- The attorneys at Fletcher Tilton have counseled and represented the owners of more than 100 restaurants and dining establishments, many of them from inception through the entire life cycle culminating in sale to a third party or ownership transfer within a family.
- We represented a restaurant franchisee to sell its interest in 14 restaurant properties, renegotiating leases with landlords--some of which were national companies—so the franchisee’s interest could be assigned to a new franchisee, enabling the sale to proceed.
- The firm represents the owner of the only bar establishment in Boston that carries a full smoking and alcohol license. In October 2018 we successfully petitioned the City of Boston Tobacco Control Commission to obtain an additional 10-year grandfathering to allow the business to continue to October 2028. The City of Boston originally planned to force the closure of the business in October 2018 as part of the city’s tobacco control initiative. We convinced them that keeping the business open was the right thing to do for the community.
Formation of Entity
Our attorneys counsel restaurateurs on choosing the most advantageous form of business entity, including the tax implications of operating a business as a sole proprietor, partnership, professional corporation, S corporation, C corporation, limited liability company,
limited liability partnership, or a limited partnership. We handle all the necessary filings to initiate a new business entity or to restructure an existing one so it properly accommodates a new venture.
Sales & Acquisition
Buying or selling a restaurant is more complex than simple real estate transfer. Consideration must be given to whether the transfer is limited to distributing the assets of the business or includes transfer of the entire company. Decisions must be made regarding whether to inherit/transfer the debts of the company, confidentiality agreements, general provisions, sale of stock, valuations, bulk assets, equipment and fixtures, successor liability and lease agreements, to name a few.
Fletcher Tilton routinely counsels restaurant entrepreneurs, startup and growth-stage restaurant groups and their investors in connection with the structuring and formation of new business ventures, private placements, capital raising transactions, agreements among founders, and employment and equity arrangements with key personnel, information privacy policies, as well as general legal and business advice to clients seeking to grow or expand their businesses.
We represent and advise restaurant owners on all aspects of their financing requirements including: acquisition financing; capital and recapitalization financing; bond financing (public and private placement); mezzanine and bridge financing; restructuring debt.
Our commercial finance team drafts agreements, negotiates terms, and counsels clients on the business aspects of proposed financing transactions.
Restaurant leases are complex as they address provisions not typical in general commercial leases. Restaurant lease terms such as the duration of the lease, assignability, personal guaranty, and options to renew must be carefully considered and negotiated. Our practice group represents numerous restaurant operators ranging from sole proprietorships to multi-venue operators in the leasing of their establishments
Permits and Licenses
Opening a restaurant requires numerous licenses, permits and certificates. Our attorneys help restaurant owners identify the needed licenses and permits for the specific type of dining establishment being considered and will assist throughout the application process to the extent required.
The process of obtaining a liquor license is lengthy and complex. We clarify this process by educating restaurant owners on the licensing requirements and how to overcome any restrictions or local conditions that may inhibit approval. Our attorneys collect the information to complete the application and assist clients in taking the extra steps that will favorably influence community boards toward approval. We fully prepare clients for appearances before community boards and attend alongside the client for support and to help with complex or unanticipated questions. This is familiar territory for us because the attorneys at Fletcher Tilton routinely appear before the licensing boards and work frequently with the ABC in the procurement of final approvals.
Employment & Labor
From pre-employment issues to separation issues, we advise restaurant owners on how to avoid employment and labor related litigation. We help restaurants determine whether it’s best to hire an individual as an employee or as an independent contractor, how to determine wage classifications, and how to set up employee policies and training to protect the company from litigation and to comply with all current labor and disability statutes. When a company is contemplating disciplining or terminating an employee or is dealing with a discrimination or sexual harassment complaint, our attorneys will advise on best practices.
When litigation cannot be avoided our attorneys appear on behalf of our clients before state and federal courts and agencies--including the Massachusetts Commission Against Discrimination and the Equal Employment Opportunity Commission--to present or defend claims for: failure to timely pay wages owed; wrongful termination; sexual harassment; employment discrimination; unfair labor practices; and other employment-related claims.
At some point in the business life cycle, restaurant owners may decide to transition management and ownership of the business to the next generation. This transition has important financial and tax consequences to each generation of owners and to the business. Our firm provides sophisticated financial and tax advice to our clients on such transition issues. We help our clients to prepare a thoughtful plan so that the economics and related taxes of the transition are acceptable to each generation and ensure the future viability of the business.