Business Law

Ask a Business Lawyer. Get Business Law Questions Answered ASAP.

Ask a Lawyer,
Get an Answer ASAP!

Business Law

About a year ago,18 drivers from our expedite company filed

Customer Question
a lawsuit against them because...
About a year ago,18 drivers from our expedite company filed a lawsuit against them because of payment discrepancies for the same job to different drivers.Two of the drivers are still employed by the company yet named as plaintiffs.We found that since we have contracts with the company as independent owner operators we are entitled to 67% of gross revenue charged as invoices to the shipping companies,however we cant verify these amounts since the company stopped showing invoices to the drivers in dec 07.T here have been a lot of difference in the amounts paid to the drivers for the same jobs over this time that cant be explained;if a driver complains the company just says someone made a mistake and compensates the driver.The less experience the driver has the more this happens to,and most drivers dont last more than a year.Many drivers have been fired for asking to look at the invoices and this initiated the lawsuit.Since the company has been served papers in Jan 09,they have gone thru many changes,management shuffles,attempts at transparency on the pay sheets,a change from corporation status to limited,and a process to sell the company.This leads to my question,they have sold to a very large transportation comp that we are assuming would have to know about the ongoing litigation.They bought the smaller company at a 63% premium on it`s stock price for 248 million and their stock price doubled,adding 600 million to their capitalization.The transfer of ownership should be completed by the end of the first calender quarter of 2011.We are concerned that there may be some way to transfer this lawsuit to the bigger company and they would wait us out with their battery of lawyers and unlimited resources.Is there some precedent that would indicate that companies would have to deal with established lawsuits before transfer of sold company or can the new company just agree to take it on.One more piece of info;the company delayed us for months by asking for irrefuteable evidence of payment discrepancies and we gathered up about 5000 incidences and presented their lawyer with spreadsheets that showed unexplained and random charges for similar jobs.As far as i know they have 20 days to mount a defence or show the invoices.Also in sept 09 their lawyer wanted to know if we wanted to mediate when they thought they had the company sold the first time but our lawyer said sure,as soon as we see the invoices and we haven`t heard from them since.Their shareholders balked at the first sale because they did not put the company up for public bidding.Your thoughts on whether they can sell and transfer this lawsuit over to the new owners would be apprieciated.
Submitted: 6 years ago.Category: Business Law
Show More
Show Less
Ask Your Own Business Law Question
Answered in 16 hours by:
2/3/2011
Business Lawyer: Law Educator, Esq., Attorney replied 6 years ago
Law Educator, Esq.
Category: Business Law
Satisfied Customers: 121,058
Experience: All corporate law, including non-profits and charitable fraternal organizations.
Verified
Unfortunately, no there is no precedent that would halt the sale. When a new company comes in and purchases an existing company they purchase their assets and liabilities and the new company becomes liable for the suit and defending it or settling it. At this point your attorneys will be monitoring the sale (or should be) to ensure that the old company does not try to simply sell off only assets and then seek to file bankruptcy (which actually would be illegal and not approved, but you would be amazed that there are a handful of companies that still try that silly stuff). If the new company has bought the old company out, they will become liable for managing the litigation and paying on it if they lose.


I hope you found my answer helpful, please click on the GREEN ACCEPT button above for my answer (EVEN IF YOU ARE A SUBSCRIPTION MEMBER). This is necessary for me to be paid for my work and so that I can get credit for assisting you. Your question will not close, and you will still have the opportunity to follow-up if needed. Leaving a bonus and positive feedback is not required, but doing so is certainly appreciated!

Please remember this is a dialog if you have follow up questions please use the REPLY button and ask. If you have additional questions, please keep in mind that I do not know what you already know or don't know, or with what you need help, unless you tell me. Please consider that I am answering the question or question that is posed in your posting based upon my reading of your post and sometimes misunderstandings can occur. If I did not answer the question you thought you were asking, please respond with the specific question you wanted answered.

Also remember, sometimes the law does not support what we want it to support, but that is not the fault of the person answering the question, so please be courteous.

There can also be a delay of an hour or more in between my answers because I may be helping other customers or taking a break.

