Jul
21

NYC Station of Soundness Violations for Restaurants, Bars, and

Filed Under (Uncategorized) by polbort on 21-07-2009



corporate records (minutes grom board meeting,s resolutions, stock certificates, etc.) ghan you may fknd yourself x very tough (but not necessarily isnurmounntable) legal position.
Recently I had a  case where two business owners found themselves in a disagreement over an opportunity to sell their business.  One of the founders wanted to sell, the other didn They never kept any corporate records, they never held a board meeting, and they never agreed to issue any stock So who is the rightful owner of the business?  Unfortunately for them, that is going to be for the court decide and they are going to have to litigate the matter and the outcome of the litigation is either going to come down to a question of he said, she said, which owner is more credible, and/or who can show how much capital theyve personally invested into the company
When situations like this occur time is usually an overriding factor because there is too great a chance that the assets of the corporation could be wasted.  If one of the owners already sold the business without the consent of the other then there is the possibility that the owner who didnt partake in the sale is entitled to proceeds from that sale and possibly damages.  Having a good attorney to work with is paramount, but unfortunately it can cost a great deal of money to proceed with litigation and results cannot be guaranteed.  In the above matter, since it was so time sensitive we are in the process of filing an Order to Show Cause seeking a Temporary Restraining Order (TRO) and will submit an Affidavit from the owner alleging that he was frozen out of the asset sale and didnt receive any proceeds and therefore has been damaged, we will include an Affirmation of Emergency since this will alert the court that an immediate ruling is necessary.

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