Mergers & Acquisitions Questions & Answers by State
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Mergers & Acquisitions Questions & Answers
Q: Can I legally set up an online private exchange for the stocks of a family owned company?
1 Answer
| Asked
in
Business Formation, Business Law and Mergers & Acquisitions
on
Answered on Apr 20, 2018
Answered on Apr 20, 2018
Benton R Patterson III's answer
This is likely subject to SEC regulation. You should speak with a securities lawyer before setting up a share exchange.
This is likely subject to SEC regulation. You should speak with a securities lawyer before setting up a share exchange.
Q: Say I know about a merger between two firms and their stock going to rocket up. Will it be a crime if I buy their stock
1 Answer
| Asked
in
Business Law, Contracts and Mergers & Acquisitions
for
New York
on
Answered on Apr 14, 2018
Answered on Apr 14, 2018
Q: Does this probate on my mom sound legal or right.mom passed and sisterput putame law firmprobate
Richard Samuel Price's answer
The requirement for notice is to mail it to you. You need to either get a mailing address or hire an attorney so that your attorney will get your notices. Contact an attorney in your area for a full consultation.
The requirement for notice is to mail it to you. You need to either get a mailing address or hire an attorney so that your attorney will get your notices. Contact an attorney in your area for a full consultation.
Q: What's the first step to evaluating a franchise? What should I look out for?
Jonathan R. Roth's answer
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 against them.
There is a very good article written by Susan Adams on things to look at before you buy a franchise. I recommend you read it....
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 against them.
There is a very good article written by Susan Adams on things to look at before you buy a franchise. I recommend you read it....
Q: My son wants to purchase part of the family business from his brother
Jonathan R. Roth's answer
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 any stockholder agreement that exists for how it determines value;
If they can't agree upon price of the stock, are they going to be able to work together? Are both sons going to work in the...
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 any stockholder agreement that exists for how it determines value;
If they can't agree upon price of the stock, are they going to be able to work together? Are both sons going to work in the...
Q: When two companies decide to merge, what financial information are they legally obligated to disclose to each other?
Jonathan R. Roth's answer
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 of products. There should be a discussion of the retention of key employees and whether licenses held by one company or the other can be assigned without the consent of the owner of the license. The...
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 of products. There should be a discussion of the retention of key employees and whether licenses held by one company or the other can be assigned without the consent of the owner of the license. The...
Q: Can a not-for-profit organization exist by just donating all of its profit instead of taking specific actions?
1 Answer
| Asked
in
Business Formation, Business Law and Mergers & Acquisitions
for
Florida
on
Answered on Feb 16, 2018
Answered on Feb 16, 2018
Andy Wayne Williamson's answer
Short answer. Maybe. However this question is beyond the scope of this site.
You need to consult with a business law attorney on this issue as it is more complex than just a simple yes or no answer.
Short answer. Maybe. However this question is beyond the scope of this site.
You need to consult with a business law attorney on this issue as it is more complex than just a simple yes or no answer.
Q: I have lived in an apartment without being on the lease with my daughters from 1998-2009. ..
1 Answer
| Asked
in
Contracts, Land Use & Zoning, Mergers & Acquisitions, Real Estate Law and Landlord - Tenant
for
New York
on
Answered on Feb 13, 2018
Answered on Feb 13, 2018
Michael David Siegel's answer
If it burned down what apartment could anyone get back? Unless you are an arsonist and burned it down, you cannot get "charged" with anything.
If it burned down what apartment could anyone get back? Unless you are an arsonist and burned it down, you cannot get "charged" with anything.
Q: Can a police officer write me citation for driving on revoked even if he did not pull me over.?
1 Answer
| Asked
in
Civil Rights, Constitutional Law, Criminal Law, Mergers & Acquisitions and Traffic Tickets
for
North Carolina
on
Answered on Feb 6, 2018
Answered on Feb 6, 2018
Bill Powers' answer
GREAT QUESTION - We've seen this happen in the past, although it involved a law enforcement officer whom was basically a neighbor and regularly checked DMV records.
While a citation may be written, that does NOT necessarily mean it can be proven in court.
Makes sense to talk to an experienced attorney ASAP.
Bill Powers
North Carolina Traffic Law Attorney
CarolinaAttorneys.com
GREAT QUESTION - We've seen this happen in the past, although it involved a law enforcement officer whom was basically a neighbor and regularly checked DMV records.
While a citation may be written, that does NOT necessarily mean it can be proven in court.
Makes sense to talk to an experienced attorney ASAP.
Bill Powers
North Carolina Traffic Law Attorney
CarolinaAttorneys.com
Q: If tenants in common disagree on a partition by sale will verbal agreements which are not recorded be considered
1 Answer
| Asked
in
Civil Litigation, Real Estate Law, Intellectual Property and Mergers & Acquisitions
for
California
on
Answered on Jan 31, 2018
Answered on Jan 31, 2018
Jonathan R. Roth's answer
The right to partition is generally independent of verbal agreements. While they can be considered, the real issue is can the property be divided equitably without requiring sale.
The right to partition is generally independent of verbal agreements. While they can be considered, the real issue is can the property be divided equitably without requiring sale.
Q: Sale of mobile home cooperative: what percentage positive vote is required to accept offer to buy.
1 Answer
| Asked
in
Contracts, Mergers & Acquisitions, Business Law and Real Estate Law
for
Florida
on
Answered on Jan 24, 2018
Answered on Jan 24, 2018
Andy Wayne Williamson's answer
No way to say here online. First step would be to have an attorney review the MH cooperative documents as they should set such requirements.
Good luck,
No way to say here online. First step would be to have an attorney review the MH cooperative documents as they should set such requirements.
