Business Law

Rhode Island Business Lawyers & Commercial Litigation Attorneys

Business Law, Commercial Litigation, Business Transactions & Corporate Counsel

The Rhode Island business lawyers at Bilodeau Capalbo, LLC represent business owners, entrepreneurs, corporations, limited liability companies, partnerships, investors, and other commercial clients in business transactions, commercial litigation, ownership disputes, and corporate legal matters. Our attorneys provide legal representation throughout Rhode Island, Massachusetts, and Connecticut, assisting businesses with both day-to-day legal concerns and complex disputes that threaten their operations, financial interests, or ownership rights.

Business disputes and transactions frequently involve substantial financial investments, contractual obligations, competing ownership interests, and complex questions of corporate governance. Whether a business is negotiating a significant agreement, confronting a breach of contract, resolving a disagreement among its owners, or pursuing litigation, experienced legal counsel can be essential to protecting its interests.

Bilodeau Capalbo, LLC combines litigation experience with practical business knowledge. Our managing partner, Andrew R. Bilodeau, holds a Master of Business Administration from Northeastern University and brings more than three decades of entrepreneurial and business experience to the firm’s legal practice. This background provides an additional perspective when evaluating business operations, financial relationships, ownership structures, contractual obligations, and the commercial consequences of litigation.

Our attorneys recognize that legal disputes cannot be evaluated in isolation from the businesses they affect. We work with clients to understand their financial objectives, operational requirements, ownership relationships, and long-term interests before developing legal strategies tailored to their circumstances.

From business formation and commercial contracts to shareholder litigation, partnership disputes, and corporate governance, Bilodeau Capalbo, LLC provides legal counsel and representation designed to protect businesses and their owners.

Our Rhode Island business lawyers represent business owners, corporations, LLC members, shareholders, and partners in complex commercial disputes involving contractual obligations, fiduciary duties, ownership interests, and financial losses.

Rhode Island Business Litigation & Commercial Disputes

Commercial disputes can disrupt business operations, jeopardize important relationships, create substantial financial exposure, and threaten the value of a business.

Bilodeau Capalbo, LLC represents businesses, business owners, shareholders, LLC members, partners, investors, and other commercial parties in litigation involving contractual obligations, ownership interests, financial transactions, and business operations.

Our business litigation practice includes disputes involving:

• Breach of commercial contracts and business agreements.
• LLC member and shareholder disputes.
• Partnership disputes and disagreements among business owners.
• Breach of fiduciary duty.
• Alleged shareholder oppression and minority ownership rights.
• Misappropriation or unauthorized use of business assets.
• Business valuation and ownership disputes.
• Disputes concerning distributions, profits, and financial obligations.
• Breach of operating agreements and shareholder agreements.
• Business dissolution, dissociation, and ownership buyouts.
• Fraud, misrepresentation, and fraudulent inducement.
• Commercial financing and payment disputes.
• Enforcement of settlement agreements and arbitration awards.
• Claims involving interference with contractual or business relationships.
• Disputes concerning management authority and corporate governance.

Our attorneys represent both plaintiffs pursuing business-related claims and defendants seeking to protect their rights and interests.

Commercial litigation frequently requires analysis of business agreements, financial records, accounting information, ownership documents, communications, and the conduct of the parties involved.

We examine the applicable legal obligations, available evidence, potential damages, and practical consequences of litigation to develop an appropriate strategy.

Where resolution cannot be achieved through negotiation or alternative dispute resolution, our attorneys represent clients in court proceedings, including discovery, motion practice, evidentiary hearings, and trial.

LLC Member, Shareholder & Partnership Disputes

Disputes among business owners can be particularly disruptive because they often involve individuals who share financial interests, management responsibilities, and contractual obligations.

Disagreements may arise concerning control of the business, distributions, access to financial records, management decisions, ownership percentages, fiduciary obligations, and the interpretation of operating agreements or shareholder agreements.

