Ohio Business Law Questions & Answers

Q: Is an operating agreement same as lease agreement between a holding & operating LLC?

2 Answers | Asked in Business Formation and Business Law for Ohio on
Answered on Mar 22, 2017

No, an operating agreement governs how an LLC enitity is run among its members (essential shareholders), including division and distribution of profits, not an agreement between two or more LLCs or other legal corporate entities.
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Q: Does a Publicly Traded Co. have to treat allof its customers the same regarding payment, interest rate and late fees

1 Answer | Asked in Business Law for Ohio on
Answered on Mar 16, 2017

Not necessarily. They can't engage in illegal discrimination or discriminatory business practices, but there are many businesses that offer different terms to different customers based on many different factors. If you have a specific issue, then you should use the Find a Lawyer tab to consult a local attorney who can review the specifics of your concern and advise you.
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Q: I have a business in ohio registered name since 1990. I just found out another company is using my name, same business.

1 Answer | Asked in Business Law for Ohio on
Answered on Feb 22, 2017

You need to speak with an attorney about possible legal action. Whether or not you have a legal remedy, or can stop the other business from using the same name, depends on many factors. If they have been using it a long time, there might not be much you can do. You might have waited too long, and they are in a different state. If you had registered your business name as a service mark and/or trademark with the US Patent and Trademark Office, you might have had better options. Use the Find...
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Q: What kind of lawyer do i need for a commercial lease i want out of due to building problems caused by old water damage

1 Answer | Asked in Business Law and Landlord - Tenant for Ohio on
Answered on Feb 22, 2017

Talk to the lawyer you worked with when you signed the lease. If you didn't use a lawyer, then use the Find a Lawyer tab to consult a local real estate attorney. The attorney can review your lease and advise you who has the responsibility to make repairs. If you were given an opportunity to inspect the premises before you entered the lease, or if the lease says you took the premises as-is, then you might not be able to get out of the lease, unless the landlord knew of a serious issue and did...
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Q: My wife works for a salon. She is an employee of the company and she doesn't rent a chair. Her salary is commisson

1 Answer | Asked in Business Law and Employment Law for Ohio on
Answered on Feb 7, 2017

If you don't get any responses here on Justia, talk to your tax preparer or a business tax accountant. They would be familiar with these IRS rules for employees.
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Q: Transferring ownership of single member LLC from father to son in Ohio, what needs to be done for this to happen?

2 Answers | Asked in Business Law, Contracts and Mergers & Acquisitions for Ohio on
Answered on Feb 1, 2017

The IRS assigns EINs to the legal entity, not individual member(s). As a single-member LLC, a sales agreement transferring your LLC shares (membership units) to your son should be sufficient. You should ensure as due diligence that the company's contracts with vendors, customers, etc., are all in the name of the LLC — if not, assign them first. Please note there may be federal income and/or gift tax implications if this transfer is for something other than fair market value and does not pass...
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Q: Can our warehouse supplier refuse to ship our orders because of past due invoices.

1 Answer | Asked in Business Law and Civil Litigation for Ohio on
Answered on Jan 12, 2017

It would depend on any contracts between you and the supplier and the payment terms. If you have violated payment terms by not paying on time, then you would be in breach of the contract, and the supplier could then suspend or terminate further deliveries, and would likely not be liable if that harms your business. Supplier is not required to accept any payment plan terms that you might offer. Talk to a local business attorney.
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Q: Are non profit childrens sports programs required to conduct background checks on coaches? Ohio here.

1 Answer | Asked in Business Law and Employment Law for Ohio on
Answered on Dec 30, 2016

Different associations might impose requirements on their member groups for background checks, like scouts. But the state does not generally require them. If you have a concern, talk to the leaders of the organization.
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Q: Can i withhold getting a final inspection on a project for a customer that has failed to pay on previous projects?

