Whether you are starting a small business or running an established company, it is vital to understand business laws and regulations. But that is easier said than done. My goal is to provide business-related legal services so that you can spend more time dealing with the actual business and less time with legal intricacies of operating your business. My services include:

Business formation

You have a new and innovative product or service and you are interested in forming a new business. You may have concerns about liability, taxes, investors and other considerations. As your small business lawyers, we will assist you in deciding whether your startup business should organize as a limited liability company (LLC), partnership, S corporation or C corporation. We will form the most appropriate business organization for your new business and register the business in all jurisdictions in which it will conduct business.

Mergers and acquisitions

If your business is fortunate to thrive and become a merger or acquisition target, we can represent you as the seller; or if you are on the other side and looking to acquire a business, we can assist with the due diligence in purchasing a business. We will review various approaches in purchasing a business through merger or acquisition. We will discuss with you various structures in purchasing the stock or purchasing the assets of an acquisition target. In either case, your business will need thoughtful and comprehensive representation in all aspects of a merger or acquisition.

Government contracting

Government contractors face numerous issues when contracting with the government. And with a hands-on approach and substantial experience, we will help you navigate those legal issues. We prepare teaming agreements, subcontracts and joint venture agreements and can handle a variety of other government contract matters. As government contract lawyers for your small business, we can assist you in applying for programs for HUBZones, service-disabled veteran-owned small businesses or women-owned businesses. If your company is facing debarment or suspension because of allegations of corruption or bribery, we can assist in your defense before the U.S. government or the World Bank.

Business transactions

Once you have an ongoing business, however organized, you will have a host of various commercial transactions. We prepare agreements with lenders, lessors, partners, customers, employees, and consultants. We provide business legal services for your company, preparing confidentiality agreements, nondisclosure agreements, licensing agreements, distribution, employment agreements, independent contractor agreements, lease agreements, and many others. We will help you understand what each part of these agreements require and make sure that these agreements provide protection to you and your business.

Corporate law

Once your startup business has been created, your company will have ongoing requirements to maintain its separate status. We will assist in guiding you on how to prepare corporate minutes or resolutions of the company to maintain the corporate form and other steps to protect the limited liability of your company. You will also have to make sure that your bylaws or operating agreement continues to reflect the needs of the business organization. We are available to assist you in addressing these issues. And once your company is ready to raise additional capital from investors, we can work with you to determine whether you are subject to securities laws or fall within one of the exemptions.

Business disputes

Few businesses are immune to business disputes. If your small business was well-advised, you have an agreement that will provide guideposts on how to resolve your business dispute. If you are unable to settle your dispute, you may have a dispute resolution mechanism such as mediation or arbitration in the agreement. An alternative dispute resolution mechanism such as arbitration or mediation generally can provide a relatively quick resolution of your business dispute. If not, then you may have to consider litigation. We handle business disputes, including pre-litigation matters, mediation, arbitration and litigation.

Anti-corruption compliance

Every company should have procedures and policies to minimize its exposure to allegations of corruption or bribery. An integrity compliance program (ICP) is essential for businesses doing work internationally for the United States government or work financed through one of the development banks. We can assist in reviewing or preparing an ICP to assure that is consistent with the anti-bribery and anti-corruption guidelines from the World Bank. If your company is facing debarment or suspension because of allegations of corruption or bribery, we can assist in your defense before the U.S. government or the World Bank.

Non-profit law

We work with organizations to obtain their tax exempt status under Section 501(c)(3) of the Internal Revenue Code. There have been recent changes to obtaining 501(c)(3) status and we have worked with organizations in submitting successful applications on the simplified track by filing a 1023-EZ and the more rigorous 1023 application for larger organizations. Nonprofits also face similar legal challenges to assure that they comply with business requirements and additional requirements to assure that they do not jeopardize their tax exempt status. As a law firm for nonprofits, we work with nonprofit organizations to guide them through these issues.

FAQ Small Business Attorney in DC

What is considered a small business?

Almost all our clients fall within the definition of small business/startup as determined by the Office of Advocacy of the U.S. Small Business Administration. Under this definition, a small business has fewer than 500 employees. Small businesses encompass about 99.9% of all business organizations in the United States.

Which industries do you serve as a small business attorney?

Most of our clients are service providers such as consulting companies, law firms, accounting and bookkeeping services, cybersecurity consultants, video production companies, and lobbyists, just to name a few. We also represent foreign and domestic manufacturers and software developers.

