Virginia Business Legal Questions

You can add whatever you want, but that doesn't mean (a) the at the subs will agree to it; or (b) that the courts will enforce it.  If you tailor the clause narrowly  to protect your legitimate interests, there is a good chance that it will be enforced, but the broader  you make the clause, the less likely it is to be enforced by the courts.  A local attorney would have a better idea of how far the courts are willing to go.... Read More

By its nature, there is no guarantee that an investment will succeed; you can lose your money.  Your fellow members are under no legal obligation to return your investment to you.  On the other hand you are under no legal obligation to withdrew from the llc, and you have certain rights as a member.  You can choose to remain a member until and unless the other members buy you out at an acceptable price.... Read More

If you really  owe the money, and if the contract provides for them to recover reasonable legal fees incurred in enforcing it, then yes, although a court may not award them all the legal fees they seek.  If a contract requires you to  pay by a certain date, you breach the contract when you don't pay on time.  However, they may be willing to give you time to pay, without paying legal fees, if you make a new contract admitting your liability for the amount they claim and agreeing to pay over time, with interest.  You should try to negotiate some sort of compromise. ... Read More

Do you have a contract with her that prohibits her from competing with you after she left your employ  (even if you do, these types of agreements are often considered too broad and onerous, and are not always enforced by the Courts)?  Is she using any of your proprietary information/trade secrets in her new employment (proprietary information can in some cases include customer lists, if the information contained therein is not readily available to the public, and you spent time and money compiling it, but probably would not include customer information your former employee merely remembered)?  If not, your former employee is free to compete with you.... Read More

Your question is a pandora's box. It appears from your details that you had a document that made your boss a trustee for six years of 100k. The six years has passed and you have asked for your money back. What is not stated in your details is what the trustee was allowed to do with the money while he had it. A trustee has a fiduciary duty to rightly handle trust property and not abuse his discretion or the trust property. But, in a business setting, he may have had discretion to invest it in certain ways. Investments do not always win. Sometimes money is lost. However, the trustee has a duty to account to the beneficiaries. So, assuming (and assuming is always dangerous) you have a document that lays out who the beneficiary is, who the trustee is and you have it signed or other evidence showing the trustee agreed, then you have a right to have the money accounted for. in business, when money and services are being traded the best evidence is a signed writing. It must be signed by the person you are trying to hold accountable. In certain circumstances, other evidence may show assent but your best option is to have a detailed writing.  Here, if your document lays out your agreement and is signed, you may have good evidence to take to a court and ask for a judgement which would give you a legal right to collect.  NOTE: This material is for information only. It does not constitute legal advise nor create an attorney-client relationship. Always consult and retain a competent Attorney when facing legal opportunities and challenges.... Read More

Unfortunately, this is a difficult situation.  If you are covered employee subject to protections of FMLA, you had job rights for the 12 weeks of leave.  Now that such time is exhausted, the employer does not legally need to bring you back as an employee.  I trust you are receiving workers compensation.  If your employer provides, hopefully you are also getting short term or long term disability.  Finally, if your doctor does not release you back to work and you believe you can go back, get an opinion from another doctor. . .   Of course, be sure to protect your safety and health as your first priority.  If you continue to have questions, contact a local employment law attorney.... Read More

Sue her.  Depending on how much you are seeking, you can file a Warant in Debt in the General District Court for the county your business is located in, if it is for $25,000 or less.  If it is more than $25,000 you have to file a Complaint in the Circuit Court.  This answer is given in accordance with the laws of Virginia and may not be applicable in any other state.  It should not be construed as legal advice, as that would require a more thorough analysis of all of the facts involved in a specific case.  If you need further information or assistance, please feel free to contact my office for a consultation. Case results depend upon a variety of factors unique to each case. Case results do not guarantee or predict a similar result in any future case.  ... Read More

