Author: Shardul Gaikwad

Business legal services in Silicon Valley

Stealing Employees from a Nursing Practice in California

A nursing practice is about its people. It is the type of business that requires skilled, experienced nurses on staff to operate competitively. A great nurse is one that has had a lot of training—and many businesses make big investments into their nurses. This raises an important question: Is it legal to take the nurses from a competing business? The answer is generally “yes”—California law provides limited protections. Here, our Fremont business lawyer highlights the key things to know about our state’s regulations regarding stealing employees from a nursing practice.

California Law Largely Does Not Prohibit “Stealing” of Employees from Nursing Practices

California is an at-will employment state that, for the most part, protects an employee’s ability to move from one job to another. Indeed, there is strong public policy in favor of employee mobility and competition and the medical field, including nursing, is no exception. Indeed, non-compete agreements are largely unenforceable in our state. Further, there is no law that stops the stealing of employees from another medical practice in California.

The exception (workplace raids): There is an exception in California for so-called “workplace raids.” If a competitor engages in unfair practices—such as intentionally targeting another business’s employees with the intent to disrupt or interfere with that business—it may be unlawful. It could give rise to a claim under California Business and Professions Code § 17200.

Nursing Practices Have a General Right to Recruit from Competing Businesses

Like other businesses, nursing practices have a general right to compete in the marketplace. Among other things, this means that they have the right to recruit or “steal” employees from competing firms by offering them better opportunities. It could be higher pay, better benefits, or more favorable working conditions. As long as the recruitment is done without violating the law it is legally permissible in California.

How Nursing Practices Can Protect their Investment in Human Capital

Although a nursing practice cannot stop a competing business from trying to recruit their employees, there are steps that employers in the health care industry in California can take to protect their investment in human capital. Options include:

Employment contracts: To protect their investment in human capital, nursing practices can use employment contracts. A California employment lawyer can help you structure nursing contracts in a manner that helps prevent workers from leaving to take an offer at a competing business.
Non-solicitation agreements: While non-compete clauses are unenforceable in California, non-solicitation agreements that prevent former employees from soliciting the company’s clients or employees may be enforceable if they are reasonable in scope
Trade secret protections: Nursing practices should also safeguard their trade secrets and confidential information. Under the California Uniform Trade Secrets Act, businesses can take legal action against anyone who misappropriated their trade secrets.

Contact Our California Business Lawyer for Nursing Practice Today

Lynnette Ariathurai is a California business attorney with the skills and experience to represent nursing practices. If you have any questions about nursing practice employee stealing/poaching, please do not hesitate to contact us today for a confidential initial consultation. With a law office in Fremont, we represent nursing practices throughout the San Francisco Bay Area including San Jose, San Mateo, Hayward, and Newark.

California workplace raid law, employee poaching, employee stealing

Discrimination Policy Lawyer for Business

We Draft and Review Anti-Discrimination Policies for Businesses in California

Lynnette Ariathurai is an experienced discrimination policy attorney for businesses in California. As of 2016, all companies and organizations with five or more employees are required to draft and distribute a legally compliant anti-discrimination policy. The right discrimination policy can help to prevent claims and reduce your risk of liability if an issue does arise. Contact us at our Fremont law office today for a confidential consultation with a California discrimination policy lawyer.

Know the Law: California has Strong Anti-Discrimination Provisions

California has strict anti-discrimination requirements for businesses. As explained by the California Civil Rights Department, our state’s Fair Employment and Housing Act (FEHA) applies to businesses and organizations with five or more employees. The law in California prohibits discriminatory practices in the workplace based on several different protected characteristics, including:

Race
Color
National origin
Sex
Gender
Sexual orientation
Gender identity
Age (40 plus)
Disability status
Medical conditions
Pregnancy status

Note: FEHA prohibits employers from retaliating against a worker who raises a complaint of discrimination. Any complaint must be taken seriously by employers—even if not well-supported.