As a small business lawyer in DC, we represent some retail operations, such as bookstores and restaurants. We also represent numerous nonprofits with varying missions. Our government contractors clients hold various IDIQs (Indefinite Delivery, Indefinite quantity Contracts) and GSA schedules.

In which areas of the law does a small business or startup need legal assistance?

Most times, small businesses/startups need the services of outside general counsel. As outside general counsel for small businesses, we can handle most matters as a small business attorney that small businesses generally encounter. Usually, anything with the word agreement or contract is within our practice areas. This includes operating and shareholder agreements, which are used for small businesses and startups that are formalizing their relationships with their owners. Once a business is formed, then we prepare and review a host of other agreements, such as service agreements (which may be referred to as client agreements or consulting agreements), independent contractor agreements (which may be referred to as subcontracting agreements), employment agreements, teaming agreements, purchase and sale agreements, merger agreements, option agreements, license agreements, lease agreements, and the list goes on.

What factors should a small business and startup look for in retaining the services of a lawyer for small businesses?

With our extensive experience of working as a small business attorney in DC for decades now, background and experience should come right at the top of the list when looking for a small business lawyer. We think that accessibility and communication are essential for a successful relationship between an attorney and a client. Hourly rate is important but not as important as quality of service.

What kind of experience do you have in advising small businesses as an attorney?

Keith Rosten has not only legal experience but also business and practical experience that allows him to relate to the trials and tribulations of a small business owner. Keith has BigLaw experience before working for small and medium-sized businesses, first at his own law firm focused on small businesses and then with Berliner Corcoran & Rowe LLP.

Keith has substantial business experience. He received an MBA from the Tuck School at Dartmouth College. During his business studies, he worked on several group projects with small businesses, including a furniture manufacturer, a manufacturer of leak location precision equipment, real estate developer. After business school, Keith operated a successful real estate business in California and overcame numerous issues, such as asbestos abatement and underground storage tank remediation.

Keith worked as a legal adviser to a government contractor and was a legal adviser to a major initiative in Russia. Keith ran another small business, selling and marketing solar energy equipment. The business had an e-tailer component, hosted the largest solar energy forum online, and sold solar energy equipment to the government. Keith negotiated two GSA schedules for the business and obtained HUBZone certification for the business. Keith was also president of the Dartmouth Entrepreneurial Network – Washington, a networking organization for small businesses in the greater Washington, DC community.

Keith has also volunteered for Compass Pro Bono, working with local business professionals to conduct long-term consulting engagements for local nonprofits in fundraising, governance, and strategy.

With this breadth of legal and business experience, Keith is attuned to some of the challenges facing small businesses, which allows him to provide effective advice and guidance.

As a small business lawyer, do you take in-person meetings only?

Yes. We are located in downtown Washington DC and host many of our clients. For those clients who cannot come into our offices, we usually meet over Zoom or by telephone.

How do you charge for your services as a small business attorney?

We charge our clients based on hourly fees. We usually provide a budget of how much certain matters cost so that startups and small businesses know in advance the ballpark cost of the matter.

What if a client does not like our services?

Clients can terminate our services anytime if they don’t find it satisfactory.

Should my small business lawyer or startup lawyer be in the same state as me?

No, not always necessary and may depend on multiple factors. For example, though we are an expert small business lawyer in DC, we have also provided consultation to other cities’ clients.

Articles posted by rosten

Preparing Your Business for Sale: The Two-Year Exit Plan

Thursday, 14 May 2026 by Rosten Law

Whether you are running an established business or a growing startup, the ultimate goal for many owners is a successful exit. But selling a business is rarely as simple as finding a buyer and signing a contract. To maximize your valuation and ensure the deal actually closes, you should begin the preparation process long before you receive a letter of intent (LOI). This article discusses what I will call the "2-Year Rule" for maximizing the value of your business and assuring a smooth transition. Don’t wait for the LOI to start your preparations. Assemble a team of advisors, including legal, financial, and M&A experts, to guide the process comprehensively.

Why Asset Deals Dominate Small Business M&A—and When Stock Deals Actually Make Sense

Monday, 13 April 2026 by Rosten Law

In the purchase and sale of small and medium‑sized businesses, deal structure often matters as much as price. Buyers and sellers may reach agreement on headline valuation, only to discover that how the transaction is structured dramatically affects taxes, risk allocation, and whether the deal works at all. Most closely held businesses are sold through asset deals, not stock deals. That pattern isn’t accidental. Asset purchases give buyers cleaner risk profiles and better tax outcomes, which in turn helps support higher valuations. Understanding why asset deals dominate, why stock deals are usually discounted, and how modern hybrid structures bridge the gap is critical for business owners, buyers, and advisors navigating a transaction.

