Questions Answered by Jonathan R. Roth

Q: if their is 5 heirs to an estate can the oldest sibling just take it upon himself to go through dead person's things the

1 Answer | Asked in Estate Planning and Probate for Massachusetts on
Answered on Aug 20, 2017

It is the person appointed Personal Representative's responsibility to do so, or if everything is in a Trust, the Trustee's responsibility. Apart from looking for the Will or a copy of the Will, he should not have done anything by himself.
View Details »

Q: i need a power of attorney and I live in Massachusetts. Do I need a lawyer to do this for me or can I do it myself?

1 Answer | Asked in Estate Planning for Massachusetts on
Answered on Aug 19, 2017

It does not have to be done by an attorney, but I would recommend you have an attorney do it. There are two types of Powers of Attorney, a regular one and a Durable Power of Attorney (DPOA). Most Estate Planners draft Durable Powers of Attorney. There are variations of DPOAs, immediate authority, authority on disability only, broad in scope or limited, some deal with financial decisions and some include or deal with medical decisions and have more authority than a medical proxy. Likewise it...
View Details »

Q: Hi, I have a friend who is still listed as president to a family business. Four years ago was pushed out by his brother.

2 Answers | Asked in Business Law for Massachusetts on
Answered on Aug 15, 2017

A company is not required to pay for a former employees medical insurance. However, under MA m law he would have been entitled to Cobra rights to pay for his insurance under the company plan. If he is still listed as President of the company that raises some interesting issues as to whether he is still deemed an officer of the company and entitled to not only medical insurance but other benefits. Likewise, depending upon why he was terminated as an employee of the company he might have a...
View Details »

Q: How can I optimize a sale of business assets when the business is no longer in good standing?

1 Answer | Asked in Business Formation, Mergers & Acquisitions and Tax Law for Delaware on
Answered on Aug 14, 2017

More information is needed to give you more detailed advice, but you have two basic options, revive the DE entity and sell the business or document the transfer of the business to the LLC and have it sell the business. The devil will be in the details. I would recommend you sell the assets of the business as opposed to the entity if you use the DE entity and liquidate it for capital gains purposes. Depending on the facts, there may be more options. I would contact a business attorney to...
View Details »

Q: What is the best way to prevent family members I don't want to inherit my assets from contesting my will?

1 Answer | Asked in Estate Planning for Massachusetts on
Answered on Aug 9, 2017

There are a number of ways to discourage it, but there is no absolute way to stop someone for challenging a Will for undue influence. I would be happy to discuss various strategies you can use depending upon the assets you own and who you are trying to disinherit. However, MA gives spouses a statutory right to the assets of the other spouse unless you have a pre-nup or post-nup. No relative has a statutory right to your assets other than a spouse to challenge a Will. Trusts can be used to...
View Details »

Q: If I decide to merge my company with another local business, can I still manage my own employees?

2 Answers | Asked in Mergers & Acquisitions for California on
Answered on Aug 9, 2017

It will depend upon the terms of the Merger and what position and authority you keep.
View Details »

Q: What qualifies as trademark infringement? If a company produces a product that looks similar to another's, is that okay?

2 Answers | Asked in Copyright, Business Law and Trademark for Massachusetts on
Answered on Aug 2, 2017

if you use the stickers you are infringing on another company's trademark. The speakers may also violate someone's patent but you can assume not for the moment. if you want to sell them then use the name of mfg or create your own brand.
View Details »

Q: How do I contact someone and ask to buy their mark?

1 Answer | Asked in Mergers & Acquisitions and Trademark for New York on
Answered on Jul 23, 2017

If you go to the Trademark Office and look up the mark, assuming it is registered at the USPTO, it will state who the owner of the mark is and you can write to them.
View Details »

Q: Are mergers really only done when one business is financially suffering and needs another to help it out, or are there

2 Answers | Asked in Mergers & Acquisitions for California on
Answered on Jul 22, 2017

There are lots of reasons for a merger: sale and someone wants to retire, one company wants to grow by acquisition, the concept of synergy- two companies merge to become more efficient and better able to compete with larger competitors; one company has a technology or customer base another one wants.
View Details »

Q: My company is merging with another and the other company's CEO is now going to be the managing partner. Prior to signing

1 Answer | Asked in Mergers & Acquisitions for New York on
Answered on Jul 22, 2017

Probably not unless you want to argue it was fraud in the inducement and seek to rescind the merger.
View Details »

Q: How to work in New York law firms (In New York )with LLB degree from LONDON SCHOOL OF ECONOMICS ?