PLEASE NOTE WELL: IF YOU CLICK OPT OUT I CANNOT REPLY TO YOUR FOLLOW UP QUESTIONS AND YOU MAY NEVER GET ANY REPLY OR IT WILL DELAY MY ABILITY TO REPLY TO YOU. Also, if you use RELIST, I MAY NOT SEE YOUR RESPONSE AND IT WILL DELAY YOUR REPLY.

You can always request me through my profile at http://www.justanswer.com/profile.aspx?PF=10285032&FID=39 or beginning your question with “For PaulMJD…”

Ask Your Own Business Law Question
Customer reply replied 6 years ago
Thanks for your answer,i was away from internet access for a few days.Our company has been sold to the larger company who seems to be a lot more careful in how they conduct their business,ie,not allowing their drivers to drive excessive hours and paying more honestly.The small sold company is having a majority shareholders meeting on Feb 18 to vote on the sale which should be easy since they made so much money on it.The drivers involved in the lawsuit have a hard time believeing that the new company would want to take on the lawsuit and chance that problems would leak out and damage their share price.Have u seen any examples where the companies involved would settle before the sale?
Business Lawyer: Law Educator, Esq., Attorney replied 6 years ago
This may be a bit different question since you are correct the new company may not want to take on the debt of the pending litigation, presuming the new company has done their due diligence and have discovered the suit. Presuming the new company has found out about the suit, the next thing is that they need to have evaluated the grounds for the suit to determine the change of success of the suit on the merits. There have been many of these cases, but they have gone either way, it just depends. Now is certainly the time for the attorneys in the litigation to begin cranking up the heat on the company for settlement and usually they will notify the new company coming in about the suit as well. The interference with the sale could be a big motivator for the old company to settle to get the sale made. However, if they have evaluated the suit and determined that there are no merits to the suit, then they will simply let the new company come in and continue to fight. So there is no way to give you the definitive answer on what they will do.
Law Educator, Esq.
Category: Business Law
Satisfied Customers: 121,058
Experience: All corporate law, including non-profits and charitable fraternal organizations.
Verified
Law Educator, Esq. and 87 other Business Law Specialists are ready to help you
Ask your own question now
Ask Law Educator, Esq. Your Own Question
Law Educator, Esq.
Law Educator, Esq.
Law Educator, Esq., Attorney
Category: Business Law
Satisfied Customers: 121,058
121,058 Satisfied Customers
Experience: All corporate law, including non-profits and charitable fraternal organizations.

Law Educator, Esq. is online now

A new question is answered every 9 seconds

How JustAnswer works:

  • Ask an ExpertExperts are full of valuable knowledge and are ready to help with any question. Credentials confirmed by a Fortune 500 verification firm.
  • Get a Professional AnswerVia email, text message, or notification as you wait on our site. Ask follow up questions if you need to.
  • 100% Satisfaction GuaranteeRate the answer you receive.

JustAnswer in the News:

Ask-a-doc Web sites: If you've got a quick question, you can try to get an answer from sites that say they have various specialists on hand to give quick answers... Justanswer.com.
JustAnswer.com...has seen a spike since October in legal questions from readers about layoffs, unemployment and severance.
Web sites like justanswer.com/legal
...leave nothing to chance.
Traffic on JustAnswer rose 14 percent...and had nearly 400,000 page views in 30 days...inquiries related to stress, high blood pressure, drinking and heart pain jumped 33 percent.
Tory Johnson, GMA Workplace Contributor, discusses work-from-home jobs, such as JustAnswer in which verified Experts answer people’s questions.
I will tell you that...the things you have to go through to be an Expert are quite rigorous.

What Customers are Saying:

Mr. Kaplun clearly had an exceptional understanding of the issue and was able to explain it concisely. I would recommend JustAnswer to anyone. Great service that lives up to its promises!

Gary B.Edmond, OK

My Expert was fast and seemed to have the answer to my taser question at the tips of her fingers. Communication was excellent. I left feeling confident in her answer.

EricRedwood City, CA

I am very pleased with JustAnswer as a place to go for divorce or criminal law knowledge and insight.

