Lawyers, Answer Questions  & Get Points Log In
California Mergers & Acquisitions Questions & Answers
1 Answer | Asked in Business Law, Contracts, Employment Law and Mergers & Acquisitions for California on
Q: My company just merged. Does the new company that formed have to honor my contract ?

My contract states I will be provided a free health plan or stipend towards another plan. The newly formed company is not providing this and rates have gone up to over 2K a year. Does my new employer have to honor my contract if they are not firing me or providing a new contract for me to sign?... Read more »

Neil Pedersen
Neil Pedersen answered on Dec 4, 2019

Your post is not entirely clear about your relationship with this company, nor does the post have additional information needed to provide a clear, reliable answer. Assuming you are an employee, and not an independent contractor, when your employer sells to another company, such that you are now... Read more »

1 Answer | Asked in Contracts, Business Formation, Health Care Law and Mergers & Acquisitions for California on
Q: How do you ensure equal profit and sharing of profit of a PC and an aesthetician? Are there options to allow this In CA

Trying to form a corporation in CA with a medical director owning majority shadows but not working, a PA doing all fillers and Botox and the goal is to allow the esthetician to profit share or share hold to ensure equality. She is bringing in the majority of patients (over 300) and if we expand and... Read more »

Joseph Franklin Klatt
Joseph Franklin Klatt answered on Nov 18, 2019

You need to speak to a lawyer in person about this, because this can't be addressed in a simple Q&A format. The big problem here is that there are rules that govern doctors and how they can form medical partnerships. There may be a way of accomplishing your objectives, but it may need to take a... Read more »

1 Answer | Asked in Juvenile Law, Mergers & Acquisitions and Traffic Tickets for California on
Q: I got a ticket for disobeying sign/signal/ markings at intersection in BH, officer gave me a juvenile ticket but I’m 19
Marc David Pelta
Marc David Pelta answered on Jul 7, 2019

You should contact an experienced criminal defense attorney to schedule a case review, most do not charge for the first meeting with you and then you can consider your options.

2 Answers | Asked in Consumer Law, Contracts, Criminal Law and Mergers & Acquisitions for California on
Q: Can I sue a DRP repair shop for omitting replacement parts and tampering/flashing car computer and security system?

No authorization recieved or revealing of acts in any correspondences or in any invoice , estimate given .

Dale S. Gribow
Dale S. Gribow answered on Mar 20, 2019

MORE INFO NEEDED

YOU CAN SUE ANYONE AT any time FOR ANYTHING.

THE ISSUE IS USUALLY IS IT WORTH THE MONEY YOU WILL SPEND FOR LEGAL AND WHAT ARE THE CHANCES OF WINNING? AS A RULE, ONLY ACCIDENT CASES ARE HANDLED ON A CONTINGENCY. THUS A LAWYER WOULD ASK FOR MONEY TO PUT IN TRUST FOR...
Read more »

View More Answers

1 Answer | Asked in Mergers & Acquisitions for California on
Q: Am I required to give my employees any notice before my company gets acquired?
Ali Shahrestani, Esq.
Ali Shahrestani, Esq. answered on Dec 27, 2018

Why would you not? Will it not affect their employment? Common decency is a good rule of thumb. More details are necessary to provide a professional analysis of your issue. The best first step is an Initial Consultation with an Attorney such as myself. You can read more about me, my credentials,... Read more »

1 Answer | Asked in Mergers & Acquisitions and Patents (Intellectual Property) for California on
Q: My company has a few IP patents that are important to me as its CEO. If we merge with another company, how will that

affect the ownership of these patents?

Peter D. Mlynek
Peter D. Mlynek answered on Nov 17, 2018

Typically, if there is a merger, the patents will belong to the new company.

But it does not have to be that way. Issued patents are treated just like any other business asset. Your company can sell the patents along with all the other business assets such as inventory, production...
Read more »

1 Answer | Asked in Mergers & Acquisitions for California on
Q: What is the best way to research whether a company offering to buy mine is financially sound?
Stefan Dunkelgrun
Stefan Dunkelgrun answered on Sep 16, 2018

ask them for their financial records - income statement & balance sheet. You could also ask for a letter from their bank.

1 Answer | Asked in Mergers & Acquisitions for California on
Q: They want me to sign a letter of intent - that doesn't mean I'm totally locked in, does it?
Stefan Dunkelgrun
Stefan Dunkelgrun answered on Sep 16, 2018

A letter of intent is proof that you are committed to the transaction. It means that you generally agree to the transaction, but still need to work out the details. You are not locked in, but at the same time you may be liable for damages if you back out without a good reason. You should consult... Read more »

1 Answer | Asked in Business Law, Insurance Defense, Land Use & Zoning and Mergers & Acquisitions for California on
Q: I have document s of of former landlord who fordury marriage certificate and life insurance over10idenitys
Thomas A. Grossman
Thomas A. Grossman answered on Jul 15, 2018

You have not explained what is going on, nor what you want to be answered.

