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Contracts underpin nearly every significant business relationship. They allocate risk, define performance obligations, establish payment and termination rights, and provide a framework for resolving disputes. Yet a signed document is not necessarily a well-constructed or enforceable agreement. Today’s lesson tackles the parts of a contract that makes it enforceable. The Lesson: A Contract Is More Than a Signature Contract enforceability varies depending on the circumstances, the type of agreement, and the law that applies. However, an enforceable contract generally requires a clear offer, acceptance, consideration, intent to be legally bound, legal capacity, and a lawful purpose. Some agreements must also be in writing or include specific terms. Note that fraud, mistake, duress, unfair terms, lack of authority, or ambiguity may still affect enforceability. 1. Offer and Acceptance. One party generally makes a clear offer—stating what they are willing to do and on what terms—and the other accepts. The agreement may be written or oral, as long as both parties clearly intend to accept the same terms. A common misconception is that an agreement must be signed to be enforceable. In many circumstances, an oral agreement can be a binding contract. The bigger problem is often proving what the parties actually agreed to, particularly when important terms were discussed but never documented. Some types of agreements, however, are subject to laws requiring a writing, such as certain agreements involving the sale or transfer of real estate or agreements that cannot be performed within one year. Problems can arise when negotiations are incomplete or the parties understand the agreement differently. Emails, texts, proposals, purchase orders, and conversations may become important evidence. For this reason, even when an oral agreement may be legally sufficient, putting the agreement in writing is generally the better business practice. This is why it’s important to memorialize the final terms in one place and make clear which version controls. 2. Consideration. Generally, each party must give or promise something of legal value, often called “consideration.” In a typical business transaction, this is straightforward: one party provides goods or services, and the other provides payment. Consideration can also include a promise to perform a service, deliver property, refrain from taking a particular action, or assume a legal obligation. A promise without the necessary exchange of value may not be enforceable as a contract, although the exchange does not always have to be equal in economic value. 3. Clear, Definite Terms. A contract should be specific enough that the parties (and a court, if necessary), can determine what each party was supposed to do. For a small business, that may include: (a) what products or services are being provided; (b) the scope of the work; (c) price and payment terms; (d) deadlines and delivery dates; (e) each party's responsibilities; (f) change order processes; (g) how and when the relationship can end. The more important the term, the less you should leave it to assumption. 4. Authority, Legality, and Capacity. The person signing an agreement must have authority to bind the business, and the parties must be legally able to understand and agree to its terms. This is especially important for businesses with multiple owners, managers, or employees negotiating with customers and vendors. Contracts also cannot require illegal acts and may need specific terms, disclosures, or a written format depending on the transaction. Your Take-Home Assignment Before signing a contract, take a moment to confirm at least: the parties’ legal names and contact details; the type of goods and/or services provided each party’s responsibilities, including for approvals, materials, and delays; pricing, payment terms, expenses, and late fees; procedures for making changes, deadlines, and renewal and termination terms; dispute resolution; the signer’s authority to bind the business The SJS Law Firm can help your small business draft, review, and strengthen its contracts to protect your interests and reduce the risk of costly disputes. For a complimentary consultation, please contact us at (202) 505-5309.