Navigating Business Acquisitions: Key Legal Insights

Monday, 12 January 2026 by Rosten Law

Buying a business involves a complex process with distinct phases: preliminary negotiations requiring NDAs and high-level financial reviews, a strategic letter of intent (LOI) to address deal-breakers early, thorough due diligence covering legal, financial, operational, and customer aspects, finalizing purchase agreements with auxiliary documents like disclosure schedules, and post-closing management of financial adjustments and transition services. Each phase is critical to ensuring a successful transaction.

Rosten Law - legal solutions for small and medium -sized businesses

Rosten Law Relaunched

Thursday, 18 December 2025 by Rosten Law

I am very excited to announce that a decade after its founding, Rosten Law has been relaunched. I enjoy what I am doing and hope to continue for years to come. I expect that as before Rosten Law may expand. Rosten Law will remain committed to legal solutions for small and medium-sized businesses. Our core values are integrity, expertise, and client-focused service for our clients. Rosten Law is dedicated to providing its clients with exceptional legal support tailored to each client’s unique needs.

Санкции США Против России: Услуги Под Запретом

Monday, 03 November 2025 by Rosten Law

Американские санкции против России радикально изменили подход к международному консультированию. Ограничения теперь касаются не только финансов и торговли, но и профессиональных услуг — юридических, бухгалтерских и управленческих. Запрещено предоставлять помощь лицам и компаниям, находящимся в России, даже в виде устных советов. Нарушение может повлечь серьёзные административные и уголовные последствия. В статье рассматриваются ключевые…

Sanctions Against Russia: U.S. Lawyers, Accountants and Consultants

Wednesday, 29 October 2025 by Rosten Law

U.S. sanctions against Russia have gone beyond traditional asset freezes and financial prohibitions. Since 2022, they reach deeply into the realm of services, including accounting, legal, and management consulting. For U.S. professionals, this means that what used to be routine international work – corporate formation, strategic consulting, tax planning, or even remote advisory sessions – may now expose a firm to serious civil and criminal penalties under U.S. law. The sanctions landscape has transformed the way American professionals engage internationally. Where once cross-border consulting and accounting were routine, they now demand legal precision, due diligence, and ethical clarity. For U.S. law, accounting, and consulting firms, caution is not optional – it is the only compliance strategy that works.

Political Challenges for Nonprofits

Monday, 20 October 2025 by Rosten Law

The legal environment for nonprofits has undergone significant changes under the Trump administration. These changes are not overt bans or direct defunding but rather subtle tactics—referred to as "lawfare"—that weaponize compliance regulations, redefine national security parameters, and blur the line between advocacy and extremism. This article explores the evolving challenges nonprofits face, from traditional regulatory frameworks to the emerging threats of today. It also provides practical strategies for enhancing organizational resilience.

Law Firm Formation: Choosing a Legal Entity

Thursday, 18 September 2025 by Rosten Law

Many choices for lawyers who want to form their own law firm. The major options are professional limited liability companies, professional corporations, and limited liability partnerships. Each legal form may pose different tax consequences, have different governance requirements and may have different levels of protection for the individual owners. This article highlights the various forms of law firms. Each structure has its own benefits and drawbacks, but the key is to choose the one that best suits your needs and protects your assets. Whether you’re going solo, forming a partnership, or creating a more formal entity, the structure you choose will shape your practice for years to come.

Avoiding World Bank Sanctions: A Guide for Businesses

Thursday, 31 July 2025 by Rosten Law

World Bank sanctions can be a death sentence for businesses involved with the Bank or other development institutions. To protect your operations, it's crucial to take proactive steps to avoid these sanctions. This article provides a breakdown of key measures to keep your business in the clear.

Termination of Government Contracts: Settlement Proposals for Fixed Price Contracts

Thursday, 17 July 2025 by Rosten Law

When the U.S. government terminates a fixed-price contract for convenience, contractors are entitled to payment for completed work and reasonable costs. Calculating a fair settlement involves tracking hours, identifying completed deliverables, and proposing a reasonable hourly rate. This article summarizes the main issues in developing a Termination Settlement Proposal.