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New York Business Law Questions & Answers
1 Answer | Asked in Contracts, Criminal Law, Real Estate Law and Business Law for New York on
Q: Tightly held family owned company in New York State.Hostile to minority shareholders.Criminal liability for actions?

Only 2 officers held 90% of shares.

Refused documents, Lied about stock agreements, used position to force actions of clear coersion.

Hid wills. Refused stock buyouts, zero dividend for 20+ years.

Used corporate financial capacity and derived income to buy real estate to... Read more »

Mathew Paulose Jr.
PREMIUM
Mathew Paulose Jr.
answered on Jan 25, 2023

Greetings. You appear to want to know if you can forward your dispute to the police, district attorney, or some other law enforcement agency. Any citizen may forward their conflicts to a law enforcement agency; however, such agencies often will not involve themselves in matters they deem personal... Read more »

1 Answer | Asked in Animal / Dog Law and Business Law for New York on
Q: Is a contract legal in New York if the seller didn’t sign the contract only the buyer signed

Dog purchase

Tim Akpinar
Tim Akpinar
answered on Jan 24, 2023

The business litigation attorneys here could offer the best analysis, but you await a response for two weeks. The short answer is that a contract signed by only one person could be enforceable. Some contracts could be in the form of a one-sided purchase agreement. If there's a significant... Read more »

2 Answers | Asked in Business Law and Contracts for New York on
Q: Can I demand the full payment for unique items from the customer after they canceled the order?

I had a call with a customer to get him ten unusual trees for $10,000 which normally takes two month. The customer said he would give me extra $3,000 if I could get them for him one month earlier. I ordered five trees at $500 each with $1,000 express shipping. He then cancelled the order. I ordered... Read more »

Jack Mevorach
Jack Mevorach
answered on Jan 22, 2023

Is the agreement in writing?

Jack

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2 Answers | Asked in Business Law and Contracts for New York on
Q: Can I demand the full payment for unique items from the customer after they canceled the order?

I had a call with a customer to get him ten unusual trees for $10,000 which normally takes two month. The customer said he would give me extra $3,000 if I could get them for him one month earlier. I ordered five trees at $500 each with $1,000 express shipping. He then cancelled the order. I ordered... Read more »

Daniel Michael Luisi
Daniel Michael Luisi
answered on Jan 23, 2023

Ah…the case of the wrong trees. I saw your questions on Avvo. You will have to contact a lawyer to evaluate your rights. Depending on the application of the UCC and the terms of your written contract, if any, you may or may not have several options available to you.

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4 Answers | Asked in Contracts and Business Law for New York on
Q: Can the seller sue the customer for cancelling a large order?

Frank had an oral agreement with Sam to sell 200 orange trees ($60 each) and then sent a signed note stating "I confirm your order of 200 orange trees ($60 each). 5 days later, Sam tried to call Frank cancel the order, but only reached Ben, Frank's employee who was just fired. Ben... Read more »

Samuil Buschkin
Samuil Buschkin
answered on Jan 22, 2023

You should speak to a lawyer because ALL details and fine points matter for a correct analysis. Generally, if Frank and Sam are 'merchants' (business people), a set of certain rules will apply and dictate the analysis under the Uniform Commercial Code. This situation needs to be explored... Read more »

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3 Answers | Asked in Consumer Law, Small Claims and Business Law for New York on
Q: Can I sue a customer for not paying me full amount (oral agreement)?

I had an oral agreement with a customer to plant 10 trees in her yard and provide five special cares (once a month) after the 6 months planting for $20,000 so the whole process is 1 year and 1 month. I bought the tree at $600 each and materials for one treatment at $300. After 3 treatments (9... Read more »

Samuil Buschkin
Samuil Buschkin
answered on Jan 22, 2023

You should speak to a lawyer because ALL details and fine points matter for a correct analysis. Generally, an oral agreement in many instances can also be valid (although never advisable). Not having a written agreement is going to be challenging to proof in court, unless you, e.g., have direct... Read more »

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2 Answers | Asked in Consumer Law, Business Law and Copyright for New York on
Q: If the customer saw the mistake and remained silent until the process is completed, am I still liable?