As summer winds down and businesses begin preparing for the busy fall season, August is a good time to think beyond day-to-day operations and consider your long-term business plans. One important, but often overlooked, aspect of planning is business succession. Business succession planning is not just for owners preparing to retire. It is the process of planning for events that could affect the future of your business, including an owner’s retirement, disability, death, bankruptcy, or decision to leave the company. Without a plan in place, these situations can create uncertainty, disrupt operations, and lead to disputes among owners, employees, or family members at a time when stability is most important. For businesses with multiple owners, succession planning often begins with reviewing the company’s governing documents. Many LLC Operating Agreements and corporate bylaws contain provisions addressing ownership transfers and business continuity. These provisions may establish whether the remaining owners have the right to purchase a departing owner’s interest, how that interest will be valued, and the terms under which the purchase will occur. In some cases, businesses choose to memorialize these terms in a separate Buy-Sell Agreement. A Buy-Sell Agreement provides a clear roadmap for ownership transitions by addressing issues such as triggering events, valuation methods, payment terms, and restrictions on transferring ownership interests to third parties. Whether these provisions are incorporated into an Operating Agreement or contained in a standalone Buy-Sell Agreement, having a clear plan in place can help preserve business continuity and reduce the likelihood of costly disputes. Whether your succession provisions are contained in an Operating Agreement or a standalone Buy-Sell Agreement, they should be reviewed periodically—not just when a problem arises. The following questions can help you assess whether your current documents provide the clarity and protection your business needs for a future transition. Questions to Consider: Have you reviewed your Operating Agreement, Bylaws, or other governing documents to ensure they address what happens if an owner becomes disabled, passes away, retires, or can no longer manage the business? If your business has multiple owners, do your governing documents include buy-sell provisions or is there a separate Buy-Sell Agreement addressing ownership transfers? If you are a sole owner of an LLC or corporation, have you established a plan for who will manage the business and how ownership will transfer if you are no longer able to operate it? Have you reviewed whether your ownership records, corporate records, and governing documents accurately reflect your current business structure and succession goals? Have you considered how key business assets—including contracts, intellectual property, customer relationships, and other valuable assets—will be handled during a transition in ownership or management? The SJS Law Firm can help your small business plan and draft succession documents to protect your business. For a complimentary consultation, please get in touch with us at (202) 505-5309.
As businesses continue to seek flexibility and specialized expertise, independent contractors remain an important part of many workforce strategies. From consultants to tech professionals, independent contractors can help businesses scale efficiently and control costs. However, independence in name alone is not enough; properly structuring independent contractor relationships requires attention to contracts, worker classification, and ongoing compliance. Is Your Contractor Truly Independent? Businesses may assume that calling a worker an “independent contractor” in a contract or issuing a Form 1099, automatically makes it so. It does not. Worker classification is determined by the actual nature of the working relationship, not the label used by the parties. Courts and regulatory agencies will look at how the relationship functions in practice, with particular focus on the degree of control the business exercises over the worker. Other factors considered include the permanency of the relationship, and the extent to which the worker operates an independent business. Misclassification can expose businesses to significant liabilities, including unpaid taxes, wage claims, penalties, and regulatory scrutiny. See the independent contractor evaluation criteria for the Department of Labor and IRS . The Importance of a Written Agreement A well-drafted independent contractor agreement is one of the most effective tools for establishing expectations and protecting business interests because it can provide important evidence of the parties’ intentions and help reduce misunderstandings. At a minimum, such agreements should address the scope of services, independent contractor status, the worker’s freedom to engage in other work, and termination rights. Common Signs a Contractor Relationship May Need Review Over time, a contractor relationship can evolve in ways that raise classification concerns. Some common warning signs include: The contractor works exclusively for a business on an indefinite rather than project basis. The contractor follows the same schedule as employees or is prescribed a schedule. The business closely supervises how the work is performed. The contractor is provided with significant training. The contractor performs work that is integral to the company’s core operations. No single factor is determinative, and classification standards vary depending on the applicable law. However, when a contractor relationship begins to resemble an employment relationship, it may be time to revisit the classification analysis. Mid-Year Contractor Checkup As we move through the second half of the year, businesses should consider the following: Do we have current written agreements for all independent contractors that adequately lays out the worker’s status? Are our contractor relationships consistent with applicable classification standards? Have any contractor roles evolved in ways that may affect classification? Are we maintaining appropriate documentation for our contractor engagements? Taking time to review these questions now can help businesses maintain flexibility while reducing legal and operational risk. The SJS Law Firm can help your small business draft and review contracts with such merger clauses to ensure your contract reflects what you negotiated. For a complimentary consultation, please get in touch with us at (202) 505-5309.
