Glenn M. Lyon's Answers

Dissolving a business with secretary of state

No, not properly. If the company has any outstanding debts/monetary obligations, it is not proper to dissolve the company. Doing so can lead to personal liability for the individual dissolving the company. However, you should discuss this with the attorney assisting you with the tax issue. For example, if you already have personal liability for the tax obligation, it may not ultimately make a difference.

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What steps would I need to take to remove my business partner from the business and any contracts that we currently have?

Your situation is not uncommon, but can be very complex if your partner is not willing to voluntarily transfer her interest to you. If she is willing, she would transfer her stock/membership interest to you via a purchase agreement. Then, you would attempt to amend whatever contracts she is a party to. However, keep in mind that the other party to those agreements may not be willing to allow her to be removed. If she is not willing to give up her interests, the situation becomes too...

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What happens to the assets of an LLC that has not been operational for 4 or more years.

No, not unless such a "take back" was part of the agreement when it was contributed to the company. Until the patent is sold or transferred pursuant to the dissolution of the company, it remains an asset of the LLC.

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What are my options for breaking this lease?

Unless the landlord agrees otherwise, you will be liable for the rent for the remainder of the lease term. However, your landlord has a duty to try and mitigate those amounts by finding a new renter, and any amounts he receives from the new renter during your lease term must be subtracted from the amounts you would owe. You may also have a counterclaim for failure to repair that may also set off some of that amount.

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Is there a template online I can use

No. Retain a local business attorney and you will save yourself a lot of money and time.

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I am leasing a car and the company I bought the car from sold my lease to another company with my permission. However my lease w

It depends on the terms of the lease. Most leases do not require consent of the leasee to assign the lease. As long as you have the same rights, it can typically be transferred freely.

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Question on agreements. Should I add an expiration date to an agreement?

Your bid is not an agreement. It is an offer to form an agreement with the customer. And us completely up to you whether to put an expiation or deadline in the offer. You don't necessarily want them to come back a year later and force you to complete the work.

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Is someone who is shown as affiliated with a sub s Corp personally liable for a contract to sell shares that he was not a party

I think that, based on your facts, it is very unlikely that you will be held liable. I have never heard of a situation where being on a local business license created such liability.

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Security deposit

Since it has been more than 30 days from your move-out date and they have not informed you of why they withheld/used the deposit, file a claim in magistrate court and ask for the return of the security deposit plus triple that amount per the statute.

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Can you fight a ruling at a motion for reconsideration?

You may be able to appeal, but can’t file another motion for reconsideration. If you would like to discuss any issues further, please feel free to contact my office. The link to my contact information is below. Thank you. The foregoing is general information only, not specific legal advice. No attorney/client relation has been created or should be implied.

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