What does your lease provide?  Unless the lease provides otherwise, it won't terminate upon sale of the busness.  The new owners of the business would have the same rights and obligations as the old.  If the lease allows the current landlord to kick you out (for example, if it provides that it can be terminated on one month's notice) then the new business owners can do so as well; if the lease prevents the old owner from evicting you, then it will prevent the new owners from doing so.  The above assumes that either the sale of the business is an equity sale (e.g. the sale of the stock of the corporation which runs the business) rather than an asset sale (e.g. the sale of the business' assets, like its real estate, trade name, supplier contracts, etc., not its equity) or, if it is an asset sale, that the new owners either assume the sublease or are aware of it when they buy the business.  If the new owners buy the assets without knowing about the sublease, they might have the right to kick you out, but you could then sue the previous owner for damages.... Read More

Is your company name and logo trademarked?  If so, you may have a trademark violation on your hands, but if not then you may be out of luck. This answer is given in accordance with the laws of Virginia and may not be applicable in any other state.  It should not be construed as legal advice, as that would require a more thorough analysis of all of the facts involved in a specific case.  If you need further information or assistance, please feel free to contact my office for a consultation. Case results depend upon a variety of factors unique to each case. Case results do not guarantee or predict a similar result in any future case.... Read More

Sounds like you made a bad investment.  Ugh!  Unless you had some agreement that this was a loan to be paid back regardless of how the business did, then I think you might be out of luck. This answer is given in accordance with the laws of Virginia and may not be applicable in any other state.  It should not be construed as legal advice, as that would require a more thorough analysis of all of the facts involved in a specific case.  If you need further information or assistance, please feel free to contact my office for a consultation. Case results depend upon a variety of factors unique to each case. Case results do not guarantee or predict a similar result in any future case.... Read More

If you are employed at-will, that is, you have no agreement which limits your employer's rights to fire you, you can be fired for any reason that is not statutorily prohibited (e.g. race, religion, etc.)  Thus, your employer can fire you unless you agree to remain employed for flat rate compensation.... Read More

You can sue the other driver.  If he is found to be liable, his insurance carrier will pay.  Just because the insurer contests the claim doesn't mean that there is no coverage.  Moreover, coverage issues are between the other driver and his insurance company.  If he is found liable, he will have to pay your damages.  Whether the insurance company pays for him or he has to pay out of his own pocket (assuming he can) is between them.   HOWEVER, you state in your question that you were in the wrong.  If you are 100% in the wrong, the other driver will not have to pay anything.  I am not familiar with Va law specifically, but I don't think that the fact that the other driver was unlicensed, while it may get him in trouble with the police and his insurer, would make him liable for your damages; the fact that he was unlicensed was not the cause of the accident, nor any damages you suffered from it.... Read More

Title 50 of the Virginia Code addresses the rights and responsibilities surrounding dissociation of a partner. It appears from your information that you admit and in fact acted as a partnership. Therefore you default to partnership. I would suggest that you continue to try and negotiate a buy out where the terms are sufficient to complete the deal. The code does provide for reasons why a partner can and should be dissociated but does provide that there should be payment for the partners equity. I often tell my clients that in a situation where termination is imminent, both parties will likely end up being equally unhappy. There may be no winner here so get through this tough negotiation so that you can focus on rehabilitating the business. It may be beneficial to discuss why the partner should be dissociated with an attorney to see if your situation meets criteria for forcing a termination of the partnership. This may give you a stronger bargaining position. However, working to force a partner out versus structuring a buy out will breed more conflict and may result in arbitration or litigation. All the time spent on terminating the partnership is likely having a negative effect on day to day operation of the business.   Note: This answer is for general information only and does not constitute legal advise nor does it create an attorney client relationship.... Read More

C-corps and s-corps are not different categories of LLC's.  An LLC, a c-corp., and an s-corp. are three different types of business entities.  An LLC is a limited liability company, while s-corps and c-corps are corporations, both of which have size and other restrictions on their ownership.  I think you'd be well advised to consult an accountant and/or an attorney. ... Read More