As a small business owner, you have probably seen this clause somewhere around page 12 of a contract: “This Agreement constitutes the entire agreement between the parties and supersedes all prior discussions, negotiations, and representations.” You likely see this provision so often that you overlook it as boilerplate since your main concern is the scope of work, the price of the contract, and your deliverables. Unfortunately, this provision can quietly erase weeks or months of negotiations that led to the deal in the first place. What is the “Entire Agreement” Clause? An “entire agreement” clause, sometimes called a merger or integration clause, is a contract provision stating that the written agreement represents the complete and final understanding between the parties. The purpose of the clause is straightforward: once the contract is signed, the written agreement controls. Why is the “Entire Agreement” Clause Important? The “entire agreement” clause usually comes into play when the parties disagree about what was actually promised. For example, you might have negotiated that the price of the contract would be fixed for a period of two years or that deliverables would take no more than 30 days. Those negotiations may have taken place over the phone, via email, zoom calls, and countless other conversations. Despite your negotiations, if these terms are not explicitly stated in the contract, the “entire agreement” clause suddenly becomes very important because the written agreement controls and the other party is not obligated to conform to those terms. Many contracts now go a step further to include language stating that neither side relied on statements outside the agreement itself. This can create a significant hurdle because it can limit later arguments about alleged fraud or misrepresentations made during negotiations. Practical Takeaways Before Signing a Contract with an “Entire Agreement Clause”: Include Assumptions. Before signing such a contract, consider what assumptions you are making, besides your major concerns like scope and pricing, that are not actually written down. These could include items like timelines, exclusivity, support obligations, and renewal rights. These terms should appear in the agreement itself. Attach or Incorporate Key Documents by Reference. Directly attach or incorporate key documents by reference into the agreement, such as statements of work, product specifications, implementation schedules, or pricing exhibits. If those materials are not clearly incorporated, disputes can arise over whether they were agreed to. Don’t Disregard “No Reliance” Language. Pay attention to language stating that no outside representations were relied upon. Those provisions can become highly significant if a dispute later arises over what was said during negotiations. The SJS Law Firm can help your small business draft and review contracts with such merger clauses to ensure your contract reflects what you negotiated. For a complimentary consultation, please get in touch with us at (202) 505-5309.
May is National Small Business Month, a time to recognize the entrepreneurs and business owners who power our economy. According to the U.S. Small Business Administration , small businesses make up 99.9% of all U.S. businesses, and employ nearly 45.9% of the private workforce. At The SJS Law Firm, we know National Small Business Month is not just about celebration; it’s a reminder to strengthen the legal and operational foundations that support long-term success. This month, we’re highlighting key legal considerations every small business owner should review to stay protected and positioned for growth. 1.Business Formation & Structure The legal structure of your business is not a one-time decision; it is a strategic foundation that should align with your operations, risk exposure, and long-term goals. While limited liability companies (LLCs) are often favored for their flexibility, corporations may be better suited for businesses seeking outside investment, and simpler structures such as sole proprietorships or partnerships may carry increased personal liability. As your business evolves, an outdated structure can create unnecessary risk or missed opportunities. The SJS Tip: If you’ve experienced growth, added partners, or changed how you operate, it’s a good time to reassess whether your current structure still aligns with your needs. 2. Contracts & Agreements Contracts are the backbone of business operations. Every relationship, whether with clients, vendors, or employees, should be clearly documented. Poorly drafted or informal agreements can lead to disputes, nonpayment, or unenforceable terms. The SJS Tip: Avoid “one-size-fits-all” templates. Contracts should reflect your specific business practices and comply with state law. 3. Employment Compliance Employment law continues to evolve at both federal and state levels, impacting wages, classifications, and workplace policies. Misclassification or noncompliance can lead to audits, penalties, and lawsuits. Areas to monitor: Wage and hour compliance Anti-discrimination and harassment policies Artificial Intelligence policies Employee handbooks and leave policies The SJS Tip: Regularly review your policies and classifications, especially if your workforce structure has changed. 4. Intellectual Property Protection Your brand and ideas are valuable assets that deserve protection. Failing to protect your intellectual property can result in lost revenue or worse, losing rights to your own brand. Common forms of IP include: Trademarks Copyrights Trade secrets The SJS Tip: Treat intellectual property as a long-term business asset, not a one-time task. Regularly assess what needs protection, align your IP strategy with your growth goals, and implement clear policies and agreements to safeguard your brand, content, and confidential information as your business evolves. 5. Risk Management & Liability Prevention Legal risk is an inherent part of doing business, but proactive planning can significantly reduce exposure, particularly as regulatory requirements continue to evolve at both the state and local level. The SJS Tip: Effective legal support is most valuable when engaged early, not only when challenges emerge. We’re Here to Help At The SJS Law Firm, whether you’re launching a startup, scaling operations, or navigating compliance challenges, our firm provides practical, strategic legal guidance tailored to your business. Contact us at (202)-505-5309 to schedule a consultation. Small Business Events 2026 Small Business Advancement Conference Date: June 4, 2026 Location: Baltimore Convention Center, 1 W Pratt Street, Baltimore, MD 21201, United States Networking, capital access & business support. Click here to register . GovCon Small Business Summit Date: July 1-2, 2026 Location: Carahsoft Conference & Collaboration Center, 11493 Sunset Hills Road, Reston, VA 20190 Federal contracting & networking opportunities. Click here to register .