Bilodeau Capalbo, LLC represents LLC members, shareholders, partners, and business entities in disputes involving:

• Breach of LLC operating agreements.
• Disagreements concerning voting and management rights.
• Removal or dissociation of LLC members.
• Alleged breaches of fiduciary duties.
• Improper distributions or diversion of company funds.
• Disputes concerning capital contributions and ownership percentages.
• Minority shareholder and member rights.
• Business valuations and ownership buyouts.
• Dissolution and winding up of business entities.
• Claims involving financial misconduct or misappropriation of assets.
• Enforcement of buy-sell agreements and ownership restrictions.
• Disputes involving deceased, withdrawing, or terminated business owners.

These matters may require examination of the applicable corporate or LLC statutes, operating agreements, financial statements, historical ownership records, and the parties’ course of dealing.

Our attorneys evaluate the rights and obligations of the business and its owners, including available contractual, statutory, and equitable remedies.

We recognize that ownership disputes may involve competing objectives. One party may seek continued operation of the business, while another seeks a buyout, dissolution, financial accounting, or compensation for alleged misconduct.

Our representation is directed toward identifying the client’s legal rights and pursuing a resolution consistent with the governing documents, applicable law, and the client’s objectives.

Read more about our representation in LLC member, shareholder, and partnership disputes.

Breach of Contract & Commercial Contract Litigation

Contracts form the foundation of many business relationships. They establish payment obligations, performance requirements, ownership rights, confidentiality provisions, termination rights, and procedures for resolving disagreements.

When a party fails to perform its contractual obligations, the resulting dispute may affect business operations, revenue, financing, and commercial relationships.

Bilodeau Capalbo, LLC represents clients in disputes involving commercial agreements, service contracts, supply agreements, purchase agreements, partnership agreements, operating agreements, financing documents, and other business contracts.

Our attorneys evaluate issues involving contract interpretation, alleged nonperformance, material breach, contractual defenses, termination rights, and available remedies.

Depending upon the circumstances and applicable law, remedies may include monetary damages, declaratory relief, specific performance, injunctive relief, or other appropriate judicial remedies.

We also represent clients in disputes involving alleged fraudulent inducement, misrepresentation, breach of the implied covenant of good faith and fair dealing, and related claims where supported by the applicable facts and law.

Business Formation & Choosing the Right Entity

Selecting an appropriate legal structure is an important decision when establishing a business.

The choice of entity can affect management authority, liability exposure, taxation, ownership transfers, financing arrangements, and the legal relationships among business owners.

Bilodeau Capalbo, LLC assists entrepreneurs, investors, and existing business owners with entity formation and organizational matters.

Our attorneys work with clients and, where appropriate, their accountants and financial advisors to evaluate organizational structures in light of their business objectives.

Limited Liability Companies (LLCs)

Limited liability companies provide a flexible business structure that may accommodate different management arrangements, ownership interests, and tax classifications.

Our attorneys assist clients with LLC formation, operating agreements, member rights, management provisions, capital contributions, distributions, ownership transfers, and governance arrangements.

An LLC’s tax treatment depends upon its classification and applicable tax law. Formation of an LLC does not automatically establish a particular tax result.

We also advise clients concerning disputes involving LLC members, managers, operating agreements, and ownership rights.

Partnerships

Partnerships may involve significant financial and management obligations among individuals or business entities.

We assist clients with partnership formation, partnership agreements, allocation of profits and losses, management responsibilities, withdrawal provisions, and dispute resolution mechanisms.

Our attorneys also represent partners in disagreements involving fiduciary duties, financial obligations, management authority, and dissolution.

Corporations

Corporations require attention to organizational documents, shareholder rights, directors’ and officers’ authority, corporate governance, and applicable statutory requirements.

Bilodeau Capalbo, LLC assists with corporate formation, bylaws, shareholder agreements, corporate resolutions, ownership transfers, and related organizational matters.

We also advise corporations and shareholders concerning disputes involving corporate governance, fiduciary obligations, and ownership rights.

Series LLCs

Certain jurisdictions authorize series limited liability company structures that permit the establishment of separate series with designated assets, members, or business purposes.

The legal consequences of these structures depend upon the applicable jurisdiction’s statutes, organizational documents, recordkeeping, and other statutory requirements.

Our attorneys assist clients in evaluating whether a series LLC or another organizational structure is appropriate for their business objectives, including consideration of applicable legal and operational requirements.

