Inflation can create wage pressures as employees seek to maintain their purchasing power. Small businesses may face challenges in offering competitive wages to attract and retain talent, especially if they are unable to increase prices or generate sufficient revenue growth. This can lead to higher labor costs and potentially impact profitability.

Good News for Small Businesses

Most people view inflation as the Big Bad, and it is easy to see why. If you had $300,000 in your savings account in 2005, that amount wouldn’t go as far in 2023. Inflation is always happening, so by understanding this, small business owners can find ways to cushion themselves during dire times.

The Federal Reserve tries to maintain a 2% inflation rate per year. This is because anything lower than that may weaken the economy. The inflation rate in June 2022 was 9.1%. The good news is that this number has been steadily decreasing since November, and the future looks somewhat brighter, especially for small business owners.

According to the Consumer Price Index, the inflation rate in November 2022 was 7.1%, and by the time the year was closing out, it had dropped even further to 6.5%. A June 2023 CPI report confirms inflation to have cooled to 3%, which offers some great news to small businesses especially.

Small business owners are seemingly optimistic about the economy, with 25% of companies planning for capital expenditures in the next 3–6 months. This is a 4% increase from 21% at the start of the year and a 6% increase from 19% following the March bank failures.

19% of small business owners from another survey said they intend to create new jobs in the coming three months. 40%, up from 34% last year, describe their current conditions as good, while 46% report they expect revenue to increase in the next year.

Bad News for Small Businesses

Despite the uptick in optimism, small business owners still view inflation, supply chain disruptions, and labor quality as their top concerns. While companies are hiring, an NFIB survey reported that 44% of owners were struggling to fill the reported job openings. 63% of owners said they were hiring in May, but nearly 90% said they couldn’t find qualified applicants for open positions.

Small business owners may also find themselves with another situation on hand as a UPS strike looms. With the contract between UPS and 340,000 UPS workers represented by the Teamsters Union expiring on July 31, employee pay remains a sticky point. Union workers account for over half of UPS’s workforce. Therefore, a strike could be devastating for the company and small businesses relying on the carrier.

The looming strike comes 25 years after a similarly larger strike by 185,000 workers brought the courier to a standstill. The strike, which lasted for 15 days, slashed package deliveries and put a strain on the US Postal Service and FedEx, who had to pick up the pace, effectively paralyzing businesses nationwide.

If a deal is not reached by the deadline, the strike will cause broader supply chain disruptions, and small business owners may need to find alternative ways to ship their last-mile deliveries to cope.

5 Tips to Help Small Businesses Mitigate the Impact of Inflation

Monitor and Adjust Prices

Regularly review your pricing strategy and assess the impact of inflation on your costs. Consider adjusting prices accordingly to maintain profit margins. However, it’s essential to strike a balance between maintaining profitability and remaining competitive. Communicate any price adjustments transparently with your customers to manage their expectations.

Manage Costs

Analyze your cost structure and identify areas where you can reduce expenses or find efficiencies. Look for opportunities to negotiate better deals with suppliers, streamline operations, and optimize resource allocation. Implement cost-saving measures without compromising the quality of your products or services.

Diversify Suppliers

Explore alternative suppliers and sources for materials or inputs. This can help you mitigate the risk of supply chain disruptions and price fluctuations caused by inflation. Having multiple suppliers can provide flexibility and negotiation power, enabling you to secure better pricing terms.

Improve Inventory Management

Efficient inventory management is crucial during inflationary periods. Analyze your sales patterns, customer demand, and lead times to optimize your inventory levels. Avoid overstocking or understocking, as both can lead to financial losses. Consider adopting just-in-time inventory systems or implementing inventory management software to improve accuracy and responsiveness.

Enhance Customer Value

Focus on delivering exceptional value to your customers to retain their loyalty and justify your pricing. Identify ways to differentiate your products or services, such as improving quality, offering unique features, or providing outstanding customer service. Build strong relationships with your customer base and communicate the value proposition effectively.

Explore Alternative Financing Options

If inflation increases borrowing costs, explore alternative financing options. Seek out financial institutions or lenders offering competitive rates or consider alternative financing methods like crowdfunding or peer-to-peer lending. Maintaining a good credit history and financial records increases your chances of securing favorable financing terms.

Enhance Operational Efficiency

Continuously seek opportunities to improve your operational efficiency. This can include automating processes, investing in technology, cross-training employees, or optimizing workflows. By reducing waste and increasing productivity, you can mitigate the impact of rising inflation-related costs.

Stay Informed

Stay aware of economic trends, inflation rates, and market conditions. Regularly monitor industry news, economic indicators, and government policies that may impact your business. Stay connected with professional networks and business associations to gain insights and access resources that can help you navigate inflationary environments.

Conclusion

While inflation continues to pose significant challenges, the recent economic data on inflation brings a ray of hope for small business owners. As small business owners, staying adaptable, proactive, and open to embracing new strategies and technologies that can drive resilience and sustainability is important.

If you’re a small business owner concerned about navigating the challenges of inflation, reach out to Brenden Kelley Law . Our experienced team of attorneys will provide the legal guidance and support you need. From reviewing contracts and leases to advising on pricing strategies and cost management, we have the expertise to help safeguard your business against the impacts of inflation. Don’t let uncertainty hold you back. Contact us today, and let us help you secure a brighter future for your small business.

Challenges Small Business Owners Face in Acquiring Loans

Mon, 09 Jun 2025 22:00:12 GMT

Small businesses play a vital role in driving economic growth and innovation. They are the backbone of local communities, providing employment opportunities and catering to the diverse needs of consumers. However, amidst the challenges and uncertainties of the modern financial world, accessing the necessary capital to start, expand, or sustain a small business has become increasingly difficult.

In addition, traditional lending institutions, such as banks, have tightened their lending criteria, imposing stricter requirements and scrutinizing applications more closely. According to Reuters , as of June 2023, the approval rate of small business loans was only 18.8% from small banks and 13.4% from large banks. But why are banks not willing to lend money to small businesses? This article will shed light on why it is getting harder for small businesses to secure loans from banks and the steps small business owners can take to secure financing.

Why Is It Getting Harder for Small Businesses to Secure Loans?