Employers Must Distribute Written Anti-Discrimination Policy

In 2016, California changed its workplace regulations. Employers that are covered by FEHA—those with five or more employees, including part-time workers—must write and distribute a legally compliant anti-discrimination policy that meets the requirements of 2 CCR §11023. The policy should clearly confirm an employer’s commitment to preventing discrimination, harassment, and retaliation. Among other things, a written workplace anti-discrimination policy should highlight the law and provide basic complaint procedures for affected employees.

Your Anti-Discrimination Policy Should Be Drafted by a Lawyer

No employer wants to face liability from a discrimination claim. Indeed, preventing discrimination complaints from employees is highly desirable. The right (written) anti-discrimination policy can make a big difference. Professional expertise is a must. Employers should consult with an employment lawyer who can ensure that the policy is properly drafted and that it complies with all the requirements of FEHA and other laws/regulations in California. Your attorney can also tailor the policy to the specific needs of your business or organization.

How to Handle an Employee’s Discrimination Complaint (Be Proactive)

Even the best anti-discrimination policy cannot guarantee that no employee complaint will ever arise. Employers need to be ready to accept a complaint, independently investigate the allegations, and develop a defense strategy. There is no one-size-fits-all response to a worker’s discrimination complaint and/or harassment complaint. While these cases are generally best resolved before a lawsuit is filed, employers need to be prepared to fight aggressively to protect their interests.

Contact Our California Business Lawyer for Help with an Anti-Discrimination Policy

Lynnette Ariathurai is a business law attorney who helps companies prevent and resolve discrimination complaints. If you have any questions about writing an anti-discrimination policy, we are here to help. Contact us today for your confidential initial consultation. With an office in Fremont, we help businesses draft discrimination policies throughout the Bay Area including San Jose, San Mateo, Hayward, and Newark.

anti-discrimination policy, California anti-discrimination law, discrimination claims

Considerations When Buying a Veterinarian Practice

Are you considering purchasing a veterinary practice in California? Whether you are looking to take over that practice or you are interested in merging with an existing veterinary practice, it is crucial that you take a proactive approach. Lynnette Ariathurai is committed to providing solutions-focused business law services to veterinarians. Here, our Fremont business lawyer for veterinarians highlights considerations to keep in mind when buying a practice in California.

Know How to Structure the Purchase Agreement

One of the first considerations when buying a veterinary practice in California is determining how to structure the business. Broadly speaking, buyers and sellers have two main options available:

Stock purchase: A stock sale involves buying the seller’s shares, resulting in the full and outright ownership of the entire business—including both its assets and liabilities.
Asset purchase: An asset sale involves buying individual assets of the practice, such as equipment or client lists. It does involve buying the entire professional practice.

Put a Strong Emphasis on Due Diligence

Before purchasing a veterinarian practice in California, it is crucial that you conduct thorough due diligence. Due diligence is the comprehensive appraisal of a business undertaken by a prospective buyer to evaluate its assets, liabilities, and commercial potential. Some key issues that should be addressed during the due diligence process include:

Location: An office lease for veterinarians is a very important issue. You should evaluate the practice’s location to determine its potential for growth and accessibility.
Licensure: Veterinary practice is highly regulated. You should have a full understanding of the requirements of theCalifornia Veterinary Medicine Practice Act.
Liabilities: You need to know what are the taxes owed, what existing contracts are in place, and any potential claims against the practice—from an employee or otherwise after closing.
Equipment: What type of equipment comes with the practice? Be sure to inspect the condition and value of the equipment to ensure it meets modern veterinary standards.
Employees: Human capital matters. Potential buyers should review employee contracts and qualifications to understand the team’s stability and expertise.
Clients: Finally, you should assess the vet’s client base to gauge loyalty, satisfaction, and the potential for future business growth.