Rhode Island’s New Limited Liability Company Act: Preparing for 2028

Rhode Island has enacted a comprehensive revision of its Limited Liability Company Act that will significantly affect the formation, governance, management, and operation of limited liability companies.

Under P.L. 2026, chapters 246 and 247, the new Rhode Island Limited Liability Company Act, codified in Chapter 7-16.1, is scheduled to take effect January 1, 2028.

The legislation introduces new statutory provisions governing LLC operating agreements, management authority, voting rights, fiduciary duties, membership interests, business transactions, and dissolution.

Although the new Act takes effect January 1, 2028, its application to existing LLCs is subject to a transition period. Under R.I. Gen. Laws § 7-16.1-110, LLCs formed before the effective date generally become subject to the new Act on January 1, 2029, unless they elect earlier application in accordance with the statute.

These changes make it important for Rhode Island business owners to review their existing operating agreements, ownership arrangements, management provisions, and contractual obligations before the new statutory framework becomes applicable.

Bilodeau Capalbo, LLC assists business owners, LLC members, managers, and investors in reviewing and preparing operating agreements, evaluating governance provisions, addressing ownership rights, and resolving disputes concerning the management and operation of limited liability companies.

Our attorneys provide both transactional legal counsel and litigation representation, allowing us to evaluate how organizational documents may affect business operations and potential disputes among owners.

Business Contracts, Commercial Agreements & Transactions

Well-drafted business agreements help establish clear expectations, allocate risks, and reduce uncertainty concerning the parties’ respective obligations.

Bilodeau Capalbo, LLC provides legal counsel concerning the drafting, review, negotiation, interpretation, and enforcement of commercial agreements.

Our services include matters involving:

• Operating agreements and shareholder agreements.
• Partnership and joint venture agreements.
• Business purchase and sale agreements.
• Asset purchase agreements.
• Commercial service and consulting agreements.
• Independent contractor agreements.
• Confidentiality and nondisclosure agreements.
• Noncompetition and nonsolicitation provisions, subject to applicable law.
• Commercial leases and real estate-related contracts.
• Vendor, supplier, and distribution agreements.
• Loan agreements and commercial financing documents.
• Settlement agreements and releases.
• Management agreements and other business arrangements.

Our attorneys review proposed agreements to identify contractual obligations, financial exposure, termination provisions, indemnification requirements, dispute resolution mechanisms, and other material considerations.

We also assist clients in negotiating modifications to existing agreements and resolving disputes arising from contractual performance.

Our Rhode Island business lawyers represent business owners, corporations, LLC members, shareholders, and partners in complex commercial disputes involving contractual obligations, fiduciary duties, ownership interests, and financial losses.

Business Acquisitions, Sales & Ownership Transfers

The purchase or sale of a business can involve substantial financial commitments, contractual obligations, financing arrangements, and potential liabilities.

Bilodeau Capalbo, LLC represents business owners, purchasers, sellers, and investors in matters involving business acquisitions, asset sales, ownership transfers, and related transactions.

Our attorneys assist with transaction documentation, contract negotiation, due diligence, allocation of contractual obligations, and the legal issues associated with transferring business assets or ownership interests.

Depending upon the transaction, relevant considerations may include existing liabilities, financing obligations, commercial leases, intellectual property, employee relationships, contractual assignments, and representations and warranties.

We work with clients and their financial and accounting professionals when appropriate to evaluate the legal structure and contractual requirements of the proposed transaction.

Our objective is to help clients understand their obligations, identify material risks, and document transactions consistent with their commercial objectives.

For a detailed discussion of asset and ownership purchases, merger planning, due diligence, financing, and closing requirements, visit our Rhode Island business acquisitions and mergers page.

Corporate Governance & Business Compliance

Businesses must comply with organizational requirements, contractual obligations, and applicable laws governing their operations.

Corporate governance disputes can arise when business owners, directors, officers, managers, or members disagree concerning authority, financial decisions, ownership rights, or the proper administration of the entity.