Securing small business loans has become more challenging due to several reasons:

Stricter Lending Criteria: Traditional lending institutions like banks have tightened their lending criteria. This is in response to the global financial crisis and subsequent regulatory reforms. They now conduct more thorough assessments of loan applications, focusing on creditworthiness, business stability, and collateral requirements. Also, this increased scrutiny makes it harder for some small businesses to meet the stringent criteria and qualify for loans.
Economic Uncertainty: Uncertain economic conditions make lenders more cautious about extending loans to small businesses. These include market volatility and changing consumer preferences. Additionally, lenders may perceive higher risks in uncertain times, making them more conservative with their lending practices.
Limited Financial History: Small businesses, especially startups, often lack a robust financial history or a track record of profitability. This absence of substantial financial data makes it challenging for lenders to assess the business’s creditworthiness and repayment capacity, thereby reducing the likelihood of loan approval.
Collateral Requirements: Many lenders require collateral to secure small business loans. This can be a significant barrier for businesses without substantial assets. Lack of collateral or insufficient collateral value can also hinder loan approval or result in unfavorable loan terms.

What Can Small Business Owners Do?

It may be increasingly difficult to obtain financing for your small business, but the money is still out there. With the right strategies, small business owners can increase their chances of securing funding.

Strengthen Personal and Business Credit

Maintaining a strong personal and business credit history is crucial. According to a Goldman Sachs Survey, 70% of small business owners confirmed that their personal credit was considered when they applied for a business loan. Moreover, a score above 700 increases one’s chance of securing financing and vice versa. Small business owners should focus on building and maintaining good credit scores. Pay bills on time, reduce outstanding debt, and manage credit responsibly.

Prepare a Solid Business Plan

Creating a comprehensive business plan that outlines the company’s objectives, market analysis, financial projections, and repayment strategies demonstrates professionalism and commitment to lenders. A good business plan typically needs to include a summary of your business, products or services offered, market, and financials.

If you’re unsure of how solid your business plan is, it’s advisable to talk to a business plan expert or a business attorney who will review it and offer feedback on the necessary changes. You also need to be able to explain how you intend to use the money. Demonstrating a grasp of finances and a plan fosters confidence in lenders about our ability to effectively use funds.

Build Relationships With Lenders

Establishing relationships with local lenders or community banks can be beneficial. Engaging in regular communication, attending networking events, and building rapport with lenders can increase the likelihood of loan approval as they gain a better understanding of the business and its potential.

Consider an SBA Loan

An SBA loan is a loan program offered by the US Small Business Administration. The SBA does not directly provide loans to businesses but instead guarantees a portion of the loan amount (usually 85%) issued by approved lenders, such as banks and credit unions. This guarantee reduces the risk for lenders, encouraging them to provide loans to small businesses that may not meet conventional lending requirements. Section 7(A) and 504 are the most popular loan programs because they allow small businesses to borrow up to $5 million.

Explore Alternative Funding Sources

Traditional bank loans are not the only option for small businesses. Exploring alternative financing avenues such as online lenders, angel investors, community development financial institutions (CDFIs), microloans, or government-backed loan programs can offer additional opportunities to secure funding.

You can also consider bad credit loans or short-term loans. Lenders offering bad credit loans do not always consider bad credit when providing financing options. In such instances, they’ll consider cash flow and bank statements to determine eligibility. Short-term loans are usually offered by online lenders and are generally repaid within a year or less.

Optimize Financial Records

Maintaining accurate and up-to-date financial records is essential. Lenders often require detailed financial documentation, including balance sheets, profit and loss statements, and cash flow statements. Every document helps assess your risk level and determine whether loaning you money is a sound decision. Organized and transparent financial records instill confidence in lenders regarding a business’s financial health.

Seek Expert Guidance

Engaging with small business development centers, financial advisors, or industry-specific mentors can provide valuable insights and guidance throughout the loan application process. These experts can help identify suitable financing options and navigate the complexities of securing loans.

Talk to other people who have been through the loan application process and gotten approved. Also, find out what they did to secure financing. Their insight may be able to help you determine aspects of the application you may have missed.

Conclusion

While the process of obtaining small business loans has become more challenging, entrepreneurs can adapt by understanding the reasons behind the increased difficulty and employing strategic approaches. Adapting to the evolving loan landscape and proactively exploring various options will enable entrepreneurs to overcome obstacles and fuel their business growth and success. If you need help starting your business or are looking for invaluable guidance and legal protection as you start your business, look no further than Brenden Kelley Law. Contact us today to schedule a consultation.

Navigating Unfavorable Property Tax Assessments: How to Appeal and Why You Need an Attorney

Mon, 09 Jun 2025 21:58:27 GMT

Improper Property Tax Assessments

As a property owner, you may find yourself facing an unfavorable property tax assessment at some point. This can happen for a variety of reasons, including errors in the appraisal process, changes in the market, or even simple mistakes made by the county assessor. Regardless of the cause, an improper property tax assessment can have a significant impact on your finances and your property ownership experience. In this blog post, we will discuss how improper property tax assessments can impact you, why they occur, and how you can appeal them with the help of a property tax appeals attorney.

The first and most obvious impact of an improper property tax assessment is the financial burden it can place on you. If the assessment values your property higher than its actual worth, you will pay more in property taxes than necessary. Over time, this excess can accumulate, especially without correction of the assessment. Additionally, an incorrect assessment can also affect your ability to refinance your mortgage, sell your property, or even make improvements to your home.

So, why do unfavorable property tax assessments occur?

There are several factors that can contribute to this problem, including errors in the appraisal process, changes in the market, and even simple mistakes made by the county assessor. In some cases, the assessor may not have access to accurate data or may not be familiar with the specific characteristics of your property. In other cases, the assessor may not take into account important factors such as property condition, location, and recent sales data.

Process

If you find yourself facing an unfavorable property tax assessment, it is important to know that you have the right to appeal. The first step in the appeals process is to file a complaint with the County Board of Revision (CBR). You need to act within a certain period, usually in the first half of the year. The complaint must include the property owner’s name, address, and legal description of the property, the current value of the property, and the owner’s opinion of the property’s value.

At the CBR, you will have the opportunity to present evidence and argue that your assessment is incorrect. This can include things like recent sales data for similar properties in the area, property condition, and any other relevant information that would support your case. If the CBR finds that your assessment is incorrect, they will adjust it accordingly. If the County Board of Revision’s (CBR) decision doesn’t satisfy you, you have the right to appeal to the Ohio Board of Tax Appeals. This appeal requires filing within a set period, typically 30 days after the CBR’s decision.

