Washington Business Legal Questions

Unless your contract provides expressly that you can "repossess" your business, then your remedies for breach of contract is limited to recovery of money damages. If the contract provides for resolution of disputes by arbitration, then that is the sole means of resolution. You need to hire an attorney.... Read More

Under Wis. Stat. § 103.465, non-compete agreements are lawful only if the restriction is “reasonably necessary for the protection of the employer.” Among other things, this requires the employer to show a legitimate protectable interest and the reasonableness of the restriction. You don't specify what it is, exactly, that this agreement prohibits you from doing. Presumably if you are not in the same industry, you are not "competing." If you stay in the same industry, the problem may be more subtle. You should have an attorney review the specific agreement you entered into, as well as disclose these terms to any prospective employer.... Read More

You have the right concern, but you frame the question the wrong way. The issue for anyone who renders personal services is that an LLC or corporation provide no (repeat NO) insulation against liabilties related to those services. These entities are regularly oversold, and misleadingly sold, as being able to provide such protection. If a child for whom you are providing care is injured, you will be sued personally. Your LLC provides no insulation against this claim. Because you are the one actually doing the caring, you will not be able to hide behind the LLC -- you will be responsible for the consequences of your own negligence. The only way to obtain any protection against this claim is by buying insurance. Your homeowners insurance does not cover a business you conduct in your home -- you need a separate commercial policy.... Read More

As a minority owner of a corporation or similar entity, you have the right not to be abused by the the majority owners; that is, you have the right to be treated ratably with them, in proportion to your ownership, with respect to any liquidation proceeds. They cannot use their majority status to award themselves a disprportionate (to their ownership) share of the liquidation proceeds. You have no right, solely as a minority owner, to be paid your wages or to place a lien (note correct spelling) on the assets of the business. You may have different rights as a employee. As an employee -- and regardless of whether or not you are an owner -- you have the right to be paid your wages, and that right may be backed up by very strong remedies under state law. Essentially, you are a creditor of the business and have the right to be treated at least equally with other creditors before any distributions of capital are made to the owners. It may be necessary for you to sue to assert your right to unpaid wages. For that reason, you should consult with an attorney where the business is located to discuss collection of the amounts due you.... Read More

Possibly. It depends on the terms of your arrangement. If you were true "partners" (in the sense of having entered into a legal partnership), you should not be excluded from the business. If you have some other arrangement, such as being shareholders of a corporation or in a joint venture, that answer might be different. Accordingly, a consultation with an attorney would be appropriate.... Read More

There are several reasons for formalizing your business relationship. The principal reason people incorporate is to limit their personal liability for the debts and other obligations of the business. One problem with small businesses is that lenders, vendors, landlords and others won't contract with you unless you agree to guarantee the obligations to them personally, which defeats the principal purpose of incorporation. Rather than posing this question on the web, you need to have a consultation with an attorney who can review your business plan and growth intentions with you in some detail, including a discussion of how you will finance your business and whether it will be necessary or appropriate to bring in new owners. Good luck with your business.... Read More

It is difficult to answer your questions from the limited information provided. As a general matter, a creditor is entlted to be "cross-collateralized" if it engages in multiple extensions of credit to the same borrower. The right to do so will depend on the paperwork that relates to the transactions. An attorney would need to review those documents to respond to your questions.... Read More

Limited partners of a limited partnership generally have the right to inspect corporate books and records. This right can be enforced through a lawsuit. If you want to hire an attorney and make a demand, followed by a lawsuit, to compel production of the records, you can do so. It is difficult to understand why you would insist on doing so. The arrangements to which you refer are quite commonly used as a means of passing wealth on to a later generation. The GP normally controls the assets during his lifetime and very frequently provides only very basic information to the LPs. Since being a LP provides you with only benefits and no obligations, it is difficult to understand why you would want to shoot yourself in the foot by getting into a fight with your father.... Read More

You should write to them and give them 10 days before you tell them that you will put it in storage and charge them for it. Or you might give them 15 days and tell them if they don't claim it you will consider it to be abandoned property and sell it.  The first route probably is the safest one for you to take.  Make sure you send them these notices by registered mail return receipt requested.   Michael Caldwell 4049793150... Read More

This is actually relatively simple for an attorney to accomplish but quite involved for a layman. It is not challenging to transfer a piece of real estate subject to an existing mortgage, nor is it complicated for a property to be refinanced in a new entity. A real estate attorney can assist you in this process.... Read More

Each of you is a 50% shareholder, which means that each of you has an equal right to elect the directors of the corporation, and thus to manage the corporation. Neither of you can remove the other from your respective corporate officership, because doing so would require the vote of a majority of the directors. But if both of you are also employees of the corporation -- i.e., on its payroll -- the question becomes more difficult, because as a general matter, the president can hire and fire employees. Ultimately, if the two of you disagree about your respective roles in the corporation, there is a state-law procedure called "deadlock dissolution" that will enable a court to straighten things out and make sure everyone is treated fairly. Most deadlock-dissolution proceedings are settled.... Read More

As a general mater, even if the accusations are false, as long as your employer has not taken any adverse employment action against you, you will not have suffered any legally actionable harm. These kinds of assertions are essentially made against your employer, not you personally, in order for the union to seek to obtain a better deal for its members. It's just not about you and, unfortunately, this kind of nonsense is pretty routine in any union shop. And it's a pretty ordinary event for most supervisors.  ... Read More

The legal term would be called"entrepreneurship."   Ideas cannot be copyrighted. Only the expression of an idea can be copyrighted. If they change the expression but steal the idea, there is little that can be done to penalize them. This is why you need to get mutual non-disclosure, trade secret protection, and non-compete agreements before you start drawing up business and marketing plans.  Sometimes, however, in situations such as you describe the departing partners can be found liable for the tort of "misappropriation of a business opportunity." The facts you provide don't indicate that there were any business opportunities that the group had identified or expended efforts to get before the two "friends" left you out in the cold. It is often said that one should not do business with relatives or friends.   Michael A. Caldwell 404-979-3150      ... Read More