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Mergers & Acquisitions Questions & Answers
0 Answers | Asked in Health Care Law and Mergers & Acquisitions for Michigan on
Q: Can a PLLC (ex. medical clinic) share ownership with an LLC (managing partner or investor) in Michigan?

Urgent care owned by physician to share 50% equity with a NP who will be managing partner.

1 Answer | Asked in Civil Rights, Libel & Slander and Mergers & Acquisitions for California on
Q: i was arrested repeatedly by police officers in glendale CA. ACCUSED BY MY PERSONAL BANK ACCOUNT.

Police officers in Glendale ca arrest me for using other people credit card identity theft nd DUI my vehicle was parked when he got behind my vehicle I was not driving my vehicle is parked in the side street and they said the reason why they stopping me is I have expired registration!

My... View More

James L. Arrasmith
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answered on Jul 18, 2024

Police officers must have probable cause to search your vehicle without a warrant. If your vehicle was indeed parked and registered correctly, the search and subsequent seizure of your money may have been unlawful. You have the right to challenge the validity of the search and seizure in court,... View More

2 Answers | Asked in International Law, Mergers & Acquisitions and Business Law for Texas on
Q: We sold our company in Sept 2023 to two Mexico investors, need help come 9/20/24 when sellers note is due can you help?

Seller's note is contingent upon gross revenue of $2.85 million and paid out monthly for 4 years each year 120K The gross revenue will not be attained due to new buyers non performance. New owner is not a citizen of the US and is a 26 yr old son of one of the investors and has no interest in... View More

John Michael Frick
John Michael Frick
answered on Jun 17, 2024

You should contact an attorney experienced in the area of practice called business litigation in or near the county specified in the forum selection clause in the sale agreement, or in the county where the new owner resides if he is the promisor on the note, or in the county where the... View More

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1 Answer | Asked in Business Formation, Business Law and Mergers & Acquisitions for California on
Q: Dissolution and closing of a Personal Service C Corp upon the death of sole shareholder & president

A Personal Service C Corp had only one shareholder, who was also the president. Upon the death of the sole shareholder & president, the business is closed and the C Corp needs to be dissolved. The Secretary of the C Corp will sign the Certificate of Dissolution to be filed with the Secretary of... View More

James L. Arrasmith
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answered on May 15, 2024

In the case of a Personal Service C Corporation with a single shareholder who was also the president, and upon their death, the corporation needs to be dissolved and closed. Here's a step-by-step guide on how to proceed:

1. Appoint a new director: If the deceased shareholder was the...
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2 Answers | Asked in International Law and Mergers & Acquisitions on
Q: My question is how deathbed directives on disposition of assets will be viewed via telephone to recipient party ?

If a good brotherly friend in Canada owns a company and is on death bed, who sends a chat to me in USA and intends to turn over his company and bank accounts to me and expresses that in his chat AND sends transfer of ownership papers and considerable cash to me by his adopted sister who is... View More

James L. Arrasmith
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answered on May 27, 2024

In this situation, there are a few legal considerations to keep in mind:

1. Deathbed directives, also known as deathbed wills or oral wills, are not legally recognized in most jurisdictions. For a will to be valid, it typically needs to be in writing, signed by the testator (the person...
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2 Answers | Asked in Employment Law, Business Law, Civil Litigation and Mergers & Acquisitions for California on
Q: Enforcing a judgment on a dissolved corporation

I sued my employer (it's a nonprofit organization) a couple of years ago, but since then, it has sold some of its assets to a third party and transitioned to a new corporation under a different name, but the executives and the board of directors remain the same. How will this transition impact... View More

Neil Pedersen
Neil Pedersen
answered on May 7, 2024

Yes, this will significantly complicate things. Far more information would need to be known about the situation to provide any solid guidance. If you have not yet procured a judgment, there are things you will need to do now to try to wrangle the new entity into the lawsuit, and depending on the... View More

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1 Answer | Asked in Mergers & Acquisitions for California on
Q: Can Fedex and UPS merge to compete with Amazon? If no why not?
James L. Arrasmith
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answered on Apr 15, 2024

It is unlikely that FedEx and UPS would merge to compete with Amazon, for several reasons:

1. Antitrust regulations: A merger between FedEx and UPS, two of the largest shipping and logistics companies in the United States, would likely face significant scrutiny from antitrust regulators....
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1 Answer | Asked in Mergers & Acquisitions for Arizona on
Q: Why couldn’t Kroger and Albertsons merge yet Amazon, Google, WalMart can continually exist as one?
John Michael Frick
John Michael Frick
answered on Apr 15, 2024

The FTC stated that the proposed deal would eliminate fierce competition between Kroger and Albertsons, leading to higher prices for groceries and other essential household items for millions of Americans. The loss of competition would also lead to lower quality products and services, while also... View More

1 Answer | Asked in Contracts and Mergers & Acquisitions for California on
Q: What right does someone have who receives mail at an apt but isn't on the lease

Ex is not on the lease, lives in apartment, wont leave, gets mail here but hasn't paid rent for the month. We do not have a written contract.