While the appeals process may seem straightforward, it can be complex and time-consuming. This is where a property tax appeals attorney can help. A lawyer with experience handling property tax appeals can guide you through the process, helping to compile and present evidence, and argue your case to ensure your property’s valuation reflects its true market value. They also help with paperwork and deadlines, ensuring your appeal is timely processed.

In addition to challenging property tax valuations , a property tax appeals attorney can also assist property owners with property tax exemptions and abatements, which can provide relief from property taxes for certain groups such as veterans or senior citizens.

Conclusion

In conclusion, improper property tax assessments can have a significant impact on your finances and property ownership experience. If you find yourself facing an unfavorable assessment, it is important to know that you have the right to appeal. With a property tax appeals attorney’s assistance, you can effectively navigate the appeals process, compile and present necessary evidence, and argue for a fair market assessment of your property. Contact Brenden Kelley Law today at 216-644-3359 to discuss your property tax appeal.

Understanding the Impact of the 2022 Limited Liability Company Act: What Companies Need to Know

Mon, 09 Jun 2025 21:57:07 GMT

The Ohio Revised Limited Liability Company Act (ORLLCA) is a set of laws that govern the formation and operation of limited liability companies (LLCs) in the state of Ohio. In 2022, the ORLLCA saw some significant changes that companies operating in Ohio need to be aware of.

First Major Change

One of the key changes to the ORLLCA was the elimination of the requirement for an operating agreement. The previous law required LLCs to create an operating agreement detailing the company’s management structure and the members’ rights and duties. However, under the new law, LLCs no longer need an operating agreement, though having one is still highly recommended.

Second Major Change

Another major change to the ORLLCA was the introduction of the concept of “series LLCs.” A series LLC is a type of LLC that allows a single entity to create separate series or cells of members, each with their own distinct liabilities and assets. This allows for greater flexibility in the management of assets and liabilities within an LLC.

Furthermore, the ORLLCA introduced new provisions for converting LLCs to other business forms and vice versa, along with changes in the dissolution and winding up processes for LLCs.

Importance of the Limited Liability Company Act

It is important for companies operating in Ohio to be aware of these changes to the ORLLCA, and to consult with an attorney to ensure that their LLC is in compliance with the new laws. Although not mandatory, having an Operating Agreement remains highly recommended to prevent disputes and provide clear operational guidelines for companies.

The 2022 ORLLCA updates aimed to simplify the formation and operation of LLCs in Ohio, offering businesses more flexibility in managing their assets and liabilities. However, companies operating in Ohio should still seek professional guidance to ensure that they are in compliance with these new laws, and take steps to adapt their LLCs as necessary.

Conclusion

In Summary, The 2022 Ohio Revised Limited Liability Company Act (ORLLCA) made it easier for companies to form and operate LLCs in Ohio, by eliminating the requirement of an Operating Agreement, as well as providing more flexibility to manage the assets and liabilities by introducing the concept of “series LLCs.” The law also included updates concerning conversion, dissolution, and the winding up of LLCs. Contact Brenden Kelley Law today at 216-644-3359 to ensure that your business is in compliance with the new laws, and adapt your LLCs as necessary.

Navigating Wrongful Termination Laws in Ohio: A Small Business Guide

Mon, 09 Jun 2025 21:55:52 GMT

What is Wrongful Termination?

Wrongful termination is a serious issue that small business owners in Ohio need to be aware of. In general, wrongful termination refers to when an employer terminates an employee’s employment in violation of state or federal law.

In Ohio, wrongful termination can occur in a variety of ways. For example, it can occur when an employer terminates an employee due to their race, gender, age, or disability. It can also occur when an employer terminates an employee in retaliation for reporting discrimination or harassment, or for taking time off for a protected reason (such as pregnancy or military service).

Illegality of Wrongful Termination

One of the most important things that small business owners in Ohio need to know about wrongful termination is that it is illegal. The law prohibits employers from terminating employees for discriminatory reasons and retaliating against employees who report discrimination or harassment.

Taking Legal Action…

Another important thing to know is that employees who have been wrongfully terminated have the right to take legal action against their former employer. This can include filing a complaint with the Equal Employment Opportunity Commission (EEOC) or filing a lawsuit in state or federal court.

How to Avoid Claims

In order to avoid claims, small business owners in Ohio should be aware of the state and federal laws that protect employees from discrimination and retaliation. They should also have policies and procedures in place to address discrimination and harassment, and they should train their managers and supervisors on how to handle these issues.

Additionally, small business owners should have clear and consistent procedures for terminating employees. This can include providing employees with clear performance standards, giving them the opportunity to improve their performance, and documenting any issues that lead to termination.

Another important thing to know is that small business owners can be held liable for the wrongful termination of an employee if they are found to be responsible for it. This can include both financial damages (such as lost wages and benefits) and non-financial damages (such as emotional distress).

Final thoughts…

In conclusion, wrongful termination is a serious issue that small business owners in Ohio need to be aware of. To avoid claims, they should be familiar with state and federal laws that protect employees from discrimination and retaliation, they should have policies and procedures in place to address discrimination and harassment, they should train their managers and supervisors on how to handle these issues, and they should have clear and consistent procedures for terminating employees. Contact the team at Brenden Kelly Law to learn more about how to protect your business from wrongful termination lawsuits.

Time to Call a Lawyer? Legal Tips for Cleveland’s Entrepreneurs

Mon, 09 Jun 2025 21:54:32 GMT

As a small business owner in Cleveland, Ohio, you will encounter several legal situations out of your depth. Luckily, you can elicit the advice and services of a lawyer before the situation gets out of hand. Seeking professional help in the nick of time turns stressful and overwhelming legal issues into salvageable problems. This article highlights three instances when you should call a lawyer.

1. Employee Issues

Several legal issues can arise as your business grows and you begin to hire employees. These may include discrimination or harassment claims, wage and hour disputes, and wrongful termination lawsuits.

Additionally, a knowledgeable attorney can help you navigate these legal challenges and ensure your business complies with state and federal employment laws. They can also help you draft employment contracts, develop employee handbooks, and advise you on best practices for managing your workforce.

2. Contract Disputes

Contracts are essential to running a business, and disputes may arise when one party doesn’t uphold their end of the agreement. These disputes may involve clients, vendors, or other business partners.

In these situations, having a skilled attorney by your side is important to help you navigate the legal complexities therein. They can help you know your legal rights and obligations, negotiate a resolution, or represent you in court if necessary.

3. Intellectual Property Issues

Protecting your intellectual property is essential to the success of your business. Whether it’s trademarks, patents, or copyrights, intellectual property is a valuable asset that differentiates your brand from rival businesses.