Prepare for Operating a Veterinary Practice

Acquiring a vet practice in California is a complicated endeavor. Setting yourself up for success goes beyond the purchase agreement and due diligence. Prospective vet practice owners should be ready to manage legal requirements, operational logistics, and client relations. Some key considerations to prepare for the operation of a veterinary practice include:

The Transfer of an existing license in compliance with the California Veterinary Medicine Practice Act;
The Transfer of key vendor, customer, leases and other contracts necessary to operate the practice;
A decision on which employees to retain, including their compensation and benefits; and
A timely notice to clients and their consent to transfer of pet medical records in compliance with all applicable laws and regulations in California.

By addressing these key areas and other legal matters, you will lay the groundwork for a strong transition. Proactively managing licensing, contracts, and personnel matters help to ensure operational continuity. Beyond that, clear communication with clients about changes can help you keep them satisfied with the business. An attorney can help you prepare for operations.

Get Help from Our California Business Attorney for Veterinary Practices Today

Lynnette Ariathurai is a business lawyer with extensive experience working with veterinarians. If you have any questions about the process for buying a veterinary practice, we are here to help. Call us now or contact us online to arrange your strictly confidential consultation. From our Fremont office, we provide business services to veterinary practices throughout the Bay Area.

buying vet practice, buying veterinary practice, california veterinarian practice purchase

Legal Needs in Setting Up a Successful Nursing Company in California

Nursing is one of the most high-demand professions in the Bay Area. CalMatters estimates that there is currently a shortage of 36,000 nurses in our state—and that number is growing. If you are considering setting up your own nursing company in California to help address the need, it is imperative that you have the right structure in place. Here, our Fremont business law attorney discusses your legal needs when setting up a successful nursing company in California.

A California Nursing Business Needs a Strong Legal Foundation

Nurses are licensed, regulated professionals and a nursing company must be established with the proper legal structure. Notably, in California you cannot form a nursing business as a limited liability company (LLC), a partnership, or a corporation. Instead, you must form a Nursing Professional Corporation. You may hear this referred to as a PC.

A PC for nursing is a specialized type of entity that allows registered nurses (RNs) to provide their professional services through a corporation structure. It offers some key advantages, including liability protection and the ability to elect to be taxed as an S-corporation (pass-through taxation). Several types of medical professionals may own a stake in a nursing business in California. However, licensed nurses must always have a minimum 51 percent total ownership share.

Requirements to Form a Professional Nursing Corporation in California

A group nursing business will generally be set up as a PC in California. There are specific legal requirements that must be met to form a valid professional nursing corporation. More specifically, you and any co-owners in the nursing company must be sure to do the following:

Select a name (which must include “nursing”)
Draft and file articles of incorporation
Develop corporate bylaws for the PC
Register the PC with the Nursing Board

Developing the Right Strategy for a Successful Business in the Nursing Field

Meeting the basic legal requirements to set up a PC for a nursing company in California is certainly not sufficient to build a successful business. You need a comprehensive strategy. Here are other important legal/business issues that must be addressed when forming a nursing PC:

Ensure that you and any partners have the right ownership structure in place
Develop a compensation plan for your nursing PC
Secure and Employer Identification Number (EIN) from the IRS
Obtain adequate professional liability insurance coverage
Consider what types of contracts your PC will need to draft/enter
Proactively comply with all regulations from the California Board of Registered Nursing
Consider tax implications (may be taxed as S-corporation or C-corporation)

Contact Our Bay Area Business Attorney for Nursing Companies Today

Lynnette Ariathurai is a business lawyer with more than three decades of experience. If you have any questions about the legal needs of a nursing company in California, we are here as a resource. Call us now or contact us online for your confidential initial appointment. With an office in Fremont, we provide business law services to nursing companies throughout the Bay Area.

buying nursing company, California nursing company purchase, establishing a nursing company California, nursing company legal requirements

Building a Group Practice Veterinarian Business

According to the most recent information published by the Bureau of Labor Statistics (BLS), California had 7,770 actively licensed veterinarians as of 2022. For veterinarians, there can be significant commercial advantages to operating as part of a group practice. At the same time, building a successful group veterinary practice is complicated. It is imperative that you have the right structure in place. In this article, our Fremont attorney for starting a business highlights the key things to know about building a group practice for a veterinarian business in California.