As tax season approaches, small businesses often focus on filing deadlines, but one of the most important tax planning tools is often overlooked: your operating or partnership agreement. Partnerships and multi-member LLCs are widely used for business and investment activities due to their tax advantages, particularly pass-through taxation. They generally do not pay federal income tax at the entity level. Instead, income, deductions, gains, and losses pass through to the owners, making governing documents essential for allocating and managing tax obligations. Understanding the Tax Structure Partnerships and LLCs taxed as partnerships must allocate their tax items to owners annually. Each partner or member receives a Schedule K-1 , which reports their share of the entity’s income, deductions, and credits. Even if no cash distributions are made, owners are still required to report their allocated income on their individual tax returns. This makes it essential that agreements address how tax burdens will be handled. For additional information related to Schedule K-1 and Partner’s Instructions for Schedule K-1, click here. Three Key Tax Considerations to Address in Your Agreement 1. Guaranteed Payments to Partners: Guaranteed payments are payments made to partners for services or the use of capital that are not dependent on partnership income. These payments are generally deductible by the partnership, treated as ordinary income to the receiving partner, and must be reported based on the partnership’s tax year, even if paid later. Clearly defining guaranteed payments in your agreement helps ensure consistent treatment and avoids confusion during tax reporting. 2. Allocation of Profits and Losses: While many businesses allocate profits and losses based on ownership percentage, partnerships may adopt alternative allocations if structured properly. Your agreement should clearly define allocation methods, ensure allocations align with economic reality, and anticipate potential tax implications if allocations are challenged. 3. Tax Basis and Partnership Liabilities: A partner’s ability to deduct losses and receive distributions depends on their tax basis in the partnership. A partner’s basis increases with contributions and their share of liabilities. Classification of liabilities (recourse vs. nonrecourse) affects how the basis is calculated. Basis limitations may restrict the ability to claim losses. Your agreement should address how liabilities are allocated and classified to avoid unintended limitations. Upcoming Tax Filing Deadlines for Businesses As part of your tax season compliance review, ensure that required tax filings are submitted on time: Maryland Entities: Most taxes must be filed and paid electronically through the Comptroller’s systems , including the Maryland Tax Connect portal. Filing Corporation Taxes: Form 500 must be filed by the 15th day of the 4th month following the tax year end (April 15 for calendar year filers). Filing Pass-Through Entities (PTE) Taxes: Form 510 is due by the 15th day of the 4th month following the close of the tax year. If the PTE has elected to pay tax at the entity level, Form 511 is also due on the same date. For calendar-year entities, this is typically April 15th. Extension of Time to File: Maryland corporations may request up to a 7-month filing extension with Form 500E , and PTEs may request up to a 6-month filing extension with Form 510/511E. DC Entities: Small businesses in DC are generally required to file and pay most taxes electronically through the Office of Tax and Revenue’s online portal, MyTax.DC.gov. Filing Corporation Taxes: DC corporations, including LLCs electing corporate federal treatment, must file Form D-20 on or before April 15, 2026, for calendar year filers or before the 15th day of the fourth month following the close of the taxable year for fiscal year filers. Filing Pass-Through Entities Pass-Through Entities (PTE): Partnerships and LLCs taxed as partnerships must file Form D-65 on or before April 15, 2026, for calendar year filers or on or before the 15th day of the fourth month following the close of the taxable year for fiscal filers. Extension of Time to File: DC businesses may request a 6-month filing extension for Form D-20 using DC Form FR-120 and for Form D-65 using Form FR-165 , respectively, no later than the return due date. An extension of time to file is not an extension of time to pay. You must pay any tax liability with the extension request, otherwise the request will be denied, and you may be subject to penalties for failure to file or failure to pay. We Are Here to Help At The SJS Law Firm, we support businesses in navigating tax compliance and minimizing risk through proactive planning. Contact us at (202)-505-5309 to schedule a consultation.
