Jaburg Wilk

News/Publications

Business & Corporate

  • A Legal Audit Can Prevent Costly Legal Problems

    A Legal Audit Can Prevent Costly Legal Problems

    Preventive medicine means visiting your doctor once a year or so for a checkup, even if you're not sick or injured. Preventive maintenance means taking your car to a mechanic for a tune-up every 15,000 miles, even if it seems to be running smoothly. And preventive law means doing something now instead of waiting until you get sued, fined or indicted. That something is conducting a legal audit to prevent disputes … Read More

    Categories: Business & Corporate, Article

  • Better Safe Than Sorry Always File UCC Termination Statements

    Better Safe Than Sorry Always File UCC Termination Statements

    If you are negotiating a new business loan, you know that your due diligence investigation on the borrower should include a search of the Secretary of State's records* to confirm that the assets being pledged as collateral are "free and clear" and not subject to the security interest or other lien of another lender, lessor or other secured party.  A UCC lien search of the Secretary of State's records will … Read More

    Categories: Business & Corporate, Real Estate, Article

  • Letter of Intent - Prelude to Buying a Business

    Letter of Intent - Prelude to Buying a Business

    Buying another business is one way you can enter new markets, acquire needed technology, subsume a competitor, integrate vertically or simply expand. A proposed transaction is often initially outlined in a letter of intent. This document broadly outlines the terms agreed on during preliminary negotiations and protects the deal during the last phases: due diligence, formal purchase offer and final negotiations. A … Read More

    Categories: Business & Corporate, Article

  • Limited Liability Company May Protect Your Assets from Creditors Careful Planning Can Minimize Your Risk

    Limited Liability Company May Protect Your Assets from Creditors Careful Planning Can Minimize Your Risk

    A large component of asset protection planning is designed to help protect your business and investment assets from claims by your personal creditors.  If you have a corporation and a creditor gets a personal judgment against you, the creditor can seize the stock of your corporation.  If you are the sole owner and your business is held in a corporation, it can be taken over and operated, managed or … Read More

    Categories: Business & Corporate, Article

  • Business Succession Planning

    Business Succession Planning

    While developing a business succession plan is essential for every business, it is often lost in the day to day focus of business operations. It is vital for family owned or closely held businesses to have a clear, concise and documented succession plan. Family owned businesses may provide unique challenges. Typically, the founders would like to pass the business to their children, regardless of their skills or … Read More

    Categories: Business & Corporate, Article

  • Planning for the Future of Your Business

    Planning for the Future of Your Business

    In an economic downturn, individuals and business owners may question whether or not it is a good investment to spend time and resources on an estate or business succession plan. Actually, it is an excellent time. First, business may have slowed down enough for the owners to focus on the next generation ownership and secondly, your estate may be able to take advantage of lower valuations to transfer assets. … Read More

    Categories: Business & Corporate, Article

  • Creating an LLC? Maybe Not as Easy as it Looks

    Creating an LLC? Maybe Not as Easy as it Looks

    If you are considering forming a new company, many people decide that a limited liability company (LLC) will be the best type of company structure for them.  However, selecting to form a LLC may be the easy part!  There are many considerations when setting up your LLC.  We've listed just a few below.

    Should your LLC be member managed or manager managed?

    If there is more than one member,

    Which … Read More

    Categories: Business & Corporate

  • I Don't Think We are Going to Remain Friends - What Happens When Owners of Closely Held Companies are Deadlocked or in Dispute with Each Other or Former Employees

    I Don't Think We are Going to Remain Friends - What Happens When Owners of Closely Held Companies are Deadlocked or in Dispute with Each Other or Former Employees

    You and a friend, family member, or even a spouse, decided to go into business together.  At first, things were great because of the possibilities and the excitement that new challenges bring.  You may have formed a corporation, a limited liability company, a partnership or even operated as a sole proprietorship.  If there are only two of you, you might have owned  the company equally, which … Read More

    Categories: Business & Corporate, Business Divorce, Article

  • Are There Fiduciary Duties Between Members in an Arizona LLC?

    Are There Fiduciary Duties Between Members in an Arizona LLC?

    In 1992, the Arizona legislature enacted the Arizona Limited Liability Company Act. Since that time the LLