Effective Counsel For Alaska’s Businesses Since 1977

The decisions you make today will inevitably have a major impact on your business tomorrow. To make wise choices, avoid disputes and remain in compliance with all regulations, you should have the counsel of trustworthy business attorneys.

At Baxter Bruce & Sullivan P.C., our team is ready to assist you. Since 1977, we have represented business entities and individuals throughout Alaska. Our attorneys bring sophisticated strategy and skill while remaining down-to-earth counselors who provide you with one-on-one personal attention.

A Broad Range Of Business Law Services

With more than 45 years of practice, our firm has earned an outstanding reputation for delivering results for our clients. Just a few of the matters we can assist you with include:

• Business formation and planning: We assist you in structuring your business entity to align with your strategic goals while ensuring legal compliance.
• Dispute resolution: We work to resolve conflicts efficiently, whether through mediation, arbitration or litigation, to protect your business interests.
• Business startup advice: We guide you through the critical early stages of your business, providing clear, actionable advice to lay a strong foundation.
• Regulatory compliance: We help ensure that your business operations adhere to all applicable laws and regulations, reducing the risk of penalties or legal challenges.
• Contract negotiation and drafting: We draft and negotiate contracts that safeguard your business interests and are tailored to your specific needs.
• Buying and selling: We facilitate smooth transactions, whether you are acquiring a new business or selling your current one, focusing on securing your financial and legal interests.
• Business counseling: We offer ongoing counsel to help you make informed decisions that foster your business’s growth and sustainability.
• Entertainment industry concerns: We address unique legal needs for clients in the entertainment sector, from copyright and trademark issues to contract negotiations.

Our experience has given us insight into when to use negotiation strategically and when to litigate a dispute. We strive to strike a balance between achieving the best results and utilizing cost-effective service that resolves your challenges in a timely manner.

Get The Right Start To Your Animal-Related Business

Do you own or operate an animal-based business practice, or are you interested in establishing one? One of our attorneys, Dr. Rachel Berngartt, is the only attorney in Alaska who practices animal and veterinary business law, and is also a veterinarian. As a veterinarian, she understands animal-related business practices in depth and will provide a comprehensive analysis of your business goals to give you the legal tools necessary to launch a successful enterprise.

Frequently Asked Questions About Alaska Business Law

Launching a new venture can be incredibly exciting, but it is critical to consult with a qualified business lawyer prior to making key decisions. Our experienced Alaska attorneys provide personalized counsel and answer questions on a full range of legal concerns.

What is the best business structure for my new business?

Alaska offers entrepreneurs several options when they are considering the legal structure that best suits their business. After discussing your specific circumstances and goals, we can help you assess whether a corporation, partnership, limited liability company (LLC) or other type of entity is the right choice.

What is the difference between an LLC, S corp and C corp?

You can protect your personal assets from business creditors through an LLC, S corporation or C corporation. Many small-business owners elect to create an LLC because that structure does not have the same internal governance and filing requirements as a corporation. Both LLCs and S corps enable income to pass through directly to owners, so there is no “double taxation.” However, certain businesses are not eligible for S corp status, so if the owners wish to establish a corporation, it would have to be a C corp, which would be treated as a separate entity for tax purposes.

How do I formally register my business?

Owners register their companies through Alaska’s Division of Corporations, Business and Professional Licensing (DCBPL). Different requirements are in place for different types of entities. You can create a sole proprietorship or general partnership without registering it with the state, but you still will need a business license to begin operations. If you’re looking to establish a corporation, LLC or limited partnership, you must first complete the registration requirements set forth by the DCBPL.

What licenses and permits does my business need to operate legally?

To start, you must obtain a general business license issued by the DCBPL. From there, the authorizations you need from government bodies depend on the nature of your business, your location and other factors. We advise on professional licensing, specialized permits needed to use a particular property, employer requirements, local ordinances and industry-specific standards.

Do I need a partnership agreement if I’m going into business with a partner?

Though a partnership agreement is not technically required under Alaska law, sharing ownership of a business without executing a foundational legal document is extremely risky. Business losses or creditor claims could put your personal assets in jeopardy. Without an instrument setting forth each partner’s rights and responsibilities, you might be left with no legal recourse if something goes wrong.

What should be included in a business contract?

The nature of the particular agreement dictates exactly what terms should go into a business contract. There are, however, certain basic elements that you should include regardless of the specific deal. Parties, payment terms and performance timelines should always be extremely clear, leaving no room for assumptions or differing interpretations. It is also important to anticipate potential conflicts by establishing a procedure for resolving disputes and confirming which law should apply if you’re negotiating with a party from another state.

What happens if someone breaches a contract with my business?

