What Is Business and Commercial Law?

Business and commercial areas of law often overlap, especially for businesses that manufacture or sell products and need guidance on contracts, transactions, and regulatory compliance. Because of this, most attorneys who practice one will also practice the other.

There are many reasons small business owners need business or commercial law attorneys. A common issue these attorneys help with is setting up the business structure according to state and local laws. Even independent contractors and sole proprietors can benefit from legal guidance that clarifies licensing requirements, contract obligations, and how to protect their personal assets.

This article explains business and commercial law. Keep reading to learn more business issues these legal areas cover and how a lawyer in this field can help.

Business vs. Commercial Law

Commercial law focuses on the sale and distribution of goods and transaction financing. Business law focuses on the legal needs of forming a company and property issues such as leasing office space. A business that sells products will need a lawyer with experience in both fields.

Corporate law is a subspeciality of commercial law and focuses on the legal matters of large corporations, such as mergers and acquisitions.

State and federal law regulate business transactions. The federal government governs investments, workplace safety and employment laws, and environmental protections. States can add to these laws. States impose licensing requirements and rules for forming and running a business.

The Uniform Commercial Code (UCC) is a model rule about the sales of goods. It is not a law. It is a set of guidelines on how businesses must make contracts to sell and transfer tangible goods.

The UCC helps streamline business dealings between business entities in different states. Each state can make its own modifications to the laws as it sees fit. For this reason, hiring legal counsel familiar with your state’s version of the UCC is important.

Do I Need a Business and Commercial Lawyer?

Each industry has its own business law issues. A business attorney with experience in your industry can give you legal help that also considers business ethics and industry practices.

Many business owners and managers only hire an attorney when it is too late for the attorney to be much help. Negotiating the sales or transfer of goods without knowing the legal requirements under their state’s version of the UCC can lead to canceled contracts, lost profits, and legal penalties.

If you’re facing a business or commercial legal issue, it’s critical to get legal advice early on. The right attorney can:

• Spot legal or financial risks you may not see
• Ensure your business complies with state and federal law
• Oversee contract negotiations
• Protect your interests before problems escalate
• And more

How To Find a Business and Commercial Law Attorney

Because both federal and state law is relevant, your attorney should be licensed in the state where your business operates. FindLaw’s directory of business and commercial law lawyers can get you started. Enter your city and ZIP code for a list of qualified legal professionals in your area. Your search results will also show ratings and contact information.

Business and Commercial Terms To Know

The following terms are often used when discussing business and commercial law.

• Uniform Commercial Code (UCC) — A uniform law adopted in some form by all states that governs sales of goods and related issues, such as secured transactions and negotiable instruments
• Negotiable instrument — A transferrable document that guarantees payment of a specific sum of money to a payee, usually the one named in the document
• Merger — The act of two companies becoming a single business entity
• Acquisition — Getting a controlling interest in a company or business entity, often part of a merger
• Secured transaction — A loan or other transaction where the lender gets an interest in collateral the borrower provides. The lender can take the collateral if the borrower defaults on the loan.
• Security — Collateral and related documentation provided to make sure that debtors fulfill debt obligations

For more definitions, see FindLaw’s Starting a Business Glossary.

Related Practice Areas

• Starting a Business: Get legal advice for startups, including business formation, real estate, and hiring employees.
• Business Operations: A business lawyer can help with contract disputes, marketing and advertising, and business litigation.
• Intellectual Property: One of the fastest-growing areas of commerce with complex legal problems. Any tech business needs the right lawyer for patent applications and copyright issues.