Develop a Shared Vision to form a Group Veterinary Practice (Business Plan)

Building a successful group veterinary practice starts with getting all major players on the same page. It is generally a best practice to develop a comprehensive business plan. Among other things, your business plan should outline the goals, operational strategies, and financial projections of your practice. It should also include things like a market analysis—which can be used to identify potential clients, competitors, and commercial risks.

Form Your Veterinarian Business – You Need the Right Legal Structure

The right legal structure is essential for your group veterinary practice. In California, a professional veterinary corporation is generally the most sensible structure for group veterinary practices. It provides liability protection while being taxed as an S-corporation. Notably, there are strict ownership requirements for professional veterinary corporations in our state. It should be owned by a licensed veterinarian. To form a professional veterinary corporation, you will need to file articles of incorporation with the California Secretary of State and draft bylaws.

Ensure Your Business is Properly Registered and in Compliance with Tax Regulations

Once your professional veterinary corporation is formed, it is crucial to register your business and ensure compliance with all business regulations and tax laws. Apply for an employer identification number (EIN) from the IRS, which is necessary for tax purposes. California has an annual franchise tax of $800 for all professional corporations. Beyond tax laws, it is also crucial that you ensure that all veterinarians who are part of the group practice are properly licensed.

Find and Lease the Right Commercial Space to Operate Your Veterinary Business

A group veterinary practice in California needs the right commercial space to operate effectively. Finding the right location is a key component to the success of your group practice. Consider factors such as accessibility, parking availability, proximity to a demographic that aligns with your target market, and the potential for growth. As commercial lease negotiations can be complex, you should be ready to consult with a top business start-up attorney.

Contact Our Fremont, CA Business Law Attorney for Veterinarians Today

Lynnette Ariathurai is a top business law attorney with the skills and experience to represent veterinarian businesses. If you have any specific questions or concerns about building a group practice veterinarian business, please contact us today for a fully confidential consultation. With an office in Fremont, we serve veterinary practices throughout the Bay Area.

group vet practice, group veterinary business, veterinary group practice, veterinary practice legal advice

5 Critical Aspects of a Franchise Agreement—What to Know Before You Sign

Franchises are one of the most popular business models in California. According to data from the International Franchise Association (IFA), there are approximately 76,000 franchise businesses operating in the state. The franchise agreement is the foundation of the relationship between the franchisor and the franchisee. As a prospective franchisee, you need to carefully review the terms of the contract. Here, our Fremont business law attorney highlights five critical aspects of a franchise agreement and explains the key things to know before you sign in California.

California Regulates Franchise Agreements—But Contract Language is Still Key

The California Franchise Relations Act (CFRA) is a state law that establishes a regulatory framework for franchise relationships. It was passed, in large part, to establish protections for franchisees. The CFRA aims to foster fair business practices and safeguard the interests of California franchisees. Along with other key issues, the law regulates:

Jurisdiction;
Termination;
Nonrenewal;
Transfer of rights;
Inventory repurchases;
Arbitration clauses; and
Venue selection.

While California law provides some important legal protections to franchisees, it is imperative to emphasize that the relationship between the franchisor and the franchisee is still primarily governed by the franchise agreement. You should ensure that your franchise agreement is reviewed by a California business lawyer who has experience representing franchisees.

Note: The California legislature recently passed Assembly Bill 676 (AB 676) into law. It updates both the CFRA and the California Franchise Investment Law (CFIL). The state statute imposes some additional obligations/restrictions on franchisors.