An experienced attorney can help you register your trademarks and patents, draft licensing agreements, and represent you in court if your intellectual property rights are infringed upon.

As a small business owner, legal issues are a reality that you may have to face at some point. Knowing when to call a lawyer and how to choose the right one in Cleveland, Ohio, can help protect your business and navigate these challenges with confidence. Contact the team at Brenden Kelley Law today to help protect you and your business. Call us at 216-644-3359.

How to Negotiate Like a Pro: Essential Tips for Small Business Owners

Mon, 09 Jun 2025 21:52:57 GMT

For small business owners, negotiation is essential. Whether you’re negotiating with suppliers, customers, or employees, being able to negotiate effectively can save you time, money, and headaches.

But negotiation can be tricky. It’s easy to get caught up in the moment and make a decision that you’ll regret later. That’s why having a plan and knowing what you’re doing is important.

The Art of Negotiation: Why It Matters for Small Businesses

If you’re a small business owner , developing your negotiation skills is important. By following the tips listed below, small business owners can improve their negotiation skills and get the best possible outcome for their business.

First here are some of the reasons why negotiation is so important for small businesses :

It can help you get a better deal. Whether you’re negotiating with suppliers, customers, or employees, being able to negotiate effectively can help you get a better deal. This could also mean getting a lower price on supplies, a higher price for your products or services, or better terms for your employees.
It can help you build relationships. Negotiation is all about building relationships. When you negotiate effectively, you’re showing the other party that you’re respectful, trustworthy, and fair. This can lead to better relationships, which can be beneficial for your business in the long run.
It can help you avoid conflict. When you negotiate effectively, you’re more likely to reach an agreement that works for everyone involved. This can also help you avoid conflict, which can save you time, money, and stress.

Here are some additional tips for small business owners who want to improve their negotiation skills:

Be prepared. Do your research and know what you’re willing to negotiate on.
Be flexible. Don’t be afraid to compromise.
Be respectful. Even if you don’t agree with the other party, be respectful of their position.
Be patient. Negotiation takes time. Don’t expect to get everything you want right away.
Follow up. Once you’ve reached an agreement, be sure to follow up and make sure that it’s being implemented.

Preparing for Success: Research and Planning

Success doesn’t happen overnight. It takes hard work, dedication, and a little bit of luck. But one of the most important things you can do to increase your chances of success is to prepare. And one of the best ways to prepare is to research and plan.

Research

The first step to preparing for success is to research your chosen field. Learn as much as you can about the industry, the competition, and the latest trends. The more you know, the better equipped you’ll be to make informed decisions and take advantage of opportunities.

In addition, there are many different ways to research your field. You can read books and articles, attend industry events, and network with professionals. The more sources you use, the more well-rounded your understanding will be.

Planning

Once you’ve done your research, it’s time to start planning. This means setting goals, developing strategies, and creating a timeline. Your plan should be specific, measurable, achievable, relevant, and time-bound.

It’s also important to be flexible with your plan. Things don’t always go according to plan, so you need to be prepared to adjust your course as needed.

Effective Communication: Listening, Assertiveness, and Persuasion

Communication is one of the most important skills small business owners can have. It’s how we share our thoughts, feelings, and ideas with others. It’s how we build relationships, solve problems, and achieve our goals.

There are three key elements to effective communication: listening, assertiveness, and persuasion.

Listening

Listening is often the most overlooked part of communication. But it’s essential if we want to truly understand what others are saying. When we listen, we’re not just hearing the words that are being spoken. We’re also paying attention to the speaker’s body language, tone of voice, and facial expressions. This helps us to understand the speaker’s meaning and intent.

There are a few things small business owners can do to improve their listening skills:

Make eye contact. This shows the speaker that we’re paying attention.
Avoid distractions. Turn off your phone, close your laptop, and focus on the speaker.
Ask questions. This shows the speaker that we’re interested in what they have to say.
Summarize what you’ve heard. This helps to ensure that you’ve understood the speaker correctly.

Assertiveness

Assertiveness is the ability to communicate our thoughts, feelings, and needs in a direct, honest, and respectful way. It’s about standing up for ourselves without being aggressive or passive.

There are a few things small business owners can do to improve their assertiveness skills:

Be clear and direct. Don’t beat around the bush. Say what you mean clearly and concisely.
Be respectful. Even if you disagree with someone, you can still be respectful of their opinion.
Be assertive, not aggressive. There’s a difference between being assertive and being aggressive. Assertiveness is about standing up for yourself, while aggression is about putting others down.
Be willing to compromise. Sometimes, it’s not possible to get everything we want. In these cases, it’s important to be willing to compromise.

Persuasion

Persuasion is the ability to influence others to think or act in a certain way. It’s about getting people to see things our way.

There are a few things small business owners can do to improve their persuasion skills:

Be clear about our goals. What do we want to achieve? Once we know our goals, we can start to develop a strategy to achieve them.
Understand our audience. What are their needs and interests? What motivates them? The better we understand our audience, the more likely we are to persuade them.
Build rapport. People are more likely to be persuaded by someone they like and trust. So, it’s important to build rapport with our audience.
Use logic and evidence. People are more likely to be persuaded by arguments that are based on logic and evidence.
Be persuasive, not pushy. There’s a difference between being persuasive and being pushy. Persuasion is about getting people to see things our way while pushing is about forcing people to do what they want.

By developing our listening, assertiveness, and persuasion skills, we can improve our communication skills and achieve our goals.

Overcoming Obstacles: Handling Difficult Negotiation Situations

Negotiation is a complex process that requires a variety of skills and strategies. It can be challenging, even for experienced negotiators, to handle difficult negotiation situations. However, there are several things that small business owners can do to increase their chances of success.

Here are some tips for overcoming obstacles in negotiation:

Be Prepared

The more prepared you are, the more confident you will be in the negotiation. Do your research, know your BATNA (best alternative to a negotiated agreement), and be clear on your goals.

Stay Calm

It’s easy to get emotional in a negotiation, but it’s important to stay calm and collected. If you get angry or upset, it will only make the situation worse.

Be Respectful

Even if you don’t agree with the other party, it’s important to be respectful of them. Remember, you’re trying to reach an agreement, not win a battle.

Be Patient

Negotiation takes time. Don’t expect to reach an agreement right away. Be patient and persistent, and you’ll eventually reach an agreement that works for everyone.