Frequently, a contract breach can be cured relatively quickly without court involvement. Once you suspect a violation, it’s wise to contact an attorney who can assess if a breach occurred and advise on potential remedies included within the agreement such as a liquidated damages clause. Effective communication or a revision to existing terms might prompt a resolution that satisfies both parties. If not, your attorney will assemble the evidence needed to prove the breach and the extent of the harm resulting from it.

How do I protect my business’s intellectual property, trademarks and trade secrets?

In Alaska, protecting your business’s intellectual property starts with identifying what you actually own and then using the right legal tools to secure it. Federal and Alaska laws protect trademarks. You can strengthen your rights by consistently using your mark in commerce and, if appropriate, filing a trademark application with the U.S. Patent and Trademark Office.

For trade secrets, Alaska has adopted the Uniform Trade Secrets Act, so you should take “reasonable steps” to keep confidential business information secret, such as limiting access, using passwords, labeling sensitive documents, and requiring employees to sign confidentiality or nondisclosure agreements. Federal law primarily governs copyrights and patents, but you can still protect your business by clearly documenting ownership and making sure your contracts specify who owns the work product.

What is the difference between an employee and an independent contractor?

An employee is someone you control in terms of how, when and where the work is done, while an independent contractor usually controls the details of the work and provides services as a “separate business.” Alaska agencies and courts look at the practical relationship, not just the label you put in a contract, so calling someone a contractor does not make them one if you treat them like an employee.

If a worker is truly an employee, you may have obligations under Alaska wage and hour laws, unemployment insurance rules and workers’ compensation requirements. If you misclassify a worker, you may face penalties, back taxes and liability for unpaid benefits or wages.

As a small-business owner, what employment laws do I need to be aware of?

Small-business owners should learn about wage and hour rules, workers’ compensation, unemployment insurance, antidiscrimination laws and leave-related obligations. Alaska’s wage laws include minimum wage requirements and overtime rules, and you must also pay attention to pay stub requirements. The state also requires most employers to carry workers’ compensation insurance for their employees, and you may need to register for and pay unemployment insurance taxes.

If you have 15 or more employees, federal employment laws become especially important, and Alaska also has its own human rights protections. To reduce the likelihood of disputes or lawsuits, even small businesses need to establish clear hiring policies, job descriptions and written handbooks.

What should I do if my business is being sued?

If your business faces a lawsuit, you need to act quickly and protect your legal position. Here are some critical steps to take right away:

• Do not ignore the lawsuit or the deadline to respond
• Preserve all documents, emails and records related to the dispute
• Avoid discussing the case with the opposing party without legal counsel
• Contact a business attorney to review the complaint and your options
• Notify your insurance carrier if you have relevant coverage

Acting promptly gives your business the best chance of reaching a favorable resolution.

How can I protect my business from a lawsuit?

The best approach is prevention and documentation. Use written contracts for customers, vendors, employees and contractors so expectations are clear and include provisions on payment terms, dispute resolution, confidentiality and limitation of liability where appropriate. It is vital to maintain accurate records, train your managers and make sure you comply with Alaska employment, tax, licensing and safety laws.

You should also keep business and personal finances separate and consult an Alaska business law attorney before problems arise, especially for employment decisions, contract disputes or intellectual property issues. While no strategy can eliminate all risk, careful compliance and documentation can significantly reduce your exposure to lawsuits.

How do I handle a dispute with a business partner?

Review your partnership or operating agreement first. That document should outline how the partners resolve disputes and what rights each party holds. A well-drafted agreement serves as your roadmap for working through the conflict.

If the agreement does not address your dispute, or you do not have one at all, consider negotiation or mediation first. These methods can help you reach a resolution without going to court. An unresolved dispute between partners can damage relationships, operations and finances. A business attorney can help you assess your legal position, protect your interests and identify the most practical path forward.

What is a noncompete agreement and is it enforceable?

A noncompete agreement is a contract that restricts certain business activities after someone leaves a company. It typically prevents a person from working for a competitor or starting a similar business for a set period of time. Alaska courts will enforce these agreements if they protect legitimate business interests and are reasonable in scope, duration and geographic reach.

Alaska courts also examine whether the restrictions go beyond what your business needs to protect its legitimate interests. An overly broad noncompete may be unenforceable, or a court may narrow its terms. A business attorney can help you draft specific, limited terms tied directly to a valid business need. Clear, reasonable restrictions significantly improve the chances that your agreement holds up.

Let’s Talk Business

Meet with us to discuss how we can serve you with all your business endeavors. Contact our Juneau office today to schedule your initial consultation with one of our lawyers. To get started, please call us at 907-789-3166 or send us an email.