March signals renewal. As the days grow longer and the air turns warmer, many of us embrace the tradition of spring cleaning to declutter our homes. Likewise, businesses should engage in a proactive legal “spring cleaning” to refresh, stabilize, and position your business for growth. Start with Your Contracts Contracts are the foundation of your operations. Vendor agreements, employment contracts, partnership arrangements, and client terms should be reviewed regularly to ensure they reflect current law and practice, as small inconsistencies can lead to costly disputes if left unaddressed. Maryland Update: Changes to Consumer Contract Enforcement: Effective June 1, 2026, Maryland law will prohibit businesses from including contract provisions that shorten the time period a consumer has to file a legal claim. Any attempt to reduce the applicable statute of limitations in a consumer agreement will be unenforceable as a matter of law. As part of your spring review, businesses should examine standard consumer-contract terms and conditions to remove limitation provisions before June 1, 2026, and thereby avoid relying on language that will be deemed void. Refresh Your Compliance Practices Regulatory requirements continue to evolve at the federal, state, and local levels. From workplace policies to wage compliance, businesses benefit from a compliance review. Are your annual filings current? Are meeting minutes properly maintained? Regulatory compliance strengthens credibility with lenders and contracting agencies while preventing unnecessary risk. Upcoming Annual Filing Deadlines for Businesses: As part of your spring compliance review, ensure that required annual filings are submitted on time to the state of formation. Maryland Entities: The Maryland State Department of Assessments and Taxation requires all domestic and foreign business entities to file an Annual Report by April 15. Businesses may request a two-month extension through the online extension system, extending the filing deadline to June 15, 2026. Failure to file can result in loss of good standing and potential forfeiture of the entity's status. District of Columbia Entities: The D.C. Department of Licensing and Consumer Protection requires all domestic and foreign business entities to file biennial reports to maintain good standing in D.C and avoid late fees. For entities whose reporting year falls in 2026, the filing deadline is April 1. Evaluate Growth Opportunities Spring cleaning is not only about removing what no longer serves you. It is also about creating room for what comes next. Whether pursuing government contracts, expanding into new markets, restructuring operations, or preparing for financing, strategic legal planning can help you move forward confidently. Taking steps now ensures you are prepared to seize an opportunity when it arises. We Are Here to Help At The SJS Law Firm, we partner with businesses to identify risk, resolve compliance concerns, and build strong legal foundations for sustainable growth. If it has been a while since you reviewed your contracts, policies, or corporate documents, consider making this the season you do. Contact us at (202)-505-5309 for expert guidance or to schedule a meeting and start the season organized, protected, and positioned for success.
