Tennessee Business Law Questions & Answers

Q: I am an employee/owner of an S Corp with 2 equal owners. I am the President and he is Secretary. 1. Can I fire him?

1 Answer | Asked in Business Law for Tennessee on
Answered on Feb 12, 2019
Leonard Robert Grefseng's answer
This can't be answered in this limited question-answer format. An attorney would need to closely review the corporations' by-laws to determine how to break a "deadlock." Since you are "equal stockholders" it appears that neither of you have the legal authority to oust or exclude the other. based on the limited facts given in your question, my first impression is that you will need a Judge ( a lawsuit) to resolve it.

Q: TN Code Ann. 62-20-105: Need an interpretation of section e. Court Judgments can be enforced without a coll. license?

1 Answer | Asked in Business Law for Tennessee on
Answered on Jan 22, 2019
Mr. James Charles Wright's answer
Your question is not clear to me. TCA 62-20-101 et seq. provides for licensing of business that collect debts. Subsection e allows for someone to voluntarily make a payment or in the event of a final judgment pay the judgment. The person cannot set aside the payment simply because he debt collector was not licensed. If your question relates to the collection of Court Judgments, these can be enforced by the individual that obtained the judgment, by a lawyer or a debt collection service or...

Q: I would like anything you know about reducing political bribery in the US for my paper.

1 Answer | Asked in Business Law for Tennessee on
Answered on Dec 6, 2018
Timur Akpinar's answer
You should be able to find abundant material on the Internet. You could also explore the related topic of campaign contributions.

Tim Akpinar

Q: I own a small retail electronic cigarette store and was named in a product liability law suit. Now unable to renew ins.

1 Answer | Asked in Business Law for Tennessee on
Answered on Dec 5, 2018
Mr. James Charles Wright's answer
If you have insurance, you should make them aware of claim. The insurer may provide you with a defense. Also a seller has a number of defenses to a products claim. Not sure why you cant get insurance. May need to ask another agent to help you. I am assuming this means after this claim was made, your insurer notified you it would not renew you.

Q: what is a collective mark? Dilution in value?

1 Answer | Asked in Business Law for Tennessee on
Answered on Nov 26, 2018
Mr. James Charles Wright's answer
A collective mark is a type of trademark owned not by an individual or company but by a collective group- so that each member of the group can use the mark. For example the wool trade mark or cotton trademark.

Dilution in value .. equity dilution in value occurs whenever more stock is issued. An example you own 10 shares and your friend owns 10 shares of stock. The company then issues 20 more shares. You went from owning 50% of the company to 25%. Your interest has been diluted....

Q: I started my own business with a partner. She wants to back out and no longer be o co owner. How do I remove her in TN?

2 Answers | Asked in Business Formation and Business Law for Tennessee on
Answered on Nov 12, 2018
Frank J. Steiner's answer
You must file the appropriate paperwork with the Secretary of State.

Q: What should be done when a Former Partner of a surveyor, hired for private property job, impersonates the person hired?

1 Answer | Asked in Consumer Law, Criminal Law and Business Law for Tennessee on
Answered on Oct 16, 2018
Anthony Marvin Avery's answer
You will have to call the Sheriff's Department and ask to swear out a Warrant with a Detective. Let the Magistrate decide which Criminal Statute was violated. But since you actually paid no money, probably no charges will be issued. It is possible a Complaint to the Land Surveyor's Branch of the Tennessee Department of Commerce and Insurance should be filed. You should have never hire a Surveyor to determine Title Ownership of Real Property. If the Wills you have were not Probated,...

Q: where can I find TN common law rights on tranfer of reserved name or assumed name

1 Answer | Asked in Business Formation, Business Law, Contracts and Civil Rights for Tennessee on
Answered on Oct 3, 2018
Leonard Robert Grefseng's answer
Your question is unclear- there will be no "common law" on these issues. Any issues concerning a corporation's assumed name or reserved name are governed by the state statutes regarding corporations, and also perhaps the rules of the Secretary of States' office.

Q: I'm starting a new brewery with friends, and we want to know how soon we need to copyright our products?

1 Answer | Asked in Copyright, Business Formation, Business Law, Intellectual Property and Trademark for Tennessee on
Answered on Sep 25, 2018
Peter D. Mlynek's answer
Congratulations on your new venture! I hope that it is a great success.

You can start to protect your intellectual property right away. The most important for you will likely be trademarking your product names, logos, etc. You can file for federal registrations before you ship your first bottle, or you can do it after you've been in business for years, or anywhere between there. There are, of course, business reasons why you'd want to do it earlier or later.

If you invented...

Q: Can a company change their name to avoid a lawsuit?