Take a Break

If you’re feeling overwhelmed or frustrated, take a break from the negotiation. This will give you a chance to clear your head and come back to the negotiation with a fresh perspective.

Walk Away

If you’re not getting what you want and the negotiation is going nowhere, it’s okay to walk away. There’s no point in wasting your time on a negotiation that’s not going to be productive.

Get Help

If you’re struggling to handle a difficult negotiation situation, don’t be afraid to get help from a mediator or other professional. They can help you to navigate the negotiation process and reach a successful outcome.

Closing the Deal: Finalizing Agreements and Building Lasting Relationships

It can be challenging, even for experienced negotiators, to close the deal and finalize an agreement. However, there are several things that you can do to increase your chances of success.

Here are some tips for closing the deal:

Be Prepared

The more prepared you are, the more confident you will be in the negotiation. Do your research, know your BATNA (best alternative to a negotiated agreement), and be clear on your goals.

Build Rapport

People are more likely to do business with people they like and trust. So, it’s important to build rapport with the other party. This can also be done by being friendly, respectful, and genuine.

Create a Sense of Urgency

If the other party feels like they’re losing out on a good opportunity, they’re more likely to make a deal. This can be done by creating a sense of urgency, such as by telling them that the offer is only good for a limited time.

Be Flexible

Don’t be afraid to compromise. Negotiation is all about finding a middle ground that works for both parties.

Be Patient

Negotiation takes time. Don’t expect to reach an agreement right away. Be patient and persistent, and you’ll eventually reach an agreement that works for everyone.

Summarize the Agreement

Once you’ve reached an agreement, it’s important to summarize it in writing. This will help to ensure that everyone is on the same page and that there are no misunderstandings.

Get Everything in Writing

Once you’ve summarized the agreement, it’s important to get everything in writing. This will create a legally binding contract that will protect both parties.

Follow Up

Once you’ve reached an agreement, it’s important to follow up with the other party. This will help to ensure that the agreement is implemented as agreed.

In addition to the above tips, it is also important to build lasting relationships with the people you negotiate with. This can be done by being honest, transparent, and respectful throughout the negotiation process. By building relationships, you can increase the chances of future success in negotiations.

If you need help with the negotiation process or want more information, please call Brenden Kelley Law at 216-644-3359 so that we can assist you.

Navigating Business Law: Legal Advice for New Entrepreneurs

Mon, 09 Jun 2025 21:49:40 GMT

Being a small business owner comes with a myriad of legal responsibilities. Protecting both your business and personal assets is crucial. Below, discover five key legal tips every new entrepreneur should consider :

1. Choosing Your Business Structure Wisely

The foundation of your business’s legal and financial health lies in its structure. Options vary from sole proprietorships to corporations. Each carries unique benefits and challenges. Consulting a lawyer helps you select the structure that aligns with your goals, optimizing both legal protection and financial benefits.

2. Navigating Legal Obligations

As an entrepreneur, you’ll face numerous legal requirements, including labor laws, tax compliance, and regulatory obligations. A legal expert can demystify these responsibilities, ensuring your business operates within the law.

3. Safeguarding Intellectual Property

Your business’s intellectual assets, like trademarks and patents, are invaluable. Legal counsel can guide you in protecting, registering, and legally recognizing these assets, securing your business’s innovations.

4. Crafting Solid Contracts

Contracts are the backbone of business transactions. A lawyer’s review guarantees your contracts are not only enforceable but clear in their terms. This scrutiny can prevent disputes and provide clarity in negotiations.

5. Preparing an Exit Strategy

Investing in a small business demands an exit plan for unforeseen circumstances. Legal advice can prepare you for a smooth transition, whether it involves selling the business or winding down, safeguarding your investments.

Final Insights

Being a small business owner is both exciting and challenging. With informed legal strategies, you can shield your enterprise and personal assets from potential pitfalls. These five tips lay the groundwork for a legally sound business. Considering entrepreneurship? Seek legal guidance to navigate the complexities of business law successfully. For tailored advice, connect with Brenden Kelley Law at 216-644-3359.

From Creation to Protection: Mastering Intellectual Property for Business Growth

Mon, 09 Jun 2025 21:47:50 GMT

Empowering Your Business Edge with Intellectual Property Rights

In today’s fiercely competitive global market, the unique inventions, designs, and creations your business brings to the table are key to standing out. Actively using your intellectual property (IP) rights helps your business not just survive but lead the industry. This guide simplifies the complex world of intellectual property protections and highlights their importance.

Understanding Intellectual Property: The Basics

Intellectual property is crucial for safeguarding your original ideas and creations. This includes everything from innovative products and artistic works to the symbols and names that define your brand. The law offers creators financial benefits, recognition, and control over their inventions’ use.

Trademarks: Fortifying Your Brand Identity

Trademarks protect your brand’s unique features, like your company’s name and logo, from being copied. You must register trademarks through the United States Patent and Trademark Office (USPTO). This process ensures your brand remains unique everywhere you seek protection.

Copyright: Protecting Your Creative Works

Patents grant inventors the sole right to make and sell their invention. Issued by the USPTO, patents typically last 20 years. They cover utility patents for functional inventions, design patents for aesthetic aspects, and plant patents for new botanical varieties.

Patents: Guarding Your Innovations

A patent bestows an inventor with the exclusive rights to manufacture and sell an invention, effectively controlling its usage in the market. The USPTO issues patents, which are typically valid for 20 years, covering utility patents for functional inventions, design patents for aesthetic creations, and plant patents for novel botanical discoveries.

Navigating the IP Registration Labyrinth

Securing IP rights can be complex. A skilled business lawyer can make this process smoother. They ensure your intellectual property gets the protection it needs, both in the U.S. and internationally.

For more advice on protecting your business’s intellectual assets, reach out to Brenden Kelley Law at 216-644-3359.

Brenden Kelley Shines Again: A 2023 Super Lawyers Rising Star

Mon, 09 Jun 2025 21:45:55 GMT

For the second consecutive year, Brenden Kelley has earned the prestigious title of Rising Star by Super Lawyers magazine, a testament to his unwavering commitment and legal acumen.

Super Lawyers Selection Process Unveiled

Super Lawyers rigorously evaluates candidates across multiple professional dimensions. This evaluation includes peer recognition, achievements, and contributions to the legal community. Leadership roles, scholarly writings, and community service are crucial. Brenden stands out for his exceptional contributions and achievements, embodying the qualities Super Lawyers values in Rising Stars.