Strong attorney-client relationships are built on clear communication, early involvement, and an understanding of the client’s objectives. For small business owners, legal counsel is often viewed as something to engage only when a problem arises. In reality, a strong, ongoing attorney-client relationship can serve as a strategic asset, helping businesses manage risk, control costs, plan proactively, and make informed decisions that support long-term growth. This newsletter outlines what an effective attorney-client relationship looks like and how it can benefit your small business. What Defines a Strong Attorney-Client Relationship? An effective attorney-client relationship is grounded in communication, trust, and a clear understanding of the business’s goals and risk tolerance. Consider some of the core elements of an effective attorney-client relationship: Proactive Communication and Early Engagement: Cultivating a relationship with an attorney at the early stages of your business allows you to clearly communicate your goals and gives the attorney an opportunity to gain valuable insight into your operations, workforce structure, and growth plans. This can look like providing the attorney with the organizational structure of your business, past or upcoming contracts, challenges in your industry, and your business’ operational practices. Proactive communication is a core component of the attorney-client relationship, supported by both ethical duties and evidentiary protections. Attorney-client privilege and an attorney’s duty of confidentiality protect client communications and sensitive business information, enabling candid disclosures. In turn, the ABA and DC Rules of Professional Conduct require attorneys to keep clients reasonably informed, explain legal matters in a manner that supports informed decision-making, and consult with clients about the objectives and means of representation. These duties are best fulfilled when counsel engages with the business from the outset. (ABA Model Rules 1.4 & 1.6 ; DC Rules 1.4 & 1.6 ). Clear and Practical Legal Advice: Having familiarized themselves with your business, the attorney can then quickly spot issues, provide straightforward guidance, and explain legal risks and options in practical terms that help business owners understand and assess risk without unnecessary complexity. Attorneys are ethically required to provide competent representation, meaning they must possess the legal knowledge, skill, and preparation reasonably necessary for the representation. (ABA Model Rule 1.1 ; DC Rule 1.1 ). For small business owners, this duty of competence translates into advice that is both legally sound and meaningfully tailored to the business’ operations, industry, and strategic objectives. Proactive Risk Management: Regular legal oversight of contracts, policies, and compliance obligations helps resolve issues before they escalate into costly disputes or regulatory violations. A good attorney-client relationship focuses on long-term risk management, instead of isolated and reactive legal strategy. It may include reviewing contracts before execution, flagging compliance risks early, or advising on employment decisions before they result in claims. In providing this guidance, attorneys are bound by a duty of diligence and zealous advocacy to advocate for their client’s interests. This obligation requires counsel to do more than identify legal risks; it demands active and loyal representation aimed at protecting the client’s interests, minimizing exposure, and advancing the business’ objectives through informed, strategic decision making. (ABA Model Rule 1.3 ; DC Rule 1.3 ). How a Strong Attorney-Client Relationship Benefits Your Business: Risk Mitigation, Cost Control, and Operational Efficiency: When your attorney understands your business, routine matters such as contract negotiations, drafting, and review can be handled more efficiently. This proactive approach allows business owners to focus on core operations while controlling legal costs and minimizing risk. An attorney’s ethical duty of competent and diligent representation supports this efficiency by ensuring legal work is performed thoughtfully, accurately, and with attention to the business’s long-term interests. Improved Decision-Making : Whether scaling operations, bringing on partners, or navigating ownership changes, access to consistent legal counsel allows business owners to evaluate risks associated with new opportunities, partnerships, or investments before committing business resources. With a better understanding of the obligations and risks your business is taking on, you can operate in confidence. Best Practices for Small Business Owners: To get the most value from legal counsel, small businesses should: Engage legal counsel early, particularly when entering contracts, hiring employees, or expanding operations. Share relevant business developments proactively so counsel can provide timely guidance. Conduct periodic legal check-ins to assess compliance, contracts, and emerging risks. A strong attorney-client relationship is a valuable business tool and better positions small businesses to manage risk and plan for the future. If you would like to discuss how ongoing legal counsel can support your business, The SJS Law Firm is here to help. Call (202) 505-5309 for a complimentary consultation.