James L. Arrasmith
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answered on Apr 9, 2024

In California, a person who receives mail at an apartment but is not on the lease is considered an "unauthorized occupant" or "squatter." Squatters have limited rights, but the process for removing them can be complicated. Here's what you should know:

1. Tenancy...
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1 Answer | Asked in Civil Litigation, Contracts and Mergers & Acquisitions for Texas on
Q: I was told by my director of transportation for the school district Irving that I should resign before being terminated

Because I have been missing days but I have been using my sick days an personal days for the time that i have been off, I currently have 22hr of personal days left I can use. I have in till the end of the school year of work. because he has pushed my name forward to be terminated before the... View More

Tim Akpinar
Tim Akpinar
answered on Feb 23, 2024

A Texas attorney could advise best, but your question remains open for two weeks. An employment law attorney should advise on this, and the question may have been overlooked in the selected categories. You could repost and add "Employment Law," or since two weeks have elapsed, considering... View More

1 Answer | Asked in Business Law, Mergers & Acquisitions, Civil Litigation and Securities Law for California on
Q: I run a business in Los Angeles and received a Wells Notice after testifying, without an attorney.

hvm

James L. Arrasmith
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answered on Jan 30, 2024

Receiving a Wells Notice in Los Angeles indicates that the Securities and Exchange Commission (SEC) is considering enforcement action against you or your business. This notice is a serious matter and typically precedes formal charges. It gives you the opportunity to present your side of the story... View More

1 Answer | Asked in Contracts, Employment Law and Mergers & Acquisitions for Oregon on
Q: Corporate acquisitions - Is the acquirer bound to uphold hiring contracts established by the acquiree?

Oct 2022, as part of accepting a job with Company A, I signed a job offer that dictated annual salary of $128k and a bonus of 5-10% dependent on performance. May 2023, Company A was acquired by Company B. Oct 2023, annual review went very well, but I was informed by my direct manager that Company B... View More

Robert Alex Fleming
Robert Alex Fleming
answered on Jan 5, 2024

In a corporate acquisition, the acquirer typically conducts due dilligence to review the existing employment contracts of the acquiree. The approach depends on the type of acquisition. In an asset purchase, the acquirer can select which contracts to assume, including their terms. Conversely, in a... View More

1 Answer | Asked in Mergers & Acquisitions for Utah on
Q: No predatory pricing case law
T. Augustus Claus
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answered on Oct 23, 2023

Predatory pricing refers to the practice of setting prices so low that competitors are unable to compete, ultimately allowing the company engaging in this practice to establish a dominant market position and raise prices later. While predatory pricing is generally considered anti-competitive and... View More

1 Answer | Asked in Civil Litigation, Contracts and Mergers & Acquisitions for Tennessee on
Q: If a title loan company is bought out by another company and I didn’t sign a new contract does this void my old contract

They sold the loan agreement to a new business that bought them out and want me to sign an agreement with the new company. If I don’t sign can the new company repossess or does this void my contract because the debt was sold without my approval

Anthony M. Avery
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answered on Aug 7, 2023

Your approval for an assignment of your contract and note is not required. Holder of note is Holder In Due Course, and can enforce it. New contract might be easier terms, or it may be to lender's advantage. Either agree or make full payoff now. Otherwise consider bankruptcy or... View More

1 Answer | Asked in Contracts, Business Law and Mergers & Acquisitions for Georgia on
Q: What is a business trust? And how does one purchase a business that is owned by a trust and an individual? Thanks
T. Augustus Claus
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answered on Jul 7, 2023

A business trust is a legal entity that holds and manages property or assets for the benefit of beneficiaries. It is formed through a trust agreement, where a trustee holds legal title to the assets and manages them according to the terms of the trust.

When purchasing a business owned by a...
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1 Answer | Asked in Criminal Law, Federal Crimes and Mergers & Acquisitions for California on
Q: I owe federal restitution, over $100k, but the corporate victim was bought by another corporation, so I still owe?

$36k was originally recovered but I’m still paying for that as well.

James L. Arrasmith
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answered on Jun 22, 2023

If you owe federal restitution, it's likely that the obligation remains even if the corporate victim was bought by another corporation. Changes in ownership or corporate restructuring usually don't affect your responsibility to repay the restitution. It's important to consult with a... View More

Q: I have questions about business conspiracy. Would like to find lawyers in Durham area, specializing biz & employment law

Entity A and B teaming up to against my best interest - deferred salary and compensation, in a total over $170k.

N'kia (NLN)
N'kia (NLN)
answered on Jun 20, 2023

This is only a Q&A forum where members of the public can post legal questions and attorneys can provide legal information. To connect with an attorney to assist with a legal matter, you might try searching the directory and reaching out to someone directly. Good luck!

2 Answers | Asked in Business Formation, Business Law, Contracts and Mergers & Acquisitions for Florida on
Q: Can I share transaction details w/a business broker/consultant without breaching a business contract? and with a lawyer?

I recently sold my business. The asset purchase agreement signed by both parties states neither party can disclose details of the transaction for 3 years after closing. I want to share details of the business I sold (such as closing price, terms, EBITDA, brand) with a business broker. The reason... View More

Terrence H Thorgaard
Terrence H Thorgaard
answered on May 31, 2023

It is not likely that the agreement could be interpreted to prohibit you from sharing the terms with an attorney under such circumstances; and the fact that you do so would probably be confidential in any case. Run your dilemma by an attorney with experience in such matters to determine, first, if... View More

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1 Answer | Asked in Business Law, Civil Litigation and Mergers & Acquisitions for New York on
Q: I live in a mobile home park, we are selling our realtor was told by buys that Management of the park saying

Our house is for rent not for sell and management knows it's for sell. What can we do when management is Sabotaging the sell

Peter J. Weinman
Peter J. Weinman pro label Lawyers, want to be a Justia Connect Pro too? Learn more ›
answered on May 18, 2023

Why do you suppose management wants to sabotage your sale? Is it possible the buyer got confused about the difference between buying your unit and renting the spot in the park?

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