The Law Offices of Paul H. Appel – Your Trusted Business Law Partner in New Jersey
Statewide · New Jersey
The statutes that create your company, the courts that read your contracts and the agencies that collect your filings are all New Jersey institutions. Paul H. Appel advises owners on how those rules apply, from a Freehold office and by phone or video wherever in the state the business operates.
Describe the decision or document in front of you. You will speak with Paul directly, and scope and fee are confirmed in writing before any work begins.
Request a ConsultationWhy the state matters
A company is a creature of the state that formed it. For most owners reading this, that means New Jersey statutes and New Jersey case law decide what the operating agreement must say, how far a restrictive covenant can reach and how long a claim stays alive.
Generic templates and national legal websites tend to describe a blended, average version of business law. That average rarely matches what a New Jersey judge, arbitrator or state agency will actually apply. Someone who copies a non-compete from another state's form, or assumes an LLC must hold annual meetings because a website said so, can end up relying on a document that does not do what they think.
Paul has practiced business law since 1967, in New Jersey and New York, and the practice is limited to commercial and business matters. The value of that focus is simple: knowing which New Jersey rule governs the question, and saying plainly when the answer depends on facts that need a closer look.
This page is general orientation about New Jersey business law. It is not legal advice for your company; the right answer for a specific matter depends on its documents, facts and timing.
The framework
These are the sources of law that come up most often in a small or mid-sized company's legal life. Each one is summarized at a high level only.
| Area | Primary New Jersey source | What it means in practice |
|---|---|---|
| Limited liability companies | Revised Uniform Limited Liability Company Act, N.J.S.A. 42:2C-1 et seq. | Fills the gaps your operating agreement leaves open, so a thin agreement means the statute's default rules control voting, transfers and departures. |
| Corporations | New Jersey Business Corporation Act, N.J.S.A. Title 14A | Sets director and shareholder duties and, for closely held companies, a court remedy when minority owners are treated oppressively (N.J.S.A. 14A:12-7). |
| State filings | Division of Revenue and Enterprise Services (DORES) | Receives certificates of formation and incorporation, amendments and the annual report due each year in the entity's anniversary month. |
| Contracts | New Jersey common law; UCC Article 2 for sale of goods | Contract claims generally carry a six-year limitations period, sale-of-goods claims generally four years, though accrual and tolling turn on the facts. |
| Workers | New Jersey "ABC test" for wage, unemployment and related laws | A worker paid as a contractor may still be treated as an employee under state law, with meaningful penalties for misclassification. |
| Arbitration | New Jersey Arbitration Act, N.J.S.A. 2A:23B-1 et seq. | Arbitration clauses generally must explain clearly that a party is giving up the right to go to court, or they risk being unenforceable. |
Industry rules sit on top of this base: the Construction Lien Law for contractors, the Franchise Practices Act for qualifying franchisees, and bulk-sale tax notice requirements when a business sells its assets outside the ordinary course.
How the law shows up
Formation
Choosing between an LLC and a corporation, then documenting ownership properly, is where the statute's defaults either work for you or against you. The firm's entity formation practice covers the filing and the governing documents together.
Restrictive covenants
New Jersey has no general non-compete statute. Courts weigh whether the restriction protects a legitimate interest, imposes undue hardship or harms the public, and may narrow an overbroad clause rather than enforce it as written. Legislation has been proposed repeatedly, so current status is worth confirming.
Selling assets
A buyer of a New Jersey business's assets outside the ordinary course generally must notify the Division of Taxation at least ten business days before closing, or risk liability for the seller's unpaid state taxes. Deals are often structured around that timing.
Disputes
Most business lawsuits proceed in the Superior Court, Law Division, while claims for equitable relief such as an injunction are typically heard in the Chancery Division. Many contracts send disputes to mediation or arbitration instead; see dispute resolution options.
Outside the three counties
The practice is centerd on Monmouth, Middlesex and Ocean Counties, but most business-law work is document work, and documents travel. Owners in other parts of the state generally work with the firm like this.
You describe the business, the decision and any deadline. Paul tells you whether the matter is a good fit and what information he would need to give a useful answer.
Before work begins you receive the scope in writing — a flat fee for formations, contracts and startup packages, a monthly retainer for ongoing counsel, hourly only where the work genuinely calls for it.
Operating agreements, leases, draft contracts and correspondence are shared electronically, reviewed and returned with comments or redlines.
Most conversations happen by phone or video. When a signing or negotiation calls for it, clients meet Paul in person at the Freehold office by appointment.
Close to home
Businesses in the firm's home region will find more local context — the corridors, industries and typical legal issues of each county — on the county hubs. Each one also lists the individual community pages for that county.
For a full map of the communities served, see areas the firm serves. Owners who simply want to know what the practice covers can browse the practice areas from the main menu.
Questions & answers
Yes, because the rules that govern your company are mostly state rules. How an LLC operates when its agreement is silent, whether a restrictive covenant will be enforced, how worker status is tested and how long you have to bring a contract claim are all answered by New Jersey statutes and New Jersey court decisions. A lawyer working from another state's assumptions can give advice that sounds right and is not.
Often, yes. Contract review, entity work, governance documents and much transaction work can be handled by phone, video and electronic document exchange. Paul will tell you at the first conversation if a matter needs a local presence he cannot provide, such as frequent in-person court appearances far from Monmouth County, so you can plan accordingly.
Usually both, in different ways. The internal affairs of the entity — owner rights, voting, fiduciary duties — are generally governed by the law of the state where it was formed, while doing business in New Jersey can require registering here and following New Jersey employment, tax and licensing rules. Contracts are governed by whatever law they select, within limits. The mix is fact-specific and worth mapping early.
A state filing form creates the entity, but it does not settle how owners vote, share profits, add members or leave. Without a tailored operating agreement, the default rules of New Jersey's LLC Act fill those gaps, and the defaults may not reflect what the owners intended. The filing is the easy part; the agreement is where most later disputes are won or lost.
Your attorney
Every matter at the firm is handled personally by Paul — the same attorney reads the documents, gives the advice and negotiates on your behalf.
Contact
Describe what the business is dealing with — a contract on your desk, a deal in progress, a dispute or a company you are about to form. You will hear back from the attorney who handles the work.
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