Business Law

Business Law at Berkshire Law spans the documents and decisions that define how an Indiana company is organized, how it deals with the outside world, and how it stays in good standing with the state. That includes choosing and forming the right entity, drafting the internal governance documents that control ownership and decision-making, negotiating the contracts that generate revenue and allocate risk, and maintaining the ongoing state filings that keep an entity's liability protection intact.

It also includes the advisory relationship many companies need but rarely formalize: someone who understands the business well enough to give a quick, accurate answer on a contract clause, an employment question, or a vendor dispute before it becomes expensive. We structure that relationship as outside general counsel, scaled to what each client actually needs rather than a one-size retainer.

Most business legal problems start small and quiet: an operating agreement that never addressed what happens when a member wants out, a contract missing a termination clause, a biennial report that slipped past its due date. None of these feel urgent at the time. Each one becomes urgent, and expensive, the moment a dispute, a departure, or an administrative dissolution notice arrives.

Indiana law also gives real teeth to the idea that corporate formalities matter. Courts can pierce the corporate veil and expose an LLC member's or shareholder's personal assets to business debts when the entity was undercapitalized, formalities were ignored, or the owner treated company funds as personal funds. That protection is not automatic just because an LLC or corporation was formed; it has to be maintained.

We represent Indiana entrepreneurs forming their first business, established small and mid-sized companies that need ongoing contract and compliance support, and out-of-state or growing businesses that need an Indiana registered agent and local counsel. Clients come from real estate, professional services, government contracting, retail, and skilled trades, among other industries.

We also work with multi-member LLCs and closely held corporations navigating ownership transitions, buy-sell arrangements, and disputes between owners, since those situations depend directly on how well the original governance documents were drafted.

The best time to involve counsel is before a business is formed, before a contract is signed, and before a dispute exists. Structuring an LLC's operating agreement correctly at formation is far simpler than renegotiating ownership terms after a falling-out. Reviewing a vendor agreement before signature costs little compared to litigating an ambiguous clause afterward.

That said, clients frequently come to us mid-stream: a business that formed itself through an online service and now needs a real operating agreement, a company facing a contract dispute with a vendor, or an entity that just received an administrative dissolution notice from the Secretary of State. We work with businesses at any stage of their lifecycle.

We start by understanding the business itself: what it does, how it makes money, who owns it, and what risks it actually faces, rather than applying generic templates. From there we recommend the entity structure, governance documents, or contract terms that fit the specific business, not a one-size-fits-all form.

For ongoing clients, we function as an extension of the business, available for quick questions and larger projects alike, and we track the compliance calendar, including biennial report deadlines and registered agent obligations, so nothing falls through administratively.