1 Answer | Asked in Mergers & Acquisitions for California on
Q: Are we able to void the employment contracts of employees from an acquired business?
Benton R Patterson III
Benton R Patterson III answered on May 4, 2018

It depends on the structure of the acquisition, the contracts with the employees, and the law in your state. You will need to speak with a local business attorney.

1 Answer | Asked in Mergers & Acquisitions for California on
Q: What's the first step to evaluating a franchise? What should I look out for?
Jonathan R. Roth
Jonathan R. Roth answered on Apr 6, 2018

First determine the reputation of the organization. Analyze what the costs are and what the training provides. Ask to talk to existing franchisees or simply go to a relatively close franchisee and speak to them. Check to see if they are registered in your state and if there are pending complaints... Read more »

1 Answer | Asked in Mergers & Acquisitions for California on
Q: My son wants to purchase part of the family business from his brother

but they are disputing the price. What's the best way to deal with this?

Jonathan R. Roth
Jonathan R. Roth answered on Mar 16, 2018

There are a number of ways to do this but the two most common are:

1. have someone independently value the stock being purchased without adjustment for minority ownership or lack of control (there are a variety of ways to deal with selection of who values the business);

2. look at...
Read more »

1 Answer | Asked in Mergers & Acquisitions for California on
Q: When two companies decide to merge, what financial information are they legally obligated to disclose to each other?
Jonathan R. Roth
Jonathan R. Roth answered on Feb 17, 2018

In any transaction each party should disclose any material information that might impact the other party's decision to move forward. Generally, each company should disclose their financial information and any known potential liabilities such as potential lawsuits, potential liabilities for recalls... Read more »

1 Answer | Asked in Business Law, Contracts and Mergers & Acquisitions for California on
Q: How do I protect my contract in case of acquisition of company I am in contract with? & New comp does not want to renew.

My company (A) is about to go submit a service proposal to company B. What if Company C acquires Company B and then Company C does not want to continue with our existing contract with Comp. B? What clause can I put in my contract with Company B to protect my company from taking that loss?

Robert Philip Cogan
Robert Philip Cogan answered on Feb 2, 2018

Usually, company C takes company B subject to all its obligations, e.g., a contract with company A. One way to address this is by having your attorney address in the contract what happens if you get terminated without proper cause.

2 Answers | Asked in Mergers & Acquisitions for California on
Q: A competing business offered to take over my business (essentially buying it out) and I'm interested. How long does an

acquisition generally take?

Robert Philip Cogan
Robert Philip Cogan answered on Jan 15, 2018

A few weeks to a few years, depending on how complicated the business is, whether you are agreed on the price, whether licenses need to be transferred, whether you agree on future non-competition obligations, other business factors, and whether you have lawyers who focus on getting the deal closed.

View More Answers

1 Answer | Asked in Mergers & Acquisitions for California on
Q: Is there a best time of year to complete a merger in California?
Jonathan R. Roth
Jonathan R. Roth answered on Jan 6, 2018

Timing for completion of a merger depends on the tax implications of the merger and the seasonal operations of the businesses involved. Those factors should dictate the timing of the merger.

1 Answer | Asked in Mergers & Acquisitions and Immigration Law for California on
Q: If my company get acquired, how will it impact my employees' H1B statuses?
Jonathan R. Roth
Jonathan R. Roth answered on Dec 8, 2017

It will depend on the manner and terms of the acquisition. Assuming the buyer wants to retain the employees with the Visa then you need to speak to an immigration attorney prior to finalizing the acquisition documents.

1 Answer | Asked in Mergers & Acquisitions for California on
Q: Are there instances where I as the founder of a company could still run the company if it gets acquired? Would that have

to be written into the acquisition paperwork?

Robert Philip Cogan
Robert Philip Cogan answered on Nov 27, 2017

There are many such instances. In some cases, the acquirer will not even buy the company unless the founder stays. Merely writing it into the paperwork does not mean that you will achieve your objectives. You need to have a detailed understanding with the acquirer. Just saying "running the company"... Read more »

2 Answers | Asked in Business Law, Mergers & Acquisitions and Tax Law for California on
Q: Who pays taxes for the current fiscal year during a small business aquisition?

Someone I met is closing down their business and has a fair number of assets. If I were to form a company to acquire their business, would I be subject to paying their taxes and other debts? This would be a California formed Corporation absorbing a Texas Corporation.

Jonathan R. Roth
Jonathan R. Roth answered on Nov 10, 2017

If the terms of the purchase and sale are drafted by an attorney who knows their business, the only thing you will be obligated to pay for are the assets you buy and any debts you agree to assume. If you in fact are going to buy substantially all of the assets of the business then you need to make... Read more »

View More Answers

2 Answers | Asked in Mergers & Acquisitions for California on
Q: Should two businesses trying to merge have separate attorneys to most effectively represent both sides?
Jonathan R. Roth
Jonathan R. Roth answered on Oct 24, 2017

All things being equal each business should have their own legal counsel. As a practical and ethical matter, no attorney should represent both sides to a transaction.

View More Answers

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.