2 Answers | Asked in Business Law and Civil Litigation for Tennessee on
Answered on Aug 28, 2018
Leonard Robert Grefseng's answer
I suspect not- changing the name will require filing documents to change the ownership of property, vehicles. business licenses, etc. Also, unless it is a sole proprietorship ( a single owner), changing the name will require filing documents with the Secretary of State ( for corporations and limited liability companies). In summary, those name change documents would establish that the former business that you want to sue is actually the same business as the new one , just under a different name.

Q: Sole owner of 100% Shares of active TN Corporation died with will leaving 50% shares to employee/manager & 50% shares

1 Answer | Asked in Business Law, Estate Planning and Probate for Tennessee on
Answered on Aug 24, 2018
Stefan Dunkelgrun's answer
For the next 5 years, employee/manager and daughter/secretary each own 50% of the company. What powers they have over the assets depends on the corporate documents.

In 5 years, the daughter's interest will terminate and the employee/manager will own 100% of the company. The daughter therefore has every incentive to distribute as much of the assets as possible.

If you're the employee/manager, you should consult with an attorney right away to try and protect your assets. You...

Q: As a trade contractor in TN, can I legally request partial payment up front from a customer

1 Answer | Asked in Business Law for Tennessee on
Answered on Aug 17, 2018
Mr. James Charles Wright's answer
Look up TCA 62-6-510. The entire section is important- but you are looking for (12).

Q: Is gathering information about a homeowner from the owners neighbors to sell them products an invasion of privacy?

1 Answer | Asked in Business Law, Civil Rights and Personal Injury for Tennessee on
Answered on Jun 8, 2018
Mr. James Charles Wright's answer
I am not aware of any prohibition on this. If your neighbors know, then it is not private anyway. Not much that is truly private anymore.

Q: I'm a contractor and in a dispute with a customer. She is holding my tools ransom. I don't think that's legal?

1 Answer | Asked in Business Law and Civil Litigation for Tennessee on
Answered on Jun 6, 2018
Mr. James Charles Wright's answer
I'm guessing you left them there- the custormer is claiming that you didn't finish the job- and that if you want the tools you can either finish the work or otherwise resolve things. You could contact the police but I am doubtful the police would get involved. After all the customer didn't go get the tools - you left them. You likely would need to bring a lawsuit to get the tools back - so it may be better (less expensive) to try to resolve matters amicably. If you can't otherwise work -...

Q: I was just trying to change my partnership into a llc or corp c. I'm looking to build Business credit.

1 Answer | Asked in Products Liability, Business Formation and Business Law for Tennessee on
Answered on May 31, 2018
Benton R Patterson III's answer
If that is all you want to accomplish, you do not need to convert the partnership to another entity. A partnership can obtain an EIN, allowing the partnership to obtain credit and file taxes under the partnership's EIN, rather than a partner's SSN. You can apply for an EIN on the IRS website.

Q: Can a gas station in the state of tennessee restrict the use of thier public bathroom to "customers only"

1 Answer | Asked in Business Law for Tennessee on
Answered on May 2, 2018
Mr. James Charles Wright's answer
Yes. A gas station in Tennessee can refuse to allow you to use the restroom-- Unless you have a medically certified condition that by state statute would require the gas station to let you use the restroom.

Q: Where can I find the local ordinances or Tennessee laws regarding pet day care centers?

1 Answer | Asked in Business Law and Animal / Dog Law for Tennessee on
Answered on Mar 21, 2018
Mr. James Charles Wright's answer
Check with the City of Colliersville Codes department. The City Code is online but may not be the most current.

http://www.amlegal.com/codes/client/collierville_tn/

Also, you should check with Shelby County- although the issues here would really relate to zoning- in other words is the activity lawful on the property at that location.

For State laws generally there is a neat website:

https://www.animallaw.info/statute/tn-dog-consolidated-dog-laws

Q: What are the spam laws regarding mailing lists with physical mail, not email in Tennessee?

1 Answer | Asked in Business Law for Tennessee on
Answered on Mar 5, 2018
Peter Munsing's answer
Generally no such laws. Check with your chamber of commerce.

Q: Starting a solar company, I don't have a Contractors License but know many subcontractors, can they install my jobs?

1 Answer | Asked in Business Formation, Business Law and Contracts for Tennessee on
Answered on Mar 1, 2018
Mr. James Charles Wright's answer
Your contractor will need to pull the permit for the project. You may be able to sell the solar equipment. But you cannot be the contractor unless you are a contractor. I would explain in your agreement with the homeowner that you are selling a solar equuipment and that a licensed contractor will install the equipment. So there is no claim that an unlicensed contractor did the work.

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