As 2026 gets underway, it’s a good time for small businesses to reflect on last year’s developments and prepare for what’s ahead. This newsletter highlights relevant updates in employment law, tax policy, and regulatory obligations across the DC-Metro area to help small businesses stay compliant while positioning themselves for growth. Consider the following key actions as you plan for 2026 and beyond: Review Wage & Employment Law Developments: Minimum wage increases across Washington, D.C., Maryland, and Virginia took effect or are scheduled for 2026, with additional compliance requirements for tipped employees. In July 2026, the DC and VA minimum wage will increase to $18.40/hour (or $10.30/hour for tipped workers) and $12.77/hour, respectively, while MD’s wage increases vary by county and number of employees, with different effective dates. It is especially imperative for small business owners to ensure that tipped employees’ combined wages and tips meet or exceed the required minimum wage to avoid liability under federal, state, and local laws. In addition to wage compliance, employers should be aware of expanded restrictions on non-compete agreements, particularly in D.C. Effective January 1, 2026, D.C. employers can no longer enter non-compete agreements with employees earning less than $162,164 (or $270,274 for medical specialists). Small businesses should review restrictive covenants to mitigate compliance risk. Assess Employee Leave and Statutory Obligations: Recent legislative changes in Maryland expanded parental leave coverage for certain small employers not subject to the federal Family and Medical Leave Act. Effective October 1, 2025, covered employers under the Maryland Parental Leave Act are those that employ at least 15 but no more than 49 employees for each working day during 20 or more calendar workweeks in the current or preceding calendar year and are not covered by the federal FMLA. Eligible employees are those who request parental leave, have been employed by the employer for at least 12 months, and have worked 1,250 hours during the previous 12-month period. Small businesses should confirm whether they fall within the revised coverage thresholds and that internal leave policies reflect current statutory obligations. Overview of the One Big Beautiful Bill and 2026 Impacts: Legislation enacted in 2025 as part of the One Big Beautiful Bill altered several provisions relevant to small businesses, including bonus depreciation, research and development expense deductions, and the qualified business income deduction. Most notably, the legislation permanently restores 100% bonus depreciation, allowing businesses to immediately deduct the full cost of qualifying property placed in service after January 1, 2025, providing greater certainty for capital investment planning. Expanded deductions for domestic research and development expenses and the permanent extension of the 20% QBI deduction may also influence decisions regarding business structure, hiring, and long-term growth strategies. Strategic tax planning can help small businesses take full advantage of these changes in the 2026 tax year. Confirm Contracting Compliance: Maryland’s procurement reforms expanded access to state contracting opportunities for certified small businesses. The reform expanded Small Business Reserve thresholds by requiring that any procurement of $1,000,000 or less be awarded to a certified small business, provided the business is capable of performing the work. The reform also shortened payment timelines, requiring payment within 15 days of invoice approval, which may improve cash flow. Small Businesses interested in state contracts should ensure that required certifications are current and that internal compliance processes align with the updated procurement requirements. A broader discussion of these developments and their implications for small businesses is provided in our comprehensive client alert which is available on our website . Taking time now to review these areas, coordinate with legal and tax professionals, and update internal practices can help position your business for a compliant and successful 2026. If you need help preparing your business for the new year, The SJS Law Firm is here to support you. Call (202) 505-5309 for a complimentary consultation.

As 2025 comes to a close, small business owners are juggling year-end deadlines, holiday demands, and planning for a successful 2026. This is the perfect moment to pause, assess your business, and take intentional steps to protect your company, strengthen your foundation, and position yourself for growth in the new year. Whether you’ve had a year of incredible wins or faced unexpected challenges, these five practical steps will help you enter 2026 organized, compliant, and ready to execute on your goals! 1. Review Regulatory Updates and Confirm Compliance for 2026 Laws and regulations shift every year— and 2025 brought several important changes that may affect how your business operates in the District of Columbia, Maryland, Virginia, and beyond. Now is the time to confirm that your business is fully compliant as you enter 2026. Key areas to review include: • Local licensing and tax obligations • Employment law updates for 2025–2026 • Contract and privacy obligations 2. Reflect on Your Wins, Losses, and Lessons From 2025 Reflection is a critical—and often overlooked—business tool. Taking stock of your business’s performance helps you enter 2026 with clarity instead of clutter. Conduct a “Year-in-Review” Audit and assess the following: What worked well? What didn’t work? What surprised us? What should we stop doing? Where did we exceed expectations? What goals were not met—and why? 3. Evaluate Growth Possibilities and Determine What’s Next A new year brings new opportunities—if you plan for them. Evaluate where you want the business to go in 2026 and what resources you need to get there. Some practical steps to evaluate growth possibilities include mapping out your 2026 visions, identifying your most profitable and least profitable offerings, evaluating operational bottlenecks and assessing team capacity and talent needs. 4. Schedule Year-End Meetings With Your Professional Advisors Don’t enter 2026 without the support of your advisory team. Now is the time to align with your attorney, CPA, financial advisor, and insurance broker. 5. Perform an Internal Legal & Operational Health Check Every business should conduct a holistic year-end legal and operational audit to strengthen the company’s internal foundations. This includes reviewing contracts, corporate records, intellectual property, insurance coverage, and operational systems. Start 2026 with Clarity and Confidence! If you need help preparing your business for the new year, The SJS Law Firm is here to support you. Call (202) 505-5309 for a complimentary consultation.

