Business & Corporate
Pennsylvania: A Debtor’s Paradise for the Married
Posted in Business & Corporate
Pennsylvania is part of the small minority of states that provides for a peculiar form of ownership of property between a husband and wife which often frustrates the creditors of one spouse. Known as a “tenancy by the entireties,” this estate in property is founded upon the idea that when spouses marry, they become a single legal entity or person. Therefore, when a husband and wife purchase a house or other real or personal property, each is deemed to acquire a one hundred percent undivided interest in the property which cannot be severed or encumbered by the acts of only one of the spouses. This form of ownership is presumed in Pennsylvania upon conveyance to a husband and wife unless there is an affirmative effort to title the property in another matter. Continue reading
What is a Confession of Judgment, and why is my Lender or Lessor asking me to sign it?
Posted in Business & Corporate
As the economy continues to restrict the availability of credit to small businesses, many borrowers are finding that lenders with which they have had long and mutually beneficial relationships have been restricting lines of credit or adding additional requisites to extend or renew existing lines of credit. Principals of newer small businesses may be shopping for credit for the first time, or are presented with a first commercial lease. Continue reading
Why Family Business Succession Planning is Important
Posted in Business & Corporate, Trusts & Estates
Most family-owned business owners put off their succession planning because they don’t want to think about their retirement, disability or death, however, business succession planning should be a priority in every family owned business. A family owned business owner’s decision to eventually retire is not as simple as no longer going to the office. Continue reading
Corporations Beware: Board of Directors’ Minutes are Subject to Shareholder Review
Posted in Business & Corporate
In Cain v. Merck & Co. Inc., the New Jersey appellate division recently ruled that the New Jersey Business Corporation Act (N.J.S.A 14A:5-28(4)) allows shareholders with a proper purpose to inspect the minutes of the board of directors and executive committee of the corporation. Continue reading
When Can A Homeowner Sue for Construction or Design Defects?
Posted in Business & Corporate
Homeowners often ask what legal remedies exist against builders, design professionals, and other parties for defects in design or construction of their homes. Often times, however, the defect is not readily apparent, and is therefore not discovered for several years after the homeowner begins residing in the house. Continue reading
The Pennsylvania Fraudulent Transfers Act: A Useful Tool to Avoid Debtors’ Sham Sales of Assets and Turn Judgments into Dollars in a Slowing Economy
Posted in Business & Corporate, Litigation
The Pennsylvania Uniform Fraudulent Transfers Act, (PUFTA) 12 Pa.C.S.A. § 5101 et seq., grants a statutory remedy to creditors where a debtor has acted to hinder his creditors and identifies several factors for scrutinizing transfers as fraudulent to creditors. Where a transfer has been proven to be fraudulent as to a debtor’s creditors, remedies available to a creditor include voiding the fraudulent transfer, attaching the transferred property, injunctions against the debtor’s future disposition of assets, and Court appointment of a receiver to take charge of fraudulently transferred assets. Continue reading
A Nutshell on Marketability & Minority Discounts in New Jersey
Posted in Business & Corporate, Litigation, Shareholder Oppression
In most cases, the single most important issue in a minority shareholder oppression dispute is the valuation of the complaining shareholder’s interest in subject closely held company. One important sub-issue is the applicability of marketability and minority discounts in valuing a less than controlling interest in the subject closely held corporation. Continue reading