Good luck,
Q: State GA -My father and mother died over 35 years ago and left 80 acres. Do we need two estates to settled the estate?
2 Answers
| Asked
in
Estate Planning, Mergers & Acquisitions and Real Estate Law
for
Georgia
on
Answered on Jan 18, 2018
Answered on Jan 18, 2018
John W. Chambers Jr's answer
At this point, it might not be necessary to have a probate proceeding for either estate. It might be possible to address the title issues by use of an "affidavit of descent." However, with 10 deceased children, preparation of such an affidavit could be quite complicated. You should consult with a probate attorney or real estate attorney who is familiar with these type of legal issues.
At this point, it might not be necessary to have a probate proceeding for either estate. It might be possible to address the title issues by use of an "affidavit of descent." However, with 10 deceased children, preparation of such an affidavit could be quite complicated. You should consult with a probate attorney or real estate attorney who is familiar with these type of legal issues.
Q: I developed an APP, Website for a client with shares. Client refuses to cooperate to original contract, need legal doc.
1 Answer
| Asked
in
Business Formation, Business Law and Mergers & Acquisitions
for
New York
on
Answered on Jan 18, 2018
Answered on Jan 18, 2018
Inna Fershteyn's answer
I don’t see a question here it seems that you need to hire an attorney to represent you, am I correct?
Feel free to call
Sincerely,
Inna Fershteyn
Law Office of Inna Fershteyn and Associates, P.C.
1517 Voorhies Ave, Suite 400
Brooklyn, NY 11235
tel: 718-333-2394
fax: 718-701-8859
www.BrooklynTrustandWill.com
I don’t see a question here it seems that you need to hire an attorney to represent you, am I correct?
Feel free to call
Sincerely,
Inna Fershteyn
Law Office of Inna Fershteyn and Associates, P.C.
1517 Voorhies Ave, Suite 400
Brooklyn, NY 11235
tel: 718-333-2394
fax: 718-701-8859
www.BrooklynTrustandWill.com
Q: A competing business offered to take over my business (essentially buying it out) and I'm interested. How long does an
Robert Philip Cogan's answer
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.
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.
Q: Is there a best time of year to complete a merger in California?
Jonathan R. Roth's answer
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.
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.
Q: Prop. manager for the house we are leasing is refusing to work w/ us until a tenant removes BBB review. Is this legal?
1 Answer
| Asked
in
Landlord - Tenant, Mergers & Acquisitions and Real Estate Law
for
Texas
on
Answered on Jan 6, 2018
Answered on Jan 6, 2018
Jonathan R. Roth's answer
No it is not legal to refuse to meet his managerial obligations because you filed a complaint or a poor review. I suggest you contact a local attorney who can direct you to who to complain to locally at the government level about the condition of the premises and the actions of the manager. I doubt under Texas law the Manager has any recourse as long as the complaints are true.
No it is not legal to refuse to meet his managerial obligations because you filed a complaint or a poor review. I suggest you contact a local attorney who can direct you to who to complain to locally at the government level about the condition of the premises and the actions of the manager. I doubt under Texas law the Manager has any recourse as long as the complaints are true.
Q: Need to find out what the exact limitations are within the Oklahoma liquor laws. Can I open a drive thru daiquiri shack?
1 Answer
| Asked
in
Business Formation, Business Law, Civil Litigation and Mergers & Acquisitions
for
Oklahoma
on
Answered on Dec 31, 2017
Answered on Dec 31, 2017
Richard Winblad's answer
Never seen a daiquiri shack in Oklahoma. This would probably be considered a bottle shop since the beverage is to be consumed off-premises. Aside from local restrictions (city / county) look at. http://www.oar.state.ok.us/oar/codedoc02.nsf/frmMain?OpenFrameSet&Frame=Main&Src=_75tnm2shfcdnm8pb4dthj0chedppmcbq8dtmmak31ctijujrgcln50ob7ckj42tbkdt374obdcli00_
Never seen a daiquiri shack in Oklahoma. This would probably be considered a bottle shop since the beverage is to be consumed off-premises. Aside from local restrictions (city / county) look at. http://www.oar.state.ok.us/oar/codedoc02.nsf/frmMain?OpenFrameSet&Frame=Main&Src=_75tnm2shfcdnm8pb4dthj0chedppmcbq8dtmmak31ctijujrgcln50ob7ckj42tbkdt374obdcli00_
Q: If my company get acquired, how will it impact my employees' H1B statuses?
Jonathan R. Roth's answer
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.
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.
Q: Are there instances where I as the founder of a company could still run the company if it gets acquired? Would that have
Robert Philip Cogan's answer
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" does not determine how budget approvals are done or a whole raft of other issues. Consulting an attorney who has been through this scenario (I am one of many) would be a good idea.
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" does not determine how budget approvals are done or a whole raft of other issues. Consulting an attorney who has been through this scenario (I am one of many) would be a good idea.
Q: The company I worked for was bought out by a larger corporation. We were supposed to get jobs from them but didn't
1 Answer
| Asked
in
Employment Law and Mergers & Acquisitions
for
Pennsylvania
on
Answered on Nov 23, 2017
Answered on Nov 23, 2017
Salim U. Shaikh's answer
What terms were agreed upon to buy out by larger group? Did they share decision with employees prior to their deal? Generally, rights of employees are well safeguarded prior to any buy out. Did you receive any mail on your future in the current group of companies? If not, consult Attorney of your local jurisdiction and seek remedies through the court.
What terms were agreed upon to buy out by larger group? Did they share decision with employees prior to their deal? Generally, rights of employees are well safeguarded prior to any buy out. Did you receive any mail on your future in the current group of companies? If not, consult Attorney of your local jurisdiction and seek remedies through the court.
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