MichaelWichita, KS

PaulMJD helped me with questions I had regarding an urgent legal matter. His answers were excellent.

Three H.Houston, TX

Anne was extremely helpful. Her information put me in the right direction for action that kept me legal, possible saving me a ton of money in the future. Thank you again, Anne!!

ElaineAtlanta, GA

It worked great. I had the facts and I presented them to my ex-landlord and she folded and returned my deposit. The 50 bucks I spent with you solved my problem.

TonyApopka, FL

Wonderful service, prompt, efficient, and accurate. Couldn't have asked for more. I cannot thank you enough for your help.

Mary C.Freshfield, Liverpool, UK

< Previous | Next >

Meet the Experts:

Infolawyer

Infolawyer

Attorney

1,851 satisfied customers

Experienced lawyer

Dimitry K., Esq.

Dimitry K., Esq.

Attorney

1,611 satisfied customers

Run my own successful business/contract law practice.

MShore Law

MShore Law

Attorney

1,233 satisfied customers

Drafted Negotiated and/or Reviewed Thousands of Commercial Agreements

RGMacEsq

RGMacEsq

Attorney

751 satisfied customers

Licensed Texas General Practice Attorney

Barrister

Barrister

Attorney

646 satisfied customers

17 years practicing attorney, JD, BA, MBA

Ely

Ely

Attorney

577 satisfied customers

Counselor at Law.

J.Hazelbaker

J.Hazelbaker

Attorney

393 satisfied customers

Experienced and trained in the area of business law.

< Previous | Next >

Related Business Law Questions
I have a question about corporate law. I am 50% shareholder
Second opinion] I have a question about corporate law. I am 50% shareholder in an s corporation. My business partner spends half of the year abroad. He is currently out of the country. Our business is… read more
Michael Bradley
Michael Bradley
JD
1,192 satisfied customers
I buyout my 50% shareholder in 2012,but she not resigned
I buyout my 50% shareholder in 2012,but she not resigned what can I do? … read more
Lori
Lori
Juris Doctor
275 satisfied customers
I have a question about corporate law. I am 50% shareholder
I have a question about corporate law. I am 50% shareholder in an s corporation. My budiness partner spends half of the year abroad. He is currently out of the country. Our business is no longer solve… read more
Damien Bosco
Damien Bosco
3,388 satisfied customers
I have a small business I have two contracts in a mine two
I have a small business I have two contracts in a mine two different planners asked me to do work I was told by several mine employees that one was the priority so I did that work the other planner go… read more
WiseOwl58
WiseOwl58
JD Honors Graduate
3,712 satisfied customers
I sit on the board of directors for a corporation that has a
I sit on the board of directors for a corporation that has a bar business. Our treasurer and president took it upon them selves with no majority vote/ no vote at all to cash in investments. Discussion… read more
Asad Rahman
Asad Rahman
Attorney
J.D.
2,289 satisfied customers
Wanting to expand my business from one corporation to 2 or 3
wanting to expand my business from one corporation to 2 or 3 for further protection for each individual business. looking for someone to help … read more
Ely
Ely
Attorney
Juris Doctor
577 satisfied customers
Is there a rule which requires that a corporation (or LLC)
Is there a rule which requires that a corporation (or LLC) must have a lawyer in a civil case?… read more
Damien Bosco
Damien Bosco
3,388 satisfied customers
We have an s corporation. In the shareholder agreement there
We have an s corporation. In the shareholder agreement there is a provision that the corporation must repurchase shares from minority shareholder when offered. Shareholder Agreement further states tha… read more
Roy Hadavi
Roy Hadavi
Attorney
Juris Doctorate
996 satisfied customers
If a corporation, like Lowes contracts a person to do my
if a corporation , like Lowes contracts a person to do my work and the contractor messes it up do I sue the company, the contractor, or both? … read more
P. Simmons
P. Simmons
Attorney
Doctoral Degree
35,299 satisfied customers
If I start a Corp with a few shareholders and then form an
If I start a Corp with a few shareholders and then form an LLC with the corp as a member with another person as the other member, will the corp have liability protection from lawsuits against the LLC … read more
KLAW
KLAW
Juris Doctorate
1,759 satisfied customers
Regarding terminating a business contract with a billing
Regarding terminating a business contract with a billing company that processes our billing. Both I and my partner signed contract as required by our Operating Agreement for the business . The billing… read more
LegalGems
LegalGems
Juris Doctorate
10,698 satisfied customers
Converting my llc business to a c corporation and looking
Converting my llc business to a c corporation and looking for a lawyer to sign the paperwork … read more
Richard - Bizlaw
Richard - Bizlaw
Juris Doctor
3,698 satisfied customers
Do all shareholders, ( 3 shareholder corporation) have the
Do all shareholders, ( 3 shareholder corporation) have the right to inspect the bank accounts? (florida corporation) … read more
Dwayne B.
Dwayne B.
Juris Doctor
28,689 satisfied customers
Question about business/contract law breach of contract and
question about business/contract law breach of contract and file a complaint I like to consult with an attorney preferably from ILLINOIS… read more
Damien Bosco
Damien Bosco
3,388 satisfied customers
Is shareholder approval required to move a corporation out
Is shareholder approval required to move a corporation out of Nevada? We did a conversion to Colorado before our new annual list of officers and directors and business license was due. I think that is… read more
Ray
Ray
Lawyer
Doctoral Degree
30,865 satisfied customers
Is a contract from a business that can not be found in the
Is a contract from a business that can not be found in the database of the Secretary of Texas (we think it's a fake company) valid and enforceable? … read more
RGMacEsq
RGMacEsq
Attorney
Doctoral Degree
751 satisfied customers
Can a corporate board require shareholder participation in,
can a corporate board require shareholder participation in, and personal guaranty of, future corporate loans against the wishes of the individual shareholder… read more
TaxAttorneytoHelp
TaxAttorneytoHelp
Owner
Doctoral Degree
2,542 satisfied customers
My dad was a 51 shareholder in a new California corporation,
My dad was a 51 shareholder in a new California corporation, he used a buyout form to purchase for a 1 dollar the other 49 percent because the other shareholder had a difference of opinion on how the … read more
Richard - Bizlaw
Richard - Bizlaw
Juris Doctor
3,698 satisfied customers

