Outside General Counsel for Foreign-Owned Businesses in Miami

Outside general counsel for foreign-owned businesses in Miami is an ongoing legal relationship with one Florida business law firm. The firm reviews contracts, handles disputes, advises on employees and leases, and works on property matters as they come up. For owners who live abroad, that means one Florida contact instead of a new lawyer for every problem. KEW Legal is a Florida business law firm serving owners and investors across Miami-Dade and South Florida. It has offices in Coral Gables and Sunny Isles Beach. Kristina E. Wilson is the responsible lawyer for this page, and Natalie Martinez is also a lawyer at the firm.

What Outside General Counsel Means for a Foreign-Owned Business

Outside general counsel is a standing role, not a single filing. The firm acts as the company’s business lawyer over time, across each area of the business that needs legal input.

Owners abroad face a practical problem. Under Florida’s LLC chapter, a notice or demand on an LLC under that chapter may be given to any member of a member-managed LLC or any manager of a manager-managed LLC, its registered agent at its registered office in Florida, or its principal office in Florida, as Florida LLC notice rules explain. Someone in Florida needs to be ready to receive and act on that notice.

Your operating agreement matters too. Under Florida LLC membership law, a person who becomes a member is bound by the operating agreement, whether or not that person signs it.

Who This Service Is For

This service fits owners and investors who hold a Florida business or property and want one legal contact for it.

• Foreign owners with a controlling or minority interest in a Florida LLC or corporation.
• Owners of a Miami operating company who want one lawyer for every issue, not a new one each time.
• Employers with local staff, vendors, landlords, or commercial tenants who need steady guidance.
• Owners of Miami investment property who need Florida counsel between tenant and property manager issues.
• Owners facing a partner, vendor, or employee dispute who want it handled by one firm.

What Outside General Counsel Covers

Outside general counsel covers the practice areas below. Each one ties to Florida rules where a rule applies.

• Business contracts and vendor disputes. Review, drafting, negotiation, and enforcement of supply, service, and purchase agreements. Under Florida’s arbitration statute, a written agreement to arbitrate is valid and enforceable, except on grounds that allow a contract to be revoked.
• Partnership disputes. Review of operating agreements, buyout terms, and deadlock questions. If the managers or members are deadlocked, the members cannot break the deadlock, and irreparable injury to the LLC is threatened or being suffered, and owners initiated a deadlock sale provision in the operating agreement before a court determined that grounds for judicial dissolution exist, and the provision is then carried out in accordance with its terms, that provision can resolve the deadlock instead of a court order, under Florida LLC dissolution grounds.
• Commercial leases. Negotiation and review of office, retail, and industrial leases for the business as tenant. Florida’s nonresidential tenancy rules apply to these leases.
• Commercial evictions for owners who live abroad. Handling of default, notices, and court steps on the owner’s behalf. Under Florida’s possession statute, a landlord recovers possession only through a court action that decides the right of possession, after the tenant surrenders, or after the tenant abandons.
• Employment issues for employers. Florida is an employment-at-will state, as the Florida Supreme Court restated in Gessner v. Southern Co.. Even so, an at-will worker cannot be fired for a reason the law prohibits, such as retaliation or unlawful discrimination. Handbook statements usually do not create contract rights, as Florida manual case law explains.
• Buying, selling, and succeeding a business. Deal documents and ownership transitions. Florida allows rescission for a mutual mistake only when the mistake is mutual and goes to the essence of the contract, per Florida appellate case law. Other grounds can apply.
• Real estate investment. When a foreign person sells U.S. real property, the buyer generally withholds 15% of the amount realized under the FIRPTA withholding rule.

How an Engagement Works: Step by Step

An engagement starts with a consultation and moves through document review, a written recommendation, and ongoing action.

1. Consultation. We learn your goals, your Florida entity, and the issue in front of you.
2. Document review. We review entity records, contracts, leases, notices, and correspondence.
3. Written recommendation. You receive the legal options and practical next steps, based on the facts you provide.
4. Ongoing action. The work may include negotiation, drafting, demand letters, or eviction filings.
5. Regular updates. You get status updates on open matters so you can decide from abroad.

Eviction timing follows set rules. Florida’s holdover statute, § 83.20, applies where a person holds over without permission after a default in rent, and 3 days’ written notice requiring payment of the rent or possession has been served on the person owing it.

Section 83.06 of the Florida Statutes provides for a landlord to demand double the monthly rent in the circumstances it describes. If a tenant refuses to leave at lease end, Florida lets the landlord demand double the monthly rent, under Florida’s holdover rent statute. How any one matter unfolds depends on the facts.

Why Work With KEW Legal

KEW Legal focuses its practice on business law for owners, investors, and employers in Miami-Dade and South Florida.

• Nine practice areas, one firm. Partnership disputes, contracts, leases, evictions, employment, acquisitions and sales, succession, and real estate investment sit under one roof.
• Two offices. The firm has offices in Coral Gables and Sunny Isles Beach.
• Florida rules behind each answer. Advice names the Florida rule that applies, so owners can see the basis for each recommendation.
• One team for related issues. A lease question and a vendor dispute at the same company go to the same team, so the facts stay in one place.
• Written next steps. Owners abroad receive a written recommendation they can review at their own pace.

Questions Owners Ask Before Hiring Outside General Counsel

Outside general counsel makes sense when an owner expects more than one business issue over time.

Start Your Consultation With KEW Legal

A tenant who has fallen behind on rent, or a partner who has gone silent, needs a Florida business lawyer now. Distance from Florida makes every notice and deadline harder to track. You don’t have to manage each one alone. Call 305-990-2300 or send us a message through our contact page, and KEW Legal will help you decide the next step.