Defining a Rising Star

Rising Stars are exceptional attorneys under 40 or in their first ten years of practice, showing great potential for excellence. Brenden Kelley ranks among this elite group, recognized for his skill and commitment to the legal field.

Brenden Kelley: A Profile of Excellence

Brenden’s path to becoming a Rising Star includes notable achievements and peer recognition. His commitment to community service and a client-focused approach highlight a career devoted not just to legal victories but to making a real difference.

A Continued Legacy of Legal Leadership

Finally, this award confirms Brenden Kelley’s role as a leader among new-generation lawyers. As we celebrate his success, Kelley continues striving for excellence in legal practice and making meaningful community contributions.

Brenden Kelley Named 2022 Litigation Lawyer of the Year

Fri, 06 Jun 2025 04:25:11 GMT

A Celebrated Achievement

We’re excited to announce Brenden Kelley’s recognition as the 2022 Litigation Lawyer of the Year by the Lawyer Monthly Legal Awards. This award distinguishes legal professionals for their unparalleled dedication and contributions.

Recognizing Excellence in Law

The 2022 awards have shone a light on a diverse group of legal talents, reflecting a broad spectrum of expertise and dedication across the profession. The selection process for the awards is comprehensive, evaluating professional achievements, client feedback, and contributions to legal practice areas.

In response to the announcement, Brenden expressed his gratitude: “I am deeply honored to receive this recognition. It is a testament to the collective effort of our team and the trust our clients place in us. I share this award with everyone who has supported and worked alongside me.”

Awards Criteria: A Rigorous Evaluation

The Lawyer Monthly Legal Awards set high standards for their selection process, focusing on legal expertise, client service, and innovation in the field. Visit Lawyer Monthly if you would like more detailed information on how awards are determined.

A Firm-Wide Celebration

Finally, this honor signifies our firm’s dedication to excellence and teamwork in tackling complex legal challenges. “This accolade motivates us to continue our pursuit of excellence and to maintain the high standards we’ve set,” Brenden notes, expressing gratitude towards Lawyer Monthly, colleagues, and clients for their support.

Tax Deadlines Business Owners Need to Know for 2023

Fri, 06 Jun 2025 04:24:00 GMT

As a business owner, staying on top of your tax obligations is crucial to avoid costly penalties and ensure compliance with federal and state tax laws. With different filing deadlines for various business structures and types, it’s important to know when your tax returns and estimated tax payments are due. Here are the key tax calendar dates to watch for in 2023.

1) Jan. 31, 2023: Provide Tax Forms to Employees and Contractors

As an employer, you must provide tax forms to any employees or independent contractors you hired the previous year. This includes W-2 forms for employees and 1099-NEC or 1099-MISC forms for independent contractors. The deadline for providing these forms to recipients is January 31, 2023.

2) March 15, 2023: Business Tax Returns for Partnerships, S Corporations, and LLCs

Another important date if your business is a partnership, S corporation, or LLC taxed as a partnership is March 15, 2023. You must file your tax return by March 15, 2023, if you follow the calendar year. However, if your business’s tax year doesn’t start on January 1, you’ll need to follow the IRS fiscal year due date. This is also the deadline to file Form 2553 to elect S corporation status for tax year 2023.

3) April 18, 2023: Tax Returns for C Corporations, Sole Proprietorships, and Individuals

This is the deadline for C corporations, sole proprietorships, single-member LLCs or LLCs taxed as corporations, and individuals to file their tax returns. Additionally, this is the last day to make 2022 contributions to traditional and Roth IRAs.

4) Oct. 16, 2023: Extended Individual Tax Return Deadline

If you received a filing extension on your 2022 income tax return, your extended individual return is due on this date.

5) 2023 Quarterly Estimated Tax Payment Deadlines

If you’re self-employed or receive any form of income that requires you to pay estimated taxes, here are the estimated tax due dates for 2022:

April 15, 2023 – Deadline for 2022 Q1 estimated tax payments
June 15, 2023 – Deadline for 2022 Q2 estimated tax payments
Sept. 15, 2023 – Deadline for 2022 Q3 estimated tax payments
Jan. 15, 2024 – Deadline for 2022 Q4 estimated tax payments

Note that if any of the above dates fall on a weekend or federal holiday, the payment deadline falls on the next business day instead.

How to File a Tax Extension as a Business Owner

If you need more time to file your taxes, you can apply for a tax-filing extension. This extension will give you an extra six months to file your return. However, a tax extension only extends your filing deadline, meaning you still need to pay any estimated tax payments on your business’s tax deadline. Here’s how to file a tax extension for your business:

Sole proprietors can request a tax extension using IRS Form 4868.
Partnerships, S corporations, and C corporations can request an extension using IRS Form 7004.

Make sure to pay your estimated taxes on time to avoid any late fees!

In conclusion, staying on top of tax deadlines is essential for business owners. By keeping track of these key dates, you can avoid penalties and ensure your business stays in compliance with federal and state tax laws. If you have any questions or concerns about filing your taxes, don’t hesitate to consult with a tax professional or legal expert. Please call Brenden Kelley Law at 216-644-3359 so that we can assist you.

Essential Guide to Starting a Successful Business in Ohio

Fri, 06 Jun 2025 04:20:08 GMT

Starting a business in Ohio can be a rewarding and exciting venture, but it can also be overwhelming and challenging. There are many steps to take and decisions to make, and it’s important to be well-informed and prepared in order to set your business up for success.

Here are 7 steps to consider as you begin starting a business in Ohio:

Choose a business structure :

One of the first decisions you’ll need to make is what type of business structure you want to have. The most common options in Ohio are sole proprietorship, partnership, limited liability company (LLC), and corporation. Each has its own advantages and disadvantages, so it’s important to consider your needs and goals before making a decision.

Obtain any necessary licenses and permits :

Depending on the type of business you are starting, you may need to obtain various licenses and permits in order to operate legally in Ohio . This can include things like a sales tax permit, food service permit, or liquor license. It’s important to research what licenses and permits are required for your specific business and to obtain them before starting operations.

Create a business plan :

A business plan is a detailed document that outlines your goals, strategies, and financial projections for your business. It helps you identify your target market, define your competitive advantage, and set measurable objectives. A business plan is an essential tool for any small business, as it helps you stay organized and focused on your long-term goals.

Secure financing :

Most small businesses require some form of financing to get off the ground. This can include loans, grants, or investments from friends and family. It’s important to research your financing options and create a financial plan that outlines how you will use the funds to grow your business.