DISCLAIMER: Answers from Experts on JustAnswer are not substitutes for the advice of an attorney. JustAnswer is a public forum and questions and responses are not private or confidential or protected by the attorney-client privilege. The Expert above is not your attorney, and the response above is not legal advice. You should not read this response to propose specific action or address specific circumstances, but only to give you a sense of general principles of law that might affect the situation you describe. Application of these general principles to particular circumstances must be done by a lawyer who has spoken with you in confidence, learned all relevant information, and explored various options. Before acting on these general principles, you should hire a lawyer licensed to practice law in the jurisdiction to which your question pertains.

The responses above are from individual Experts, not JustAnswer. The site and services are provided “as is”. To view the verified credential of an Expert, click on the “Verified” symbol in the Expert’s profile. This site is not for emergency questions which should be directed immediately by telephone or in-person to qualified professionals. Please carefully read the Terms of Service (last updated February 8, 2012).

DISCLAIMER: Answers from Experts on JustAnswer are not substitutes for the advice of an attorney. JustAnswer is a public forum and questions and responses are not private or confidential or protected by the attorney-client privilege. The Expert above is not your attorney, and the response above is not legal advice. You should not read this response to propose specific action or address specific circumstances, but only to give you a sense of general principles of law that might affect the situation you describe. Application of these general principles to particular circumstances must be done by a lawyer who has spoken with you in confidence, learned all relevant information, and explored various options. Before acting on these general principles, you should hire a lawyer licensed to practice law in the jurisdiction to which your question pertains.

The responses above are from individual Experts, not JustAnswer. The site and services are provided “as is”. To view the verified credential of an Expert, click on the “Verified” symbol in the Expert’s profile. This site is not for emergency questions which should be directed immediately by telephone or in-person to qualified professionals. Please carefully read the Terms of Service (last updated February 8, 2012).

Show MoreShow Less

Ask Your Question

x