A few years ago, my brother purchased a business. A year
Hello,A few years ago, my brother purchased a business. A year ago, he realized he was unable to properly run the business and as a result, he sold it to my sister for a price of simply assuming payment for a note that he owes. He sold her 90% interest in an LLC (she became the managing partner). They signed an assumption agreement, operating agreement and asset purchase agreement.My sister is now pregnant and is unable to run the business. I decided to take it over for the same deal (assuming liability for the note that my brother owes) as well as payment for expenses she incurred, which were around $10k.In all honesty, I trust my sister, but not my brother very much. My sister and I plan on signing an asset purchase agreement and bill of sale and simply notarizing it (which is what she did with my brother). There are no limitations as to who she can and cannot sell to. Is there anything else I can do to protect my interests? Can my brother later come and claim that he sold my sister and she assumed the note and as a result, I am not entitled to ownership even though the transaction occurred?Moreover, if she is selling, do my brother and I have to sign a new operating agreement or is that not necessary? Remember, he owns 10%. Although she has the right to sell the entire business, we are doubtful that he will sign or will be willing to sell his 10%. We're expecting a little noise and are trying to make this an easy transaction without all of the hassle.Thanks.
NAME OF FORM / DOCUMENT? I frequently, as an individual, purchase
NAME OF FORM / DOCUMENT? I frequently, as an individual, purchase electronic and electrical old equipment from estates, individuals, yard sales and similar. When the amount of money involved is over $50. or so I scribble some sort of "I purchased this item from so and so and my name is". Type thing. I need to know what I should entitle the document that will be given to the seller and also kept for my records. Bill of Sale? If there are choices then please let me know what the choices are.
Hey I own two single member LLCs, formed in Delaware. I
HeyI own two single member LLCs, formed in Delaware. I want to transfer the business of one (software, website, domain ownership) company to the other. I have prepared a Bill of Sale with all articles listing the details of the sale. Since I am the sole owner of both companies, I need to sign the document myself, for both parties. Do I need to notarize the sale (sign in front of a public notary) or I can just sign and the deal is closed?CheersMladen
A professional debt buyer plaintiff brings suit regarding a
A professional debt buyer plaintiff brings suit regarding a charged off business line of credit, against an LTD company and an Individual who, when in his official capacity within the company, is the member-manager, but outside the company, is an unrelated individual legal entity.Plaintiff alleged that both LTD company And Individual applied for and accepted a Business Line of credit.Surprisingly, the Trial Court Denied Plaintiff's Motion for Summary Judgment as to the LTD company, but granted SJ as to the Individual named Defendant.Individual didn't answer SJ, but the Judges SJ decision did not consider such in its granting, but mentioned Plaintiffs presentation of (attempt to produce a valid) Bill of Sale , a Card Member Agreement w/ no parties, names, signatures, or dates, a robo Affidavit, not in compliance with Civil Rule 56 (E), and unanswered Requests for Admissions questions.Individual Defendant had believed such Questions were only appropriately directed toward, and answered by a member-manager in an official business capacity of the named Defendant company Plaintiff alleged.Individual Defendant, not then aware of (for months ) Civil Rule 36 (A) (1), Individual was hesitant to answer questions, also thinking that doing so, as would be inappropriate as one without official company capacity to do so, may somehow assume liability for a debt that individual defendant had not been a party to.Indiv. Defendant Appealed, and the end of a three month extension of time is nearing and the Brief will be due.Individual Appellant is confident of success in listed Assignments of Errors, except the issue of Rule 36, as Admissions Questions remained unanswered.One of Plaintiff's Admission Questions, if "automatically" deemed an affirmative answer, would (should) automatically confirm that all questions were actually being asked of Member-manager of company alleged by Plaintiff, and not to Individual named Defendant.So, a bit of confidence that such unanswered Adm. Questions would not therefore apply against Individual Defendant after all.As a precaution though, since this is such an important event:* In an attempt to correct the unanswered questions possible issue, is it still too late to Motion 16 (e) --"Rule 16(e), the court may permit withdrawal or amendment if it would promote the presentation of the merits of the action and if the court is not persuaded that it would prejudice the requesting party in maintaining or defending the action on the merits. An admission under this rule is not an admission for any other purpose and cannot be used against the party in any other proceeding."--If not too late, would this request go to the Trial Court or Appeals Court?If too late,* It would be a shame for the truth of Individual Defendant not being liable, evidenced by there being no actual valid evidence and Assignments of Errors accepted by the Court of Appeals, but have Plaintiff's SJ granting be affirmed by a strict decision of Rule 36 technicality. Where the judicial process efficiency would sadly win over truth on the merits.It has been suggested, to attempt to prevent this result, a Motion 60 (B), relief from judgment should be considered.Again, the Appeal Brief is about 12 days from being submitted.Would the 60 (B) Motion need to be submitted before the Appeal Brief is?If so, to the Trial Court which granted summary judgment against Individual Defendant, or to the Appeals Court?Or, would Individual wait to learn the outcome of the Appeal, then submit Motion 60 (B) if the Appeal went against Individual?Should A Motion 60 (B) be included in the Appeal Brief, as a last mention in the Brief (Alternately...)?Thank you.
A friend has an Scorp with a partner. they both own 50%.
a friend has an Scorp with a partner. they both own 50%. they are planning to go our seperate ways with one keeping the corp as is.how do i release my 50% to him? will that stop me from having any ongoing legal responsibility and if not what do i do to make sure i have not responsibility?there will be an agreement that one can't open another business within X miles. one wants to open one within the dictated mileage so he will have his girlfriend open the corp under her name name. can that be done without any legal problems?