Bilodeau Capalbo, LLC assists businesses with governance and compliance matters involving:

• Preparation and amendment of bylaws and operating agreements.
• Corporate resolutions and organizational records.
• Shareholder, member, and director meetings.
• Voting rights and management authority.
• Appointment and removal of officers, directors, and managers.
• Ownership transfers and succession provisions.
• Review of significant corporate transactions.
• Contractual and statutory compliance obligations.
• Disputes concerning access to company books and records.
• Alleged breaches of fiduciary duties and management responsibilities.

Our attorneys advise businesses concerning the legal requirements applicable to their organizational structures and operations.

We also represent clients in litigation involving disputed corporate actions, governance failures, and disagreements concerning the authority of business owners or management.

Employment Law & Independent Contractor Agreements

Employment relationships create legal obligations that businesses must consider when hiring employees, establishing compensation arrangements, managing workplace policies, and terminating employment.

Bilodeau Capalbo, LLC provides legal counsel to employers concerning employment-related matters and disputes.

Our services include reviewing employment agreements, severance arrangements, confidentiality provisions, restrictive covenants, and termination-related issues.

We also advise businesses concerning independent contractor agreements and legal questions involving worker classification, contractual responsibilities, and potential liability.

The distinction between employees and independent contractors depends upon applicable federal and state law and the circumstances of the working relationship. Contractual labels alone do not necessarily determine a worker’s legal classification.

Our attorneys assist employers in evaluating contractual arrangements, workplace disputes, and legal risks associated with employment decisions.

Where litigation arises, we represent business clients in employment-related disputes within the scope of our practice.

Family-Owned Businesses & Closely Held Companies

Family-owned businesses and closely held companies frequently present legal challenges that differ from those encountered by larger corporations.

Business relationships may involve relatives, longtime partners, informal understandings, overlapping personal and financial interests, and ownership arrangements that have developed over many years.

Disagreements may arise concerning management authority, compensation, distributions, ownership succession, financial transparency, and the future operation of the business.

Bilodeau Capalbo, LLC represents family-owned businesses, closely held corporations, LLC members, shareholders, and partners in transactional and litigation matters.

Our attorneys assist with organizational documents, ownership agreements, governance arrangements, contractual disputes, and conflicts among business owners.

We also advise clients concerning contractual succession and ownership transfer arrangements, including buy-sell agreements and provisions addressing withdrawal, incapacity, or death of an owner.

When disputes arise, we evaluate the governing agreements, ownership records, financial circumstances, and applicable legal remedies.

Our objective is to protect the client’s legal and financial interests while considering the practical consequences of the dispute for the business.

Business Real Estate & Construction-Related Disputes

Business operations frequently involve commercial real estate, construction contracts, development projects, and disputes concerning property rights.

Bilodeau Capalbo, LLC’s business law practice works alongside its real estate and construction litigation practices to address matters involving commercial property transactions, construction disputes, leases, property ownership, and development-related agreements.

Our attorneys represent businesses, property owners, developers, contractors, and other commercial clients in disputes involving construction performance, payment obligations, defective work, commercial leases, and real estate contracts.

Clients involved in these matters may benefit from our related practices:

Rhode Island Construction Law & Litigation

Rhode Island Real Estate Law

Rhode Island Condominium Law

These overlapping practice areas allow our attorneys to evaluate business disputes involving contractual obligations, property interests, construction issues, and commercial relationships.

Commercial Collections, Creditor Rights & Enforcement of Judgments

Businesses and commercial lenders may face substantial losses when customers, borrowers, or contractual counterparties fail to satisfy financial obligations.

Bilodeau Capalbo, LLC represents businesses, lenders, and creditors in commercial collection and enforcement matters.

Our attorneys assist clients with disputes involving unpaid contractual obligations, commercial debts, judgments, financing agreements, and related enforcement proceedings.

We also advise clients concerning available legal remedies and defenses in commercial financial disputes.

Where a judgment or arbitration award has been obtained, additional proceedings may be necessary to enforce the obligation or collect amounts owed.

Our attorneys evaluate the available enforcement mechanisms under applicable law and the financial and practical considerations associated with pursuing collection.

Business Arbitration, Mediation & Alternative Dispute Resolution

Not every business dispute requires a courtroom trial.

Commercial agreements frequently contain arbitration clauses, mediation requirements, or other provisions governing the resolution of disputes.