Five Key Things to Look for in a Franchise Agreement in California

The Total Cost (Start-up Investment, Ongoing Costs, etc)

Cost matters. Franchisees in California should consider both the initial investment and ongoing costs. The initial cost—often referred to as the franchise fee,—is the amount payable upfront to gain the right to operate the business. It can vary widely based on the franchise, the industry, and the specific market conditions. Of course, this is just the beginning: A franchisee in California is often also responsible for ongoing costs, such as royalty fees, marketing fees, and other expenses.

Grant of Rights (Territorial Protection, Intellectual Property Usage, etc)

The grant of rights outlines the specific rights and restrictions that the California franchisee has under the franchise agreement. Along with other things, this may include territorial rights. These rights dictate where the franchisee can operate and provide protection from encroachment by other franchisees. Beyond that, the franchisor may grant the franchisee the right to use their IP.

The Resources that Will Be Provided By the Franchisor

Franchisors often provide a variety of resources to franchisees to aid in their success. These resources may include comprehensive training programs, ongoing support, marketing materials, and access to proprietary systems and technology. The specifics of these resources should be clearly outlined in the California franchise agreement to ensure both parties understand their obligations.

Duration—including Renewal Rights and Early Termination Rights

The duration of the franchise agreement defines how long the franchisee has the right to operate the business. This is usually a fixed term, often between 5 and 20 years, but it varies depending on the franchisor. Additionally, the agreement will detail the terms for renewing the contract at the end of the initial term and conditions under which the agreement can be terminated early.

Dispute Resolution Provisions

Dispute resolution provisions are integral to any franchise agreement signed in California. They lay out the process for resolving disagreements between the franchisor and franchisee, whether they relate to contract interpretation, operational issues, or financial disputes. These provisions usually stipulate whether disputes will be handled through negotiation, mediation, arbitration, or litigation. Many franchise agreements include a mandatory arbitration provision.

Call Our Fremont, CA Franchise Law Attorney Today

Lynnette Ariathurai is a business law attorney with the skills, experience, and expertise to represent franchisees. If you have any questions about the terms or conditions of a franchise agreement, please do not hesitate to contact us today for a confidential, no obligation consultation. With an office in Fremont, we provide franchise law representation throughout the Bay Area.

Franchise agreements, franchise dispute resolution, franchise law, franchise regulations

Office Lease Considerations for Veterinarians

Veterinary medicine is one of our region’s most important industries. The Bureau of Labor Statistics (BLS) reports that there are nearly 8.000 actively licensed veterinarians in California. A successful veterinary practice needs the right office space. It is imperative that you reach a lease agreement that effectively protects your interests. In this article, our Bay Area business law attorney highlights some key office lease considerations for veterinarians.

Five Key Lease Considerations for Veterinary Practices in California

1. Total cost (base rent plus any percentage)

The rent for a veterinary lease is not always as straightforward as it may seem. Be sure to consider both the base rent and any additional percentage charges that may apply. Veterinary practices must thoroughly review the lease agreement and understand all costs associated with the property, including common area maintenance fees, property taxes, and any other expenses.

2. Viability and fit of the office space for your needs

When selecting a location for your veterinary practice, ensure that the office space is suitable for your specific needs. Assess the layout, size, and accessibility of the property to determine if it can accommodate your practice’s services, equipment, clientele, as well as any plans to house animals on-site. Consider any modifications or expansions that may be necessary and whether the space can accommodate them.

3. Property maintenance, repairs, and improvements

Before signing a lease, commercial tenants must clarify who will be responsible for property maintenance, repairs, and improvements, including things like routine upkeep, addressing structural issues, and making necessary updates to accommodate your practice’s growth. It is a key consideration for veterinary practices in California.

4. The liability risks

As a veterinary practice owner, it is crucial to understand the liability risks associated with the property you are leasing. Review the lease agreement for any clauses that may expose you to potential legal issues or damages. Ensure that you have the appropriate insurance coverage to protect your practice from potential risks, such as accidents or property damage.