1 Answer | Asked in Business Law and Contracts for Ohio on
Answered on Dec 21, 2016

To preserve your mechanics lien rights under Ohio law, you should be obtaining a Notice of Commencement from the project owner on each job and timely sending a Notice of Furnishing to be able to claim mechanic's lien rights. Then if you aren't paid, you should be filing a Mechanic's Lien affidavit within 75 days of your last day of work on the project, and then send a copy of that to the GC and project owner within 30 days. You can also send copies of the lien to any construction lenders....
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Q: I would like to know if it is illegal to break a company's terms of sale agreement regarding reselling merchandise

1 Answer | Asked in Consumer Law and Business Law for Ohio on
Answered on Aug 2, 2016

It is illegal to create accounts in other people's names, yes. That should be obvious enough.
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Q: I live in Ohio and submitted a home fence project for bids. A company in Indiana won the bid.

1 Answer | Asked in Business Law, Contracts and Elder Law for Ohio on
Answered on Jun 28, 2016

At this point, it may be best to engage an attorney to contact them and get the check returned so you can hire another company. Alternatively, you could file a lawsuit for breach of contract and conversion, or call the police. Many police departments have begun treating these got the money and never started work construction issues as thefts.
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Q: How can I find out if a company out of state really exists?

1 Answer | Asked in Business Law for Ohio on
Answered on Jun 16, 2016

The secretary of state's website generally has a search feature allowing you to find out whether a company is registered in that state as a corporation, and who registered it. However, the minimal requirements for registering a corporation, can make it difficult to determine how real a registered company is.
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Q: I filed an LLC in Ohio, two other general members don't work on it. Do I need to change to a Sole proprietorship?

1 Answer | Asked in Business Law for Ohio on
Answered on Jan 13, 2016

If they will agree to the change in membership you can just keep the LLC with you as the sole member. Would they oppose such a thing?

Q: I am trying to dissolve a 50/50 partnership. Do I have to pay half of debt ($3,250)if my total contribution is $5200?

1 Answer | Asked in Business Law for Ohio on
Answered on Dec 5, 2015

A lot more information is needed to answer your question. How much work was/is being done by each of you? What is the value of the work? Does the business have any assets, cash, or inventory? Are some of those things either he or you contributed? What is their value? What debts were paid for with the card? Is there disagreement about whether those expenditure were business related, or necessary? Does the business have any receivables? What is the value of those? Are there outstanding jobs that...

Q: Can a partnership just throw the other out?

1 Answer | Asked in Business Law for Ohio on
Answered on Sep 9, 2015

No, of course not. I suggest you consult with an attorney licensed to practice law in your jurisdiction.

Q: As a 501(c)(3) entity in Ohio, do I need a licensed auctioneer to hold a charity live auction?

1 Answer | Asked in Business Law for Ohio on
Answered on Aug 11, 2015

A local business lawyer familiar with non-profits can advise.

Please Take Notice: I am not your lawyer unless we enter into an engagement agreement in writing. This is general information that is given for legal education only. It is not legal advice, and it may not work for your specific situation. It is impossible to evaluate a legal problem without a comprehensive consultation and review of all the relevant facts and documents. I strongly encourage you to consult with a local lawyer...

Q: My family owns a bar and we have a neighbor next door who harasses our customers business went bad 30% in 6 months

1 Answer | Asked in Business Law for Ohio on
Answered on Jul 9, 2015

Start by reporting this person's behavior to the police. Perhaps their involvement will cause this person to go away. You may be able to sue for the damage to your business, but it could be difficult to prove the down turn was caused by this person's behavior. Also, you can sue a person with no money, but you cannot collect. Have you any reason to believe this person has anything to take in a lawsuit?

Q: What do I have to do to get a new business permit? an already excesting building but new business.

1 Answer | Asked in Business Law for Ohio on
Answered on Aug 31, 2011

I'm not sure if this is what you mean, but to form a new business entity you will need to file the proper paperwork (for corporation, LLC, etc.) with the secretary of state. An attorney can advise you as to which entity would best fit your business.

Q: We do I find the charter, liscense or registration NO to file my 521?

1 Answer | Asked in Business Law for Ohio on
Answered on Aug 31, 2011

Go to the Ohio secretary of state website and search "business filings" by business name. The registration number will come up.

Q: My lone partner just quit. I want to continue the business. Do I dissolve the partnership and incorporate?

1 Answer | Asked in Business Law for Ohio on
Answered on Aug 31, 2011

More details are needed. Do you have a partnership agreement? Where you registered with the secretary of state?

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