Bilodeau Capalbo, LLC represents clients in business-related negotiations, mediation, arbitration, and litigation.

Our attorneys evaluate the applicable contractual provisions, available claims and defenses, financial exposure, and potential advantages or disadvantages of different dispute resolution procedures.

In appropriate matters, negotiated resolutions may allow businesses to reduce litigation expenses, preserve commercial relationships, and achieve greater certainty concerning their obligations.

Other disputes require formal litigation or arbitration to determine the parties’ legal rights.

Our attorneys develop strategies based upon the nature of the controversy, governing agreements, available evidence, and the client’s objectives.

Business Dissolution, Receiverships & Financial Disputes

Disagreements among business owners, financial distress, management deadlock, and disputes concerning company assets may create circumstances requiring dissolution, winding up, judicial intervention, or other remedies.

Bilodeau Capalbo, LLC represents clients in disputes involving business dissolution, ownership buyouts, financial accounting, creditor claims, and the administration or disposition of business assets.

These matters may involve interpretation of operating agreements, shareholder agreements, partnership agreements, applicable statutes, and judicial orders.

In appropriate circumstances, litigation may involve requests for receivership or other court-supervised relief.

The availability and scope of such remedies depend upon the applicable law, the entity involved, the parties’ property interests, and the circumstances of the dispute.

Our attorneys evaluate available legal remedies with attention to the preservation of business value, protection of ownership interests, and proper administration of financial obligations.

Why Choose Bilodeau Capalbo, LLC for Business Law & Commercial Litigation?

Business law requires more than knowledge of contracts and statutes. Effective representation also requires an understanding of how businesses operate, how financial decisions are made, and how legal disputes affect commercial relationships.

At Bilodeau Capalbo, LLC, our attorneys combine business litigation experience with practical knowledge of business operations, real estate, construction, finance, and corporate governance.

Our managing partner’s entrepreneurial background and business education provide an additional perspective when evaluating commercial transactions, ownership disputes, and the financial consequences of litigation.

We understand that business owners must consider legal risks alongside operating expenses, cash flow, employee relationships, financing obligations, and long-term business objectives.

Our approach emphasizes careful analysis of contractual and statutory rights, realistic assessments of potential outcomes, and legal strategies tailored to the client’s circumstances.

Whether representing a business in a significant commercial dispute, advising owners concerning an operating agreement, or assisting with a business transaction, our objective is to provide informed legal advice and effective representation.

We recognize the importance of responsive communication, careful preparation, and practical solutions that protect our clients’ interests.

Business Law Representation in Rhode Island, Massachusetts & Connecticut

Bilodeau Capalbo, LLC provides business law and commercial litigation representation to clients throughout Rhode Island, Massachusetts, and Connecticut.

Our attorneys assist business owners, entrepreneurs, corporations, LLC members, shareholders, partners, contractors, developers, and other commercial clients with business disputes, contracts, formation, governance, transactions, and litigation.

The legal requirements applicable to a particular business matter may differ depending upon the jurisdiction, the type of entity involved, the governing agreements, and the circumstances of the dispute.

Our attorneys evaluate these considerations when advising clients and pursuing available legal remedies.

Business Law Questions

For answers about contract breaches, access to company records, ownership buyouts, acquisition liabilities, and closing requirements, read our Rhode Island business disputes and acquisitions FAQs.

Speak With a Rhode Island Business Lawyer

Whether you are starting a business, negotiating a commercial transaction, addressing a breach of contract, confronting an ownership dispute, or defending your company against litigation, Bilodeau Capalbo, LLC can assist you in evaluating your legal options.

Our attorneys represent businesses and individuals in a broad range of business law and commercial litigation matters.

If you are seeking a Rhode Island business lawyer to assist with a commercial dispute, business transaction, shareholder disagreement, or LLC ownership controversy, Bilodeau Capalbo, LLC can evaluate your circumstances and explain the legal options available. Contact Bilodeau Capalbo, LLC to discuss your circumstances and learn how our attorneys may assist you.

Call 401-300-4055 or contact our attorneys online.

Bilodeau Capalbo, LLC
1350 Division Road, Suite 102
West Warwick, Rhode Island 02893
Telephone: 401-300-4055