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Mergers & Acquisitions Questions & Answers
1 Answer | Asked in Contracts, Employment Law, Business Law and Mergers & Acquisitions for Louisiana on
Q: If a lawsuit filed in Texas declares money is owed to plaintif; how does plaintiff collect said money?
Randy Bryan Ligh
Randy Bryan Ligh
answered on Oct 21, 2024

Depending on the amount of the judgment should determine whether or not you should consult and hire a lawyer to assist with the collection of the judgment. That said, if the defendant does not voluntarily pay the judgment then you need to collect on it by seizing his property, for example, a bank... 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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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

James L. Arrasmith
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answered on Jun 19, 2024

I understand your concerns about the upcoming meeting on September 20, 2024, regarding the seller's note payment. It seems that the new owners have not been performing as expected, which may result in a lower payout than initially agreed upon. Given the complexity of the situation, involving... View More

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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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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 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

James L. Arrasmith
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answered on May 7, 2024

Under California law, if a corporation has been properly dissolved, it generally cannot be sued. However, there are some exceptions and considerations in your case:

1. Timing: If the lawsuit was filed before the corporation was dissolved, the case can typically proceed. The...
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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 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 Mergers & Acquisitions, Real Estate Law and Tax Law for Mississippi on
Q: is there anyway I can dispute and property sale of my decease mother if I was given incorrect info

I was told I had until the last day of September to pay the taxes on my mothers home and the city sold it on August 30 ( 1 month early)

Anthony M. Avery
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answered on Nov 29, 2024

Hire a MS attorney immediately about how to exercise an Heir's right of Redemption. There will be a short time period after the sale to prove your heirship and enforce your Redemption rights. You will need money to exercise this statutory right. Apparently talking to the taxing... View More

1 Answer | Asked in Mergers & Acquisitions for Indiana on
Q: Refused refill on B/P meds. I have current lab work and went in for follow up. Can they do that?

I was not given a reason for refusal. This is medical question.

Tim Akpinar
Tim Akpinar
answered on Oct 20, 2024

An Indiana attorney could advise best, but your question remains open for a month. I'm sorry your question remained open for a month. It was probably overlooked in the Mergers & Acquisitions heading, instead of something closer, like Health Care. At any rate, it could depend on the reason... View More

1 Answer | Asked in Bankruptcy and Mergers & Acquisitions for Colorado on
Q: How can I shield (1) my house and (2) my IRA from being subject to seizure if I later file for bankruptcy?

I have not yet taken out an SBA 7(a) loan to acquire a business. If I do, the loan will require a personal guarantee. Before committing to a personal guarantee, I'd like to know how to exempt (1) my house and (2) my IRA account from seizure as part of that personal guarantee. How can I do that... View More

James L. Arrasmith
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answered on Oct 4, 2024

To protect your house and IRA from potential seizure in the event of bankruptcy, it's important to understand the exemptions available under Colorado law. Your primary residence is typically protected under the homestead exemption, which can shield a certain amount of equity in your home.... View More

1 Answer | Asked in Contracts, Criminal Law, Business Law and Mergers & Acquisitions for California on
Q: We have a potential investor who seems to be using a bridge loan looking to invest and providing dodgy documentation.

The investment is for $350,000 but the California-based lender sent through a pre approval letter saying they have $450,000 ready for the investment and is asking to see a draft invoice before signing the investment agreement. This seems like someone is using our pitch deck to secure a personal... View More

James L. Arrasmith
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answered on Oct 3, 2024

It's understandable that you're feeling cautious about this situation. Based on what you’ve described, it’s not typical for an investor to require a draft invoice before signing an investment agreement, especially when the loan or funds seem to come from an external source, like a... View More

1 Answer | Asked in Business Law, Contracts and Mergers & Acquisitions for California on
Q: What might the royalty rate be for selling an instructional course that is already a full-fledged business?

My dad passed away and he was the author of this course offered to pest control companies for their operators to renew their licenses. he was in business for 30+ years. A company wants to take ownership of the course and pay us royalties. What might that percentage and/or structure look like?

James L. Arrasmith
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answered on Sep 12, 2024

When negotiating a royalty rate for selling an instructional course that is already a full-fledged business, several factors will come into play. Typically, royalty rates for educational content can range from 5% to 20% of gross or net sales, depending on the value of the content, the exclusivity... View More

1 Answer | Asked in Contracts, Gov & Administrative Law and Mergers & Acquisitions for Illinois on
Q: I want to sue Charles Schwab for Breach of Contract, Conversion, Negligence,

Emotional Distress, and for Actual and Consequential damages resulting from their refusal to allow me access to my accounts transferred to their organization, when they acquired tdameritrade, because I wont sign a paperless agreement.

Tim Akpinar
Tim Akpinar
answered on Sep 12, 2024

An Illinois attorney could advise best, but your question remains open for three weeks. It's difficult for attorneys here to offer their services through this forum - you'd need to reach out to attorneys on your own. In addition to your own searches, there is a "Find a Lawyer"... View More

2 Answers | Asked in Contracts and Mergers & Acquisitions for Michigan on
Q: I paid a lawyer to write a operating agreement for me and five other guys trying to start a defense contracting company

It's been 4 weeks and I still have not heard anything back yet is that normal?

Brent T. Geers
Brent T. Geers
answered on Aug 17, 2024

Could absolutely be normal. Have you called to inquire about the timeline? You are paying a professional to draft a complex and personalized document, not a fill-in-the-blank template (hopefully).

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1 Answer | Asked in Banking, Civil Litigation, Intellectual Property and Mergers & Acquisitions for California on
Q: I have a company that has illegal control over my technology how do I get an emergency injunction against them to stop

I have a 20 million dollar lawsuit against a company for breach of contract. They are still using my technology how can I stop them now. they are going to put that money into another account.

James L. Arrasmith
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answered on Aug 13, 2024

To stop the company from using your technology immediately, you need to file for a temporary restraining order (TRO) in court. A TRO is an emergency measure that can halt their actions until a formal hearing can be held. You'll need to demonstrate that you’re likely to win your case and that... View More

1 Answer | Asked in Contracts and Mergers & Acquisitions for California on
Q: Visitation and Custodial Planning

Grant Deed in written Brief has more than assertion to Broadcast, FCC media.

James L. Arrasmith
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answered on Aug 12, 2024

When dealing with a grant deed, especially in the context of visitation and custodial planning, it's important to ensure that the deed aligns with your legal objectives. A grant deed is a legal document used to transfer ownership of real property, and its terms must be clear and legally... View More

1 Answer | Asked in Contracts, Tax Law, Business Law and Mergers & Acquisitions for Florida on
Q: Buying an LLC - how do I protect myself from lawsuits for issues prior to the purchase? Am I liable for unfilled taxes?
James L. Arrasmith
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answered on Jul 31, 2024

When buying an LLC, it's important to conduct thorough due diligence to uncover any potential liabilities, including lawsuits and unpaid taxes. Start by reviewing the company's financial records, contracts, and any ongoing or past litigation. It's wise to hire a legal professional to... View More

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