2 Answers | Asked in Immigration Law for New York on
Answered on Jul 21, 2017

You need to contact the NY bar association to determine if you qualify to take the NY Bar Examination. Unlike the UK, each state in the USA licenses its attorneys. I would suggest you contact a bar review course in the USA as US civil procedure is far different than UK or EU law. You would also need to understand the basics of the US's UCC or Uniform Commercial Code, Criminal Procedure, and Business law, all of which are similar but have distinct differences from the Law of the UK. US...
View Details »

Q: I am an equity partner in a company overseas and want to understand some details

2 Answers | Asked in Banking, Business Formation and Business Law for Massachusetts on
Answered on Jul 20, 2017

A EU company depending upon the jurisdiction it is incorporated can loan money to a US corporation. The Amount of money that is required to be withheld will depend upon the tax treaty as well as the amount of tax it is required to pay to the US. The foreign entity will need to apply for and obtain a TIN. There are other ways of handling the matter including open a US subsidiary such as a LLC and use it as the nominee for such transactions. The EU company is I assume formed in a jurisdiction...
View Details »

Q: Is it illegal to make a DIY notebook with logos on it on youtube ? i am not selling anything but i may monetize my video

2 Answers | Asked in Business Law and Internet Law for Massachusetts on
Answered on Jul 9, 2017

It is not legal to use someone else's logo for a money making promotion without their consent except under unique circumstances. You need to meet with an attorney who handles trademark issues regularly. Likewise the use of someone's logo even in non-money making circumstances is limited. Your question involves very complex issues and as such you need legal advice if you want to use someone else's logo for any reason. If you can do the video without using someone else's logo I would recommend...
View Details »

Q: (a) Can I use NY as venue for a suit? (b) What type of court should I file in? (c) What type of suit should I file?

3 Answers | Asked in Contracts, Business Law, Civil Litigation and Mergers & Acquisitions for New York on
Answered on Jun 28, 2017

Under the Letter of Intent does it state what states law and jurisdiction shall apply? if it says FL then you must file in FL. If it is silent, then the issue is do you fulfill the long-arm statute for NY. If you file in New York and the Court decides it does not have jurisdiction you will have to remove the case to FL. However, I would take the LOI and any emails to a local attorney for review and let him tell you if he thinks you can sue in NY or need to retain FL counsel.
View Details »

Q: The restaurant I work for is also a catering service. The employees get one combined check. If I work different jobs...

1 Answer | Asked in Employment Law for Massachusetts on
Answered on Jun 23, 2017

If you work over 40 hours a week for the same employer then you should get overtime. The calculation of the overtime may bit a more complex than the usual manner. While MA exempts tipped employees from overtime pay, the federal law does not. Therefore, you should be paid overtime at least based upon the MA minimum wage.
View Details »

Q: What type of corporate entity should I choose for my business to attract a buyout by an investor?

1 Answer | Asked in Mergers & Acquisitions for California on
Answered on Jun 23, 2017

If you mean to have someone buy your business in total from you, the choice of entity is not that important since the Buyer is going to want to do an asset purchase. If you are talking about an investor buying into your business that is different and it will depend on both the kind and size of the investor. Generally, LLCs are used most often in early stages and then if you go public you convert into a corporation. Without knowing more details it is difficult to make a definitive...
View Details »

Q: If someone has expressed interest in buying my company should I have them sign an NDA before we talk specifics?

3 Answers | Asked in Mergers & Acquisitions for New York on
Answered on Jun 23, 2017

Yes. Before you give them any information you should have them sign a NDA and even then limit the information until at least an offer subject to due diligence is made.
View Details »

Q: How do I structure a 501c3, when my plans are to grow to national and hyper-local chapters?

2 Answers | Asked in Contracts, Mergers & Acquisitions and Business Formation for Florida on
Answered on Jun 14, 2017

Given your goal each chapter would have to register in its own state and they would apply for a 501 (c)(3) as an affiliate or related entity to the parent group. You need a good local business attorney to assist you.
View Details »

Q: When is the best time to sell a business?

1 Answer | Asked in Mergers & Acquisitions for Michigan on
Answered on Jun 9, 2017

It is completely dependent on the type of business you are selling. If you are selling a seasonal business like one dependent on beach or summer vacation traffic, then before the season starts. Ultimately a well educated buyer is going to evaluate the business on its last 3-5 years of operations and will want to understand its cash flow on a monthly and quarterly basis. As to a time of year, unlike the purchase of homes, there is no real prime time to sell a business although actually entering...
View Details »

Q: What are the advantages of a stock sale over an asset sale?

2 Answers | Asked in Mergers & Acquisitions for New York on
Answered on Jun 2, 2017

The advantage of an asset sale to the Buyer is that the Buyer can avoid undertaking any unwanted liabilities of the Seller. The advantage of a stock sale to the Seller is that he can avoid any depreciation recapture from the sale of equipment. However, if done properly the asset sale can work as well as a stock sale for the Seller. The result is usually the creation of good will which the Buyer will amortize over 15 years. There are a lot of variations of these two sales and each has its...
View Details »

Justia Ask a Lawyer is a forum for consumers to get answers to basic legal questions. Any information sent through Justia Ask a Lawyer is not secure and is done so on a non-confidential basis only.

The use of this website to ask questions or receive answers does not create an attorney–client relationship between you and Justia, or between you and any attorney who receives your information or responds to your questions, nor is it intended to create such a relationship. Additionally, no responses on this forum constitute legal advice, which must be tailored to the specific circumstances of each case. You should not act upon information provided in Justia Ask a Lawyer without seeking professional counsel from an attorney admitted or authorized to practice in your jurisdiction. Justia assumes no responsibility to any person who relies on information contained on or received through this site and disclaims all liability in respect to such information.

Justia cannot guarantee that the information on this website (including any legal information provided by an attorney through this service) is accurate, complete, or up-to-date. While we intend to make every attempt to keep the information on this site current, the owners of and contributors to this site make no claims, promises or guarantees about the accuracy, completeness or adequacy of the information contained in or linked to from this site.