5. Renewal and/or termination options

When entering into a lease agreement, it’s essential to consider the long-term implications for your veterinary practice. Review the renewal and termination options outlined in the lease. Ensure that the lease terms allow for flexibility should you need to expand, relocate, or downsize your practice.

You Have the Right to Negotiate a Lease: Get it Reviewed by a Lawyer

You have the right to negotiate a lease for your veterinary practice. A well-negotiated lease can significantly impact your practice’s success and protect you from potential legal issues. Before signing any lease agreement, consult an experienced lawyer who specializes in veterinary law. They can review the terms of the lease, identify potential concerns, and suggest modifications that better suit your practice’s needs.

We Provide Business Law Services to Veterinary Practices in the Bay Area

Lynnette Ariathurai is a business law attorney with experience working with veterinary practices. If you have any questions about office lease considerations for veterinarians in California, we are here to help. Call us now or contact us online to set up your confidential initial appointment. From our Fremont law office, we serve veterinary practices throughout the Bay Area.

commercial lease agreements, veterinary office lease, veterinary practice commercial lease

Should You Start or Buy an In Home Health Care Agency?

Are you considering building your own home health care business? It is an important industry that offers major opportunities. Developing your own business is a great way to support yourself, your family, and your community. At the same time, owning a business is a major investment of time and money. One of the first questions you need to ask yourself is if you should buy into an existing business or build one from the group up. Here, our Bay Area home health agency attorney highlights the key things to know about starting or buying a home health care business in California.

Home Health Care is a Complex Industry With High Growth Potential

According to data from AMN Healthcare, the in-home health care industry is expected to grow at a breathtaking pace over the course of the next decade. This rapid expansion is driven by an aging population, increasing prevalence of chronic diseases, and the rising demand for personalized care. More health care agencies will be needed to fill the demand. At the same time, home health care is a complex industry. Major issues—business structure, regulatory compliance, liability concerns, workforce management, etc—can pose significant challenges. Entrepreneurs need the right legal representation.

Understanding Your Options: Know the Advantages and Disadvantages

If you want to own and operate a home health care agency in the Bay Area, you have three main options. You can buy a business, you can buy-in to a franchise, or you can start your own brand new agency. There are pros and cons to each of these options. The best path forward depends on your situations and your goals. Here is an overview of the advantages and disadvantages:

Purchasing an Existing Business: Acquiring an established in-home health care agency offers several benefits, such as an existing client base, trained staff, and a proven business model. Beyond that, you can inherit existing licenses and certifications, saving time and effort spent on obtaining them. However, buying an existing business can be expensive. The start-up cost is higher. Another potential downside is you may inherit any outstanding debts or legal issues.
Becoming a Franchisee: By joining a reputable franchise, you can benefit from an established brand, marketing support, and a proven business model. As a general rule, the franchisor will provide training, ongoing support, and guidance on regulatory compliance, which can be invaluable for those new to the industry. Most franchises have existing vendor relationships that can save you money on supplies and equipment. However, franchise fees and ongoing royalties can be significant, cutting into your profits. You may also be limited in terms of creativity and decision-making, as the franchisor typically sets operational standards and guidelines.
Starting Your Own Agency: Starting your own in-home health care agency allows for maximum control and creative freedom in shaping your business according to your vision. You can create a unique brand identity and implement innovative strategies tailored to your target market. As the business owner, you will retain all profits and have the flexibility to adapt and grow your agency without restrictions. That being said, starting an agency from scratch requires significant effort, time, and resources. Navigating the process of obtaining necessary licenses, certifications, and insurance can be complex and time-consuming.

Contact Our California Business Lawyer for Home Health Care Agencies

Lynnette Ariathurai is a top California business lawyer with specialized experience representing entrepreneurs in the home health industry. If you have questions about starting or buying a home health agency, we can help. Call us now or connect with us online for a confidential consultation. With an office in Fremont, we provide legal representation to businesses throughout the Bay Area.