Choose a location :

The location of your business is an important consideration , as it can impact things like foot traffic, rent, and access to customers. It’s important to research different locations and consider factors like parking, foot traffic, and proximity to your target market.

Set up your business :

Once you have chosen a business structure and secured financing, it’s time to set up your business. This can include things like choosing a business name, creating a logo, setting up a website, and purchasing any necessary equipment or supplies.

Market your business :

Marketing is an important aspect of running a small business, as it helps you attract and retain customers. There are many ways to market a small business, including social media, email marketing, and local advertising. It’s important to find marketing strategies that work for your specific business and to consistently promote your products or services.

Careful planning and preparation.

Starting a small business in Ohio requires careful planning and preparation, but with hard work and dedication, it can be a rewarding and fulfilling experience. It’s important to stay organized and focused on your goals, and to seek out resources and support as needed. With the right approach, you can successfully launch and grow your small business in Ohio. Please call Brenden Kelley Law at 216-644-3359 so that we can assist you starting your small business.

Choosing the Best Corporation in Ohio: S-Corp or C-Corp?

Fri, 06 Jun 2025 04:18:47 GMT

Choosing the best corporation type is a pivotal decision for Ohio small businesses . Understanding the differences between S-Corporations and C-Corporations is crucial for making an informed choice. Both types of corporations provide limited liability protection to their shareholders, which means that shareholders are not personally liable for the company’s debts and liabilities. However, there are some key differences between the two types of corporations that can have a significant impact on how the business is taxed and operated.

Best Corporation Choice in Ohio: C-Corp vs. S-Corp Differences.

Understanding Taxation

One of the primary differences between S-Corps and C-Corps is their tax treatment. C-Corps face taxation as separate entities, which can lead to double taxation – first at the corporate level on profits, and then at the individual level on dividends. In contrast, S-Corps benefit from pass-through taxation, where profits are taxed only at the individual level, avoiding the corporate tax.

This pass-through taxation can be a significant advantage for S-corporations, as it can help to avoid the “double taxation” that can occur with C-corporations. For example, if a C-corporation earns $100,000 in profits, it would be taxed at the corporate level, leaving $70,000 after corporate taxes. If the company then distributes the remaining $70,000 to its shareholders as dividends, the shareholders would then have to pay personal income tax on those dividends. With an S-corporation, the $100,000 in profits would be passed through to the shareholders and taxed at the individual level, avoiding the additional corporate tax.

Shareholder Considerations: Numbers and Types

Another crucial difference lies in shareholder restrictions. S-Corps are limited to 100 shareholders, all of whom must be U.S. citizens or residents. C-Corps have no restrictions on the number or type of shareholders, providing greater flexibility for growth and investment opportunities. For example, S-corporations cannot have non-resident alien shareholders, and they cannot have more than one class of stock. This can limit the flexibility of the business in terms of raising capital and issuing stock options.

Management Structure and Profit Distribution

In terms of management, C-Corps can form a board of directors and have more complex governance structures, while S-Corps are more straightforward. S-Corps also offer greater flexibility in profit distribution among shareholders, unlike C-Corps, which are required to distribute profits based on the number of shares each shareholder owns.

Complexity and Suitability for Different Business Sizes

Small to medium-sized businesses often find S-Corps more suitable due to their pass-through taxation. However, they require more effort in setup and ongoing compliance. Larger businesses, on the other hand, prefer C-Corps due to their ability to issue different types of stocks and attract various investors, despite the double taxation drawback.

Decide Wisely: The Best Corporation for Your Ohio Business.

The decision between an S-Corp and a C-Corp depends on various factors, including the size of your business, your growth ambitions, and your tax considerations . It’s important to weigh the pros and cons of each and consider how they align with your business objectives. Selecting the best corporation structure – S-Corp or C-Corp – is a significant decision for Ohio small businesses. Each option has distinct features that can impact the business’s taxation, management, and growth potential. For personalized guidance on choosing the right corporation type for your business, contact Brenden Kelley Law at 216-644-3359.

5 Important contracts to know when starting a Small Business

ana.santiago@affinipay.com (Ana Santiago) — Fri, 06 Jun 2025 04:17:10 GMT

As you embark on the exciting journey of starting a small business in Ohio, understanding important contracts is crucial. These legal agreements not only safeguard your interests but also ensure smooth and efficient business operations, thus playing a pivotal role in the success of your enterprise.

Five common types of contracts that small business owner need to know:

1. Understanding Employment Contracts

When hiring employees, employment contracts are indispensable. They clearly outline salary, benefits, job duties, and other key terms. Furthermore, these documents set clear expectations, reducing potential misunderstandings and disputes. Importantly, employment contracts can include provisions for confidentiality and non-compete clauses, which are vital for protecting your business interests.

2. Lease Agreements for Your Business Space.

Similarly, lease agreements are critical when renting space for your business. These agreements detail the terms of your tenancy, including lease duration, rent, and other conditions. Moreover, a well-structured lease agreement can provide stability for your business and prevent future rental disputes. It’s essential to review these documents thoroughly to ensure they align with your business’s long-term goals.

3. Service Contracts with Customers.

Additionally, service contracts are key when you offer services to customers. These documents outline the scope of services, payment terms, and warranties or guarantees. By setting clear expectations, service contracts help in preventing disputes and ensuring customer satisfaction. They also protect your business by defining the terms of service delivery and payment.

4. Supply Contracts for Goods and Materials.

Supply contracts are equally important for business operations. They specify the terms of transactions with suppliers, including quantities, prices, and delivery terms. These contracts help ensure that you receive the goods and materials you need for your business in a timely and cost-effective manner. They also provide legal recourse in case of non-delivery or substandard goods.

5. Protecting Sensitive Information with NDAs.

Lastly, non-disclosure agreements (NDAs) are vital in protecting confidential business information. They safeguard trade secrets, business strategies, and other sensitive data from being disclosed inappropriately. NDAs are essential when sharing information with potential partners, employees, or contractors, thus ensuring that your business retains its competitive edge.

Final Thoughts: Ensuring Legal Protection for Your Business Venture.

It’s important to carefully review any contract or agreement to ensure it aligns with your business needs and adequately protects your interests. If you have questions or concerns about a contract, seeking legal advice is always a good idea. For assistance, contact Brenden Kelley Law at 216-644-3359.

Understanding Ohio’s Trust Landscape: A Look at 6 Popular Types

Fri, 06 Jun 2025 04:13:19 GMT

Trusts in Ohio offer versatile solutions for estate management, tax benefits, and unique family needs. Understanding different trusts aids in informed estate planning .

