Texas Business Legal Questions

You probably, and I repeat, probably can do that so long as the name was not legally protected and was not conveyed to a creditor etc., in a lawsuit. If your dad's company is still legally allowed to do business (check with the Texas Secretary of State's office), then he will have to send a letter to the Texas Secretary of State agreeing to allow you to use the name. If his corporation has forfieted its existence, then you can use the name.  Mark P. Brewster Brewster Law Firm mark@markbrewsterlaw.net (210) 437-1232  ... Read More

Certainly a BOS. If the equipent orginally had its own title (car, boat, airplane, etc.) then you need a title document. Ask the person giving it to you if they have a title to it. If it's not required to have a title, then the BOS is likely all you need. Otherwise you need to transfer the title, and possibly seek a new title certifiate if the old one has been lost.    Mark P. Brewster Brewster Law Firm mark@markbrewsterlaw.net (210) 437-1232... Read More

There are a lot of issues to consider in your questions. You probably want confidentiality, non-circumvention, possibly non-compete (although those are difficult to enforce), and there may be others. Think through the matters that you are concerned about, as this is a good first step, but certainly a lawyer can help you identify matters you did not think of yourself becuase you may not have known they were a concern or an issue to address. Mark P. Brewster Brewster Law Firm mark@markbrewsterlaw.net (210) 437-1232... Read More

You can sue anyone for anything, but I don't know what your claim would be.  People have the right to express their opinion, however unflattering it might be.  Moreover, you have suffered no monetary damages.  I think you would probably gain more satisfaction complaining to management and/or leaving a bad online review. ... Read More

Is the RV Park an independent legal entity, like a corporation or an llc?   Is the management company? If so, those entities can be sued.  If, however, they are sole proprietorships, they have no separate legal existence, and their owners are personally laible for any business obligation.  Even if the RV Park and management company are both corporations, however, you can still be personally liable depending on the dispute.  You would not, as a general rule, be persoanlly liable for either corporation's contracts, for example, but would be personally laible for your own torts.  For example, if you, while driving a van owned by the corporation in the course of your employment, get into an accident due to your negligence, you can be personally laible as well as the corporation being liable.... Read More

Typically there is no template or form for this. If there are certificates that represent membership interest, then the back of the certificates usually have a space for transferring them. You need to consider if there are gift taxes triggered by this gift. You also need to consider if there are restrictions on sales in the company's Operating Agreement. ... Read More

You need to send him a letter under the Texas Deceptive Trade Practices Act (DTPA). You can find it under chapter 17 of the Texas Business & Commerce Code -- google Texas Statutes or just "Texas DTPA" and you can find it. It's a bit hard to read, but it provides remedies for you, and the possibility of recovering attorneys fees and enhanced damages. Before you can bring any legal action, you must send him a notice under the DTPA which spells out your complaint. You cannot sue him or take him to arbitration (check your contract to see if it requires arbitration) until he has had your notice letter for 60 days. ... Read More

I depends on what the contract with the management company says. The contract should have a paragraph for "term" which defines the length of the contract, and that paragraph may also contain renewal provisions. Another paragraph called "termination" may or may not be in the contract. It will state how you can terminate early, if that is allowed by the contract. ... Read More

I've represented many minority-interest owners in corporate matters. Not having a shareholder agreement is a hurdle and generally parties can contract as they see fit. It is an uphill battle, but you do have some rights that you might be able to use. You said that you verbally agreed on the initial ownership percentages. Is that documented anywhere? Are there minutes, emails, texts, or anything that create a record of the agreement for the initial percentages or of the verbal disucssions you had subsequent to that? ... Read More

Partners can pretty much have whatever duties and receive whatever compansation the partners agree to.  If that person is alos working for the partnership, the 20% can be in the form of salary, partnership dividends, or some combination.  The person can own 20% of the equity, or any other percentage teh parties agree to.  There is no problem having a partner who receives 20% of the profits and no other compensation.  There is also no problem having an employee whose compensation is 20% of the profits but isn't a partner.  However the two of you decide to structure your deeal,  I would recommend havinga written partnership agreement clearly documenting the terms.  I would also recommend consulting an attorney, or at least an accountant, for tax and other advice on how best to structure the agreement. ... Read More

From what you've written, you were an employee at will, meaning that you could be fired at any time for any reason not prohbiited by statute (e.g. race, religion, gender, etc.)  Texas law may be different, but in the states in whcih I practice, an employer can require an employee to enter into an employment contract as a condition of continued employment. although it does not necessarily follow that all the provisions of the agreement will be deemed valid if the employer ever sues to enforce them.... Read More

You would add the clause by adding the clause, but of course it might be of some evidentiary value, it is not binding on your former employer who is not party to the contract.  You can’t guarantee that your former employer won’t sue you, but the more proof you have that you didn’t poach the more likely you are to win the suit. ... Read More

There is nothing inherently illegal or improper about this structure, and it is not uncommon.  Obviously the structure can be abused to commit all sorts of shenanigans like tax fraud or fraud on creditors (for example, if the owner company paid a higher than market fee to the management company in order to shift assets out of the reach of creditors of the owner company, that would be fraud), but as long as your boss is careful to run all three entities on the up and up, there should be no problem.... Read More

You obviously know that the owners of an llc are normally not liable for the llc's obligations, but I share your concern that in this case,w here liability would accrue due to the actions of the llc's sole employee who is alos one of its two owners, the veil of the llc could be pierced.  An affidaVit will do nothing to alleviate this risk.  A contract limiting liability and assuming any risk from not having a licensed professional working may help any ultimate liability issues, but I doubt will help you get insurance because (at least in the jurisdictions in which I practice) you cannot contractually (or in any other way) disclaim liability for intentional or reckless conduct, only for negligence. ... Read More