A big concern of a company purchasing another company is liabilities. Generally, the transfer of assets does not mean the transfer of liabilities. The sale of corporate assets is a transfer of an interest separable from the corporate entity and does not result in a transfer of unbargained-for liabilities from the seller to the purchaser.
6/12/2015 Perhaps it was inevitable, or perhaps it is a stroke of genius, but a coalition of attorneys has launched the National Cannabis Bar Association (NCBA) in order to help people navigate what has been called the “green rush.” Medical marijuana is legal in some form in 23 states, and recreational marijuana is legal in
6/11/2015 The House of Representatives began a two-day debate on Thursday over giving President Obama “fast-track” authorization (FTA) to negotiate the 12-country Trans-Pacific Partnership (TPP) trade agreement on behalf of the U.S., leading to a congressional vote without amendments or filibusters. Friday’s expected House vote is the final hurdle the president needs after the Senate
6/11/2015 This month may spark the beginning of the end for the “tough on crime” congressional strategy among the perpetually campaigning members of the House of Representatives. The House Judiciary committee announced on Wednesday that it will form a panel to address reforms in the criminal justice system. The panel will be led by committee
6/11/2015 It looks like the U.S. Department of Justice’s criminal investigation into General Motors’ pre-recall knowledge is tightening its grip around the company, as the agency is now considering wire fraud charges against the company. Star Manhattan U.S. Attorney, Preet Bharara, and his office are leading the investigation in conjunction with the Department of Justice.
6/10/2015 In what seems to be an era of poor attempts at revisionist history, Donald Rumsfeld has just taken the cake, eaten half of it, and then denied it with frosting smeared across his lips while his pantaloons are engulfed in flames. In an interview with the Times of London over the weekend, the former Secretary
Statutory law in Texas differs on what fiduciary duties are owed based on the various entities recognized by the BOC. A corporation has extensive statutes directly addressing fiduciary duties of directors while LLC statutes are less clear on what exactly are the default fiduciary duties of managers. Corporations Generally, directors have fiduciary duties owed
When forming an LLC there are certain precautions that owners must take in order to avoid incurring personal liability in connection with your business. The general rule in LLCs is that a member or manager is not personally liable for a debt, obligation, or liability of a limited liability company, including a debt, obligation, or
Inherently Dangerous Products Washington has adopted comment k of the Restatement (Second) of Torts Section 402A, which precludes liability for certain “unavoidably unsafe products.” Moreover, a defendant will not be held strictly liable merely because a product is potentially unsafe, unless it also fails to provide adequate warnings. The Washington Supreme Court has explained that
6/8/2015 The global financial world received a huge shakeup Sunday when the co-CEOs of Deutsche Bank, one of the largest financial institutions in the world, announced their resignations. Anshu Jain and Jürgen Fitschen were essentially purged following an emergency meeting by the bank’s board of directors. Jain will be leaving on June 30th, replaced by