At Cloud Willis & Ellis, our experienced Birmingham business litigation attorneys can assist you with all aspects of your business needs using an add-value approach. From forming a legal entity to developing an exit strategy, such as selling or purchasing ownership interest, our attorneys assist business clients in resolving a broad spectrum of issues and conflicts. We have a proven track record of assisting businesses with expansions, mergers and acquisitions, and, as necessary; reorganization, debt restructuring, commercial workouts or bankruptcy. Cloud Willis & Ellis will provide you with counsel and value adding solutions necessary for navigating through both simple and complex business situations. Should litigation become necessary, our experienced litigators and staff will work with you to protect your interests and secure the best possible outcome.

Our approach to business clients is like that which is expected of in-house legal counsel by maintaining a focus on your bottom line. Our attorneys are interested, engaged and dedicated business and legal counselors to our clients. We are accessible when you need us, without the full-time payroll obligations of in-house counsel. And like General Counsel, if we are unable to meet your needs efficiently and effectively, we will help you find the adviser you need.

Commonly Provided Services:

  • General Counsel Services
  • Business Plan Development, Review, and Counsel
  • Name Reservation
  • Choice of Business Entity
  • Business Entity Formation
  • Operating and Partnership Agreements
  • Commercial and Consumer Debt Collections
  • Buy-Sell Agreements
  • Corporate Record-Keeping and Licensure Compliance
  • Employment and Independent Contractor Agreements
  • Human Resources and Operations Manual Development
  • Non-Disclosure and Non-Compete Agreements
  • Drafting, Negotiation, and Review of Contracts for Use with Clients, Customers and Vendors
  • Strategic Partnership Agreements
  • Commercial Dispute Negotiation and Resolution
  • Business Succession Planning
  • Preparation of and Sale of Your Business
  • Business Office Lease Review and Negotiation
  • Commercial Workouts
  • Debt Restructuring


Expanding a small or medium-sized business can be risky, though the payoffs can be great. We understand the hesitancy that some of our clients have when broaching the issue of business expansion, and provide our input to help you and your business partners decide the best plan of attack. Some of the benefits of expanding your smaller business are:

  • Growing your business means that you can reach more people in more areas. Not only does your customer base increase, but the diversity of those you reach increases as well. Increasing the width of your target market can help you weather hard times. With more differing products and services, you can reach a broader range of consumers and clients;
  • Attracting better and more qualified employees is another benefit of expanding. With more positions to chose from, and room to move up the ladder, your company will be able to pick from the best instead of seasonal or short-term personnel;
  • Larger businesses can reduce costs and reap greater profits. The larger a company is, the smaller the administrative and production costs become, relative to profit;
  • Financial acquisition becomes easier for larger companies. Creditors and financial institutes are not as worried about lending to larger, strong companies with deep roots in a community.

Before you decide to expand, it is imperative to determine whether or not expansion, and how you go about it, will increase profits. If this is not the case, you may wish to reconsider expanding at this time, or decide upon another strategy. Is there a more affordable location? Is the planned growth of your business too large and would it make sense to downsize the expansion? A small business has fewer than 500 employees, according to the Office of Advocacy, and only half of all small businesses survive for five years or more, while one third survive 10 years or more, according to the federal Small Business Administration. One of the top reasons for failure is too much growth too soon. Success does not always mean that you should expand.

Mergers and Acquisitions

The idea behind every merger and acquisition is that the sum of the two companies will be greater with the two working as one than combined as individual companies. Often, the desire of a merger and acquisition is bolstered by a dragging economy or poor profits. A larger company may wish to streamline its production to cut down on costs and increase profits, while the smaller company may be looking for some financial relief and backing. Mergers and acquisitions can be mutually beneficial for both companies. The largest merger and acquisition took place in 1999 with telecommunications company Vodafone AirTouch PLC acquiring Mannesmann AG, with a value of $202.6 billion, in friendly take over, according to the Institute for Mergers, Acquisitions, and Alliances.

There can be a lot to gain in a merger and acquisition, but it is imperative to seek legal counsel throughout the process. Contact Birmingham business litigation & corporate law attorneys, Cloud Willis & Ellis, LLC today for answer to any of your questions and for professional legal assistance in Alabama.