Skip to main content
Orsen E. Paxton III

Orsen Paxton’s Answers

2,784 total


  • How do I remove the other governing person from a LLC

    Organization meeting has not been made and no stock has been issued

    Orsen’s Answer

    With an LLC, I'm not sure that it matters that there has not been an organizational meeting and units have not been issued. The "incorporator" filed a Certificate of Formation and it stated whether or not it is member-managed or manager-managed and it gave the names of the initial members or managers. I sense that this was a do-it-yourself project. Unfortunately, you are going to need specific advise from an experienced business lawyer to undo it.

    See question 
  • My question is my dad past away 4 years ago. I never got to claim my inheritance?

    My dad used to live in Guatemala. What can I do to claim my inheritance after 4 years.

    Orsen’s Answer

    I am sorry for your loss. If your father lived in Guatemala at the time of his death and that was his residence (as opposed to a vacation or second home) then the laws of Guatemala would control the probate of his estate and determine who inherited. If his residence was actually in Texas (or some other state) and he was just living in Guatemala temporarily, then the laws of the state of his residence would apply. You do not state whether or not he had a Will. Your phrasing is odd. You "never got to claim" your inheritance. What prevented you from opening a probate in the correct jurisdiction? It sounds like you just failed to do it.

    See question 
  • Should I pursue legal action against my minor son's employeer?

    My son totalled his car while running an errand for work while on the clock. He's 17-years-old, it was late at night and stormy. No one was hurt. His job initially had us take the car to a body shop for repair estimate. They then stopped returning...

    Orsen’s Answer

    You do not provide any facts concerning the totaling of the car. If your son ran a red light and got T-boned, the employer is not going to be liable. If your son was negligent in any way, the damages will be reduced by his percentage of the negligence. You also do not mention if your son was injured in any way. He may have claims for personal injury in addition to your claims for property damage. I assume the car was titled in your name. Failure to notify your insurer will void any coverage that might exist. If you can get an experienced personal injury lawyer to talk to you, you would benefit from it. The problem from a lawyer's perspective may be that the damages are not large enough or the liability may not be clear enough.

    See question 
  • How do I get guardianship of my little brother from my cousin who has temporary guardianship after my brother was taken by CPS?

    My brother was taken from his father by CPS when he was three and my cousin took him in with temporary guardianship. I want to know how I could go about getting guardianship of him? My brother is now 8 years old and he wants to come live with me h...

    Orsen’s Answer

    From these facts, I don't believe this is a "guardianship" issue. I think your cousin was appointed managing conservator of your brother, which is typically called "custody". This is is a child custody issue I believe. Child Protective Services will have an open file on this. Contact them and tell them you are interested in obtaining custody. A court has to order it not CPS. You will get the farthest the fastest if you hire an experienced family law attorney in the county where the court is that granted custody to your cousin. It has continuing jurisdiction over your brother. You are going to have to demonstrate that it is in your brother's best interest that you have custody instead of your cousin.

    See question 
  • After my employer filed a police report is there any way to pay the corporate and have the charges dropped I'm on felony probato

    I was out of dress code so I put on a tank ($3) and I put a headband ($15) on my head and when I got ready to go I forgot about it my employer filed a police report I've tried to call corporate to pay it bc it's $18 and I'm already on felony proba...

    Orsen’s Answer

    You're asking us to tell you if you can make the company drop charges if you repay them? No. You can ask them. But, it would really help you to have an actual criminal attorney represent you.

    See question 
  • Is my business partner breaking a law or laws?

    My partner & I formed a corporation in November of 2014. Since then, things have went very well. He is a majority owner at 65%. Recently, he has formed another corporation which will compete with our existing. Is he breaking any laws by conflict o...

    Orsen’s Answer

    First, he is not your partner. Because there is a corporation and the two of you own shares of that corporation there cannot be a partnership. Partnerships are governed by a completely different set of laws. He is the majority shareholder. You are the minority shareholder. Not a good thing to be. Shareholders owe no duties to each other. A shareholder of Ford Motor Company can also be a shareholder of General Motors and he can own a corporation that makes cars. If 65% guy is also a Director and an Officer of the corporation then he does have fiduciary duties owed to the corporation and to you. One of those is to not cause harm to the corporation or you. Another duty is not to take away a corporate opportunity. So, in very general terms he would be breaching those duties if he started a competing business. You can sue him but you will not be able to do it without a lawyer. It is just too complicated.

    See question 
  • Is a Texas Assoc. of Builders promulgated form contract valid if not notarized?

    We used a 2103 version promulgated TAB, Residential constuction-fixed price contract to build/purchase from a builder on his property. We have come into disagreement on pricing with change orders. I see on the last page of the contract is an enti...

    Orsen’s Answer

    Absence of notarization does not cause an otherwise valid contract to be void. There could be other reasons.

    See question 
  • Husband own a religious properitorship/corporation.

    Before marriage he own this corporation, located in Ohio. married two years and getting divorce. Whatever he made money during the marital period is the part of the marital assets in TX? The corporation is located in Ohio.

    Orsen’s Answer

    You say you are getting a divorce. Surely you have an attorney representing you in the divorce. That attorney is in a much better position to answer this question than we are. There are complications here. Texas is a community property state. Ohio is not. If it is a non-profit tax exempt corporation in Ohio then the ownership of it is going to be controlled by Ohio law.

    See question 
  • Can I do a house lottery/drawing with a house in Switzerland while I live in the United States ?

    I live in the US, my dad lives in the Philippines. He has a house in Switzerland that he wants to sell in a drawing. This is not allowed in Switzerland, but we want to do it. So my idea was to set up the drawing and buy the house with that money (...

    Orsen’s Answer

    This would be illegal almost anywhere. And although I am not licensed to practice in Switzerland, regrettably, I am going to speculate that Swiss law will always govern Swiss dirt (the house), regardless of the site of the owner of the house.

    See question 
  • Can you have unintentional wrong affidavit of heirship removed

    I filed an affidavit of heirship intestate not knowing of my Grandmothers will. I just found out it was probated and I was not included. I understand the probate overides my unintentional affidavit, Is there a form to have recorded in county reco...

    Orsen’s Answer

    Well, you have more problems than your mistake. You cannot file an Affidavit of Heirship because you are not a "disinterested third party". You are a descendant of the deceased person and are therefore disqualified. I'm sure that was unintentional as well. You need to file an affidavit correcting or withdrawing the previous one and referencing it's filing number.

    See question