A customer asked me to plant ten trees in her yard. My worker planted the wrong kind of trees. The customer saw it after the third tree but remained silent. After planting all the trees, she demanded to get rid of the wrong trees and plant the right ones at a 25% discount. Another offer she had is... Read more »

Samuil Buschkin
Samuil Buschkin
answered on Jan 22, 2023

You should speak to a lawyer because ALL details and fine points matter for a correct analysis. Generally, the parties are bound by the terms of the agreement. If the customer wants to modify (renegotiate) the agreement it can be done only per the terms of the agreement and with the other... Read more »

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1 Answer | Asked in Business Law and Civil Litigation for New York on
Q: How can I get collectors to go after my ex business partner instead of me?

We ran a trucking business. I pit the vehicles in my name and he operated them. I didnt know he acquired 3k+ in tickets and toll in NY/NJ. I've paid some of them but I'm struggling financially, while still paying the insurance debt.

Daniel Michael Luisi
Daniel Michael Luisi
answered on Jan 17, 2023

You can sue him in small claims court for indemnification. This doesn’t release you from your obligation to repay the tickets, but if your suit is successful, you can seek a court order that your partner reimburse you for these charges. Of course this depends on your ability to bring proof of the... Read more »

1 Answer | Asked in Business Law and Contracts for New York on
Q: What should I do if my business partner is running a ponzi scheme and owes money on a credit card that is under my name?

I tried reach out but he does not pick up my calls. He has scammed other people including my brother which he still owes money to as well.

Michael David Siegel
Michael David Siegel
answered on Jan 8, 2023

A ponzi scheme is a crime. You must make a complaint to the DA.

1 Answer | Asked in Criminal Law, Employment Law, Business Law and Employment Discrimination for New York on
Q: Racial exclusion by business owner legal?

When I own a business (e.g. bakery, coffeeshop etc.) am I LEGALLY allowed to deny service to people of a specific ethnicity (e.g. african-american), sexuality, gender etc. and/or deny them employment? I mean after all it is MY business and I can decide, whom I offer my service or who can enter my... Read more »

Brian Greben
PREMIUM
Brian Greben
answered on Jan 4, 2023

No, you cannot legally discriminate against patrons or employees. Yes, you can get sued.

1 Answer | Asked in Real Estate Law, Business Law and Business Formation for New York on
Q: To move my personal NY real estate license into my LLC, does my LLC have to be incorporated within the state of NY?

I am a licensed real estate salesperson in New York State. I am forming an LLC for various reasons, and would like my broker to pay my commissions to my LLC, which is allowed in the state of New York. My two primary questions are:

1. Does my LLC have to be incorporated within the state of... Read more »

Daniel Michael Luisi
Daniel Michael Luisi
answered on Jan 1, 2023

Article 12-A of the New York Real Property Law, Section 441-b, provides:

"In case a person licensed individually as a real estate broker thereafter becomes an officer of a corporation or a member or manager of a limited liability company or a member of a co-partnership an application...
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2 Answers | Asked in Contracts and Business Law for New York on
Q: What contract would protect me from being sued if an employee is unintentionally hired but works for the people I serve

I was recently sued for soliciting employees, which was incorrect, but regardless. I am a staffing agency that assists surrounding facilities with staff. Their staff came to me and were dishonest about working for them, so I hired them but was later sued for soliciting their employees. How can I... Read more »

Mathew Paulose Jr.
PREMIUM
Mathew Paulose Jr.
answered on Dec 28, 2022

Greetings. It appears you want to protect your business from allegations of poaching. To avoid such disputes, businesses institute employment verification protocols. These range from the simple (calling all prior employers on a resume or employment application) to the complex (hiring an outside... Read more »

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1 Answer | Asked in Business Formation, Business Law and Intellectual Property for New York on
Q: Do I need any business licence or resale licence to drop ship on Shopify or Amazon FBA?
Daniel Michael Luisi
Daniel Michael Luisi
answered on Dec 28, 2022

Some of the licenses and permissions you need include the following: (1) Certificate of Authority by New York State Department of Finance to collect sales tax: (2) Resale Certificate [if applicable] from Dept of Finance; (3) You must file quarterly Sales Tax Returns Form ST-100; (4) There are other... Read more »

1 Answer | Asked in Employment Law, Business Law and Civil Litigation for New York on
Q: Can a company unilaterally withhold 100% commission due from a 1099 employee?

I made a mistake on a spreadsheet which caused pricing to be off by a few percent. I submitted the pricing sheet to the company. The company uploaded into their system and then approved all Purchase Orders from customers with the mistaken pricing (I did not approve any PO's). The company is... Read more »

Michael David Siegel
Michael David Siegel
answered on Dec 27, 2022

It depends on your agreement, which it appears in itself might be hard to prove.

2 Answers | Asked in Business Formation, Business Law and Securities Law for New York on
Q: can I have legal liability by sharing financial statements from another location with an investor
Tim Akpinar
Tim Akpinar
answered on Dec 24, 2022

It could depend on what your capacity is, as an officer, fiduciary, etc. This is posted under "Uncategorized." It sounds like something that attorneys who practice in Business Law, Securities Law, Business Formation, and confidentiality agreements would have insight into. Some questions... Read more »

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3 Answers | Asked in Business Law for New York on
Q: I have a holding company (S corp) and three separate LLC's. I'd like to make the LLC's subsidiaries of the S corp. How?
Daniel Michael Luisi
Daniel Michael Luisi
answered on Dec 20, 2022

You need a stock purchase agreement by which the S Corp will purchase the LLCs. There are certain legal consequences of this, such as the new entity assuming the liabilities of the constituent entities. You can also structure this as a stock exchange or traditional merger pursuant to the Business... Read more »

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1 Answer | Asked in Business Law, Contracts and Employment Law for New York on
Q: Are client lists still trade secrets if there is no written employment agreement that says so? Can you use the list?

na

Daniel Michael Luisi
Daniel Michael Luisi
answered on Dec 18, 2022

In New York, a trade secret has three parts: (1) information (2) economic value from not being generally known by others, and (3) reasonable efforts have been taken to protect the trade secret. In New York, courts look at six factors to determine if information should be considered a trade secret:... Read more »

1 Answer | Asked in Employment Law, Copyright, Business Formation and Business Law for New York on
Q: If there is no written employment agreement, is the work for hire doctrine still valid? Is the employer still the author

na

Daniel Michael Luisi
Daniel Michael Luisi
answered on Dec 18, 2022

If you were an independent contractor as opposed to an employee, the work for hire doctrine wouldn’t apply absent a signed writing to that effect executed by both parties to the contract. However, whether you would be considered an “employee” for the purposes of copyright law is not as simple... Read more »

1 Answer | Asked in Employment Law, Business Law and Construction Law for New York on
Q: Hello and thank-you for this service... I have a question about employment law... Does employer's liability insurance.

Hello and thank-you for this service... I have a question about employment law... Does employer's liability insurance cover injuries or incidents that might occur when employee's arrive at work before or after their scheduled work hours? I'm asking because there's a few... Read more »

Tim Akpinar
Tim Akpinar
answered on Dec 2, 2022

This is something you may want to sit down and discuss with your insurance broker. In terms of employer's coverage, if you mean insurance for workplace accidents, that would be your workers' comp policy. That covers injuries arising in the course of employment. You may also have a policy... Read more »

1 Answer | Asked in Business Law, International Law and Internet Law for New York on
Q: Hello.

I want to create a VOD website for movies. The idea is that it will work as a fundraising site for artists, so That the projects will be presented to customers who will then donate to finance the production of the movie, once it is produced they will receive a copy of the film, to stream in our... Read more »

Daniel Michael Luisi
Daniel Michael Luisi
answered on Nov 30, 2022

It sounds like a crowdfunding campaign for a creative project in development, where the entrepreneur takes back orders before actually having the inventory to fill the orders. Check out kickstarter as a possible starting point. Many creative entrepreneurs have used it to successfully launch their... Read more »

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