Can My Accountant or CPA Draft My Florida Business's Legal Documents?
Should you ask your accountant or CPA to draft my legal business documents. In short, no. But equally so you should not have your business lawyer prepare your taxes unless that person is also an accountant or CPA.
Occasionally accountants or CPAs try to serve their clients and help them by preparing bylaws for an Inc. or an operating agreement for an LLC or contracts. But those people lack the experience and training of skilled business attorneys and their good intentions often make matters worse.
What can I do if my accountant drafted my legal business documents
I have had several clients over the years tell me that their accountant drafted their business legal documents more often as a favor. When accountants or CPAs prepare those papers, you cannot ask them to fix those because they lack the ability and training to do so. Accountants and CPAs have special training and experience in financial matters and taxes, not in business law.
How you avoid legal problems is by seeking the counsel of a competent and experienced business lawyer. Business lawyers have the training and experience to properly draft important business legal documents like contracts, non-competes, and operating agreements. In Florida, Board Certified business attorneys are experts in that field. The business laws in Florida change all the time in response to the changing business landscape. It is a full-time job to keep on top of these changes. Accountants and CPAs are simply not qualified to prepare important legal documents.
If your accountant or CPA drafted legal documents for your business you should review them with a skilled business attorney to determine whether they should be changed or replaced.
What documents do I really need to run my business
Documents that control the operation and internal structure of a business are called corporate governance documents. A corporation has bylaws and shareholder agreements. LLCs have operating agreements, and partnerships have partnership agreements. There are certain laws that apply to each type of entity and some of these laws can be bent and some can be replaced by the corporate governance documents.
Without these documents in place, many business owners are at the mercy of the statutes that regulate the type of business they chose. Corporations are regulated by Chapter 607. LLCs are governed by Chapter 605, and partnerships are controlled by Chapter 617. If business owners choose not to have any corporate governance documents, then they are stuck with what the legislature has put into those statutes. Often those generic provisions do not, however, meet with the intent or desire of the business owners so having proper corporate governance documents prepared by a good business lawyer is the best way to ensure those intentions are properly documented.
What about contracts for my business
Your business can have contracts with customers, employees, and suppliers. It can also have non-competes, non-disclosures, non-solicitation and other useful agreements with those parties.
The way you decide whether and when any of those are necessary for your business is by consulting with an experienced business lawyer. Florida has laws that impact these kinds of documents. CPAs or accountants are not the ones to turn to for these documents. Business lawyers are responsible for knowing the law and properly preparing these business agreements within those laws.