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Michael Ray Smith
  • Business Law, Estate Planning, Appeals & Appellate
  • Indiana
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Biography

Michael Smith advises clients with starting up new businesses, buying and selling businesses, negotiating contracts, resolving internal disputes among the owners of businesses, and protecting the rights of businesses and business owners through litigation. He is particularly experienced in creating and advising limited liability companies (or LLCs). His practice also includes tax exempt, nonprofit organizations, including 501(c)(3)'s. He also represents clients in appeals, both civil and criminal.

Mike was born and raised in Tennessee, but he has been a Hoosier for most of his life. He moved to Indiana in 1978 after receiving a B.E. in chemical engineering (summa cum laude) from Vanderbilt University to work for Eli Lilly and Company in Lafayette, Indiana. Along the way, he earned a Master of Science degree in chemical engineering from Purdue University. In 1989 he enrolled in law school while continuing to work full time at Lilly, obtaining a J.D. (summa cum laude) from the Indiana University Robert H. McKinney School of Law in 1993. He then moved to the Lilly Law Division, working first in the Environmental Law Group, and then in Securities and Commercial Transactions. While he was in the Law Division, he organized and led the Lilly Law Divison Pro Bono program. In 2008, he left Lilly to open a business law practice in Fishers, Indiana. In 2018, he and his partner, Susan Rayl, joined with attorneys in forming Harshman Ponist Smith & Rayl, LLC.

Mike has served as an adjunct professor at the Indiana University Robert H. McKinney School of Law in Indianapolis, and he frequently teaches continuing education courses for other lawyers, paralegals, and accountants. He has published the Indiana Business Law Blog since 2009.

Mike's recreational interests include backpacking, fishing, kayaking, gardening and native plants, and woodworking with vintage hand tools.

Education
Indiana University Robert H. McKinney School of Law
J.D. (1993) | Law
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Honors: summa cum laude
Activities: Note Development Editor, Indiana Law Review
Indiana University Robert H. McKinney School of Law Logo
Purdue University - Purdue University
M.S. (1982) | Chemical Engineering
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Activities: Research in the possible application of ion exchange technology in artificial kidneys.
Purdue University - Purdue University Logo
Vanderbilt University
B.E. (1978) | Chemical Engineering
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Honors: summa cum laude
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Professional Experience
Partner
Harshman Ponist Smith & Rayl, LLC
- Current
Member
Smith Rayl Law Office, LLC
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Originally Michael Smith Law Office, LLC
Adjunct Professor
Indiana University School of Law -- Indianapolis
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Taught Contract Drafting to law students
Contract Attorney
Community Development Law Center
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Adjunct Professor
Indiana University School of Law -- Indianapolis
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Conducted the Nonprofit Externship Program for law students at the Community Development Law Center.
Attorney/Counsel
Eli Lilly and Company
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For more than fourteen years, Michael Ray Smith was in-house counsel for Eli Lilly and Company. While in Lilly's law division, Mike worked in the environmental legal department, in the office of the corporate secretary, and, for the last ten years, in the commercial transactions group. While in commercial transactions, Mike supported the Company's global sourcing operations, writing and negotiating contracts for all manner of goods and services, including a $1.3 billion energy management outsourcing transaction.
Publications
Articles & Publications
Indiana Business Law Blog
Harshman Ponist Smith & Rayl, LLC
Yes, Your LLC Needs an Operating Agreement
Fishers Business Insider
Limiting the Discretion of the Administrator of Poor Relief in Indiana
Indiana Law Review
Speaking Engagements
Advising Closely Held For-Profit Businesses, Annual CLE Conference, Rochester, IN
Fulton County Bar Association
Awards
Heartland Pro Bono Award
Heartland Pro Bono Council
Professional Associations
Indiana State Bar Association
Member
Current
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Indianapolis Bar Association
Member
Current
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American Institute of Chemical Engineers
Member
Current
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Jurisdictions Admitted to Practice
Indiana
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D.C. Circuit
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U.S. District Court, Northern District of Indiana
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U.S. District Court, Southern District of Indiana
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Fees
  • Credit Cards Accepted
    Visa, MasterCard, Discover
  • Rates, Retainers and Additional Information
    Payment plans may be available in appropriate situations.
Practice Areas
    Business Law
    Business Contracts, Business Dissolution, Business Finance, Business Formation, Business Litigation, Franchising, Mergers & Acquisitions, Partnership & Shareholder Disputes
    Estate Planning
    Health Care Directives, Trusts, Wills
    Appeals & Appellate
    Civil Appeals
Additional Practice Areas
  • Limited Liability Companies
  • Nonprofit Organizations
Languages
  • English: Spoken, Written
Legal Answers
Q. I own two lien free rentals through my sole-prop LLC. Can I loan money to my LLC to buy a 3rd rental and record a lien?
A: Certainly you can do that, but the question is whether it would succeed in giving you priority over any unsecured creditors the LLC might have. Assuming there's nothing nefarious or fraudulent involved (such as trying to hinder other creditors, most likely yours but possibly the LLCs, from collecting on a debt), I can't think of a reason off the top of my head why it wouldn't work. Of course, whenever there's any sort of self-dealing involved between an LLC or other entity and its owner, there's a particular need to make sure everything is done properly because the transaction will be closely scrutinized by other creditors looking to find a way to get to the property. Mike
Q. May I run a massage therapy business in my home, if I live in Marion county, indianapolis, Indiana, 46241
A: I cannot answer your question off the top of my head, but the two areas of possible concern: (1) Are Indiana massage therapists, in general, subject to laws that would prohibit you from practicing in your home? Sources of possible restrictions include the provisions of the Indiana Code that deal with massage therapists and the rules of the Indiana State Board of Massage Therapy, which is part of the Indiana Professional Licensing Agency. (2) Are there any restrictions that apply specifically to your home that would prohibit you from practicing massage therapy there? The likely sources of restrictions are the Indianapolis/Marion County zoning regulations and the rules of your homeowners' association (if there is one). If you have a homeowners' association, the rules are likely incorporated into a covenant that might have been referenced in your deed. (If you rent, ask your landlord if there is a homeowners' association.) Naturally, you can do all the research yourself, but even once you do that, you will not be sure there is not something out there that you didn't find. My recommendation is to consult an Indiana attorney. Even if the attorney also has to research the question, you will be more confident in the answer. Good luck with your business.
Q. If I design a product that uses another person's patented component within my design, what permissions do I need?
A: Note that I am not licensed in Illinois, and that none of the answers to questions in this forum should be considered legal advice. You may need a license from the company that owns the patent and any other intellectual property rights, but maybe not if you simply buy the other company's magnets and use them in making your own product (because of something called the doctrine of exhaustion of rights). Even if you can do it that way without a license, you might find that some sort of collaboration with that company could be more profitable. In any event, do not try to make those decisions by yourself. Consult an Illinois attorney who practices in the area of intellectual property licensing to give you definitive advice and to assist you in drafting and negotiating a any agreement you may need.
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Websites & Blogs
Website
Michael Ray Smith's Website Profile
Website
Harshman Ponist Smith & Rayl, LLC Business Law Website
Website
Harshman Ponist Smith & Rayl, LLC Main Website
Blog
Indiana Business Law Blog
Blog
Indiana Law Blog
Contact & Map
Harshman Ponist Smith & Rayl, LLC
3650 N Washington Blvd
Indianapolis, IN 46205
Telephone: (317) 964-6000 Ext. 104