Revocable Trusts: Flexibility and Confidentiality

Revocable, or living, trusts offer amendable terms during the trustor’s life. Their privacy is a major advantage, as they typically stay confidential, unlike publicly probated wills.

Irrevocable Trusts: Asset Safeguarding and Tax Efficiency

Irrevocable trusts, once established, are unchangeable. They help transfer assets, reducing taxes and safeguarding them from creditors. For example, a trust can transfer a family home to heirs, cutting estate taxes and protecting it from debts.

Testamentary Trusts: Controlled Inheritance Management

Testamentary trusts, created in wills, activate post-death. They’re ideal for managing inheritances for minors or individuals unable to manage finances themselves, ensuring a protected, regulated distribution.

Charitable Trusts: Philanthropy with Fiscal Advantages

Charitable trusts benefit charities and offer tax perks. There are two kinds, Remainder Trusts and Lead Trusts. Remainder Trusts provide income to donors before leaving the rest to charity, whereas Charitable Lead Trusts prioritize charities.

Support Trusts for Individuals with Disabilities: Essential Aid Preservation

These trusts offer financial aid to beneficiaries with disabilities, preserving their eligibility for government programs like Medicaid. This ensures vital support without losing key services.

Spendthrift Trusts: Safeguarding Against Debts and Mismanagement

Spendthrift trusts protect beneficiaries from creditors and their own potential mismanagement. They can distribute assets over time or based on specific criteria, ensuring lasting financial safety.

Conclusion: Value of Expert Advice

Choosing a suitable trust demands thorough consideration of personal circumstances. Expert advice is key in navigating these options and achieving estate planning goals. For tailored advice on trust selection, contact Brenden Kelley Law at 216-644-3359.

5 Reasons A Lawyer Can Help Start Your Business

Fri, 06 Jun 2025 04:08:55 GMT

Deciding to start your business is a pivotal and thrilling moment for any entrepreneur. It marks the beginning of a new chapter filled with opportunities and challenges. During this crucial phase, the support of a lawyer can be invaluable. A good lawyer can provide guidance and expertise to lay a strong legal foundation for your venture.

Start Your Business with Confidence: Legal Expertise Matters

1. Choosing the Right Business Structure

When you decide to start your business, one of the initial and most crucial decisions involves selecting the appropriate legal structure. Options include sole proprietorships, partnerships, limited liability companies (LLCs), and corporations, each with unique advantages and challenges. A lawyer will guide you through this process, helping you understand the pros and cons of each option, ensuring the best fit for your business’s long-term success.

2. Protecting Your Intellectual Property

Safeguarding your innovation is vital as you start your own business. If your venture involves a unique product or service, it’s essential to protect it from unauthorized use or theft. A lawyer will help you explore protection strategies, such as trademarks, copyrights, and patents, and assist in enforcing your rights against unauthorized use.

3. Drafting Solid Contracts and Agreements

For any business, entering into various contracts with stakeholders is inevitable. Generic templates may not adequately protect your interests. An attorney will ensure you understand the implications of these agreements and the importance of specific terms, safeguarding your business interests.

4. Handling Legal Issues and Disputes

Despite all precautions, legal disputes can arise. A knowledgeable lawyer will help manage these issues and seek resolutions that benefit your business . They are also crucial for representing you in court, either for defending against lawsuits or enforcing your rights.

5. Ensuring Compliance with Government Regulations

Every business must comply with various regulations, including employment laws, tax laws, health, and safety regulations. A lawyer can clarify your legal obligations, guide you in complying efficiently , and ensure that your business meets all regulatory standards to avoid fines, penalties, or legal actions.

As you embark on starting your business, our firm is dedicated to providing the necessary legal support and guidance to establish a strong foundation for your venture. Contact Brenden Kelley Law at 216-644-3359 for a consultation and set your business on the right path.

Legal Malpractice Explained: Know Your Rights as a Client

Fri, 06 Jun 2025 04:07:11 GMT

Just like you can sue a doctor for medical malpractice, you have the right to sue a lawyer for malpractice. Common forms of legal malpractice include missing deadlines, failing to communicate, not disclosing conflicts of interest, or acting misleadingly for personal gain. It’s crucial to understand that if you’ve experienced legal malpractice, you typically have only one year to file a claim from the date you become aware of the issue or from the date of last representation. This time constraint underscores the importance of recognizing and acting promptly if you believe you’ve been wronged by an attorney.

Did you have an Attorney-Client Relationship?

You can only sue a lawyer for legal malpractice if an attorney-client relationship existed. This relationship is formed when a lawyer or law firm agrees to represent you, thereby committing to act in your best interests. Assessing the presence of this relationship is the first step in evaluating a malpractice case .

Did your Attorney fail to meet the Standard of Care?

If an attorney-client relationship existed, the next step is to check if the lawyer met the standard care typically provided by Ohio attorneys in similar situations. Breaching the standard can lead to legal malpractice liability. Key standards include:

Timely filing documents and meeting deadlines.
Keeping clients informed about their cases.
Providing competent representation based on knowledge and skills.
Prioritizing the client’s best interests.
Maintaining confidentiality.

Breaching any of these duties and causing client harm may lead to a malpractice claim.

Was my Attorney Negligent?

Negligence is a common legal malpractice type. It happens when a lawyer doesn’t meet the standard of care. For example, missing a court filing deadline or failing to submit records can be considered negligence. If you suffer losses due to your lawyer’s negligence, you can seek compensation.

Did my Attorney Breach their Contract?

Breach of contract is another legal malpractice form. It occurs when a lawyer doesn’t fulfill their contractual obligations. An example is a lawyer who takes payment but fails to provide the promised legal services or refund.

How were you Damaged?

Proving damages is crucial in legal malpractice cases. Damages refer to the court’s remedy to compensate the harmed party. In legal malpractice, they typically include economic damages, like lost wages, and non-economic damages, such as emotional distress. The challenge is proving that your losses directly resulted from your attorney’s actions.

Seek Legal Advice as Soon as Possible

In summary, malpractice occurs when a lawyer fails to competently represent a client or breaches their professional duties. If you suspect you’re a victim of attorney malpractice, seek legal advice promptly. While these claims can be complex, pursuing damages is possible if you can demonstrate harm caused by the attorney’s actions or inaction. For assistance, contact Brenden Kelley Law at 216-644-3359.