Most buyers and sellers of a small business will encounter an asset purchase agreement as part of the transfer of the business from the seller to the purchaser. While we do not recommend drafting and negotiating an asset purchase agreement without the help of an attorney, you, as the seller or purchaser of the business, … Read More
If a small business corporation never issued shares to you, can you still be an owner/shareholder of that corporation? Yes, you can still be a shareholder of that corporation, if you have good other evidence that shows that you became a shareholder at one point, but it will be more difficult to prove in court. … Read More
I get it, when you buy or sell a very small business, you don’t want to spend an arm and a leg on lawyers to draft all the necessary documents. Thus, many people look to templates or whatever forms their business broker has and go ahead without a lawyer or accept very simple purchase and … Read More
How do you move a foreign LLC into New York? Let’s say you formed a limited liability company in another state but are now moving to New York and plan to move the center of your business operations with it? You basically have two options: 1. Get authorized to do business in New York, or … Read More
Let’s say you have a member in your LLC who creates nothing but problems. You wish that member would just leave. If your operating agreement does not have any specific provisions dealing with the expulsion of a member or buyout of a member, or if you do not have an operating agreement in the first … Read More
Buying a small business in New York usually follows five distinct phases. Finding a Business Negotiating the Terms of the Deal Due Diligence Documenting the Deal Closing of the Deal Let’s work through the process and how your attorney can help you make this a success. Step One: Finding a Business You can find businesses … Read More
Management provisions in the LLC Operating Agreement deal with the management of the LLC business, which basically means decision-making for the LLC business. There are ordinary business decisions (think: buying copy paper at Staples, landing another customer, paying employees, enter into contracts….) and extraordinary business decisions, such as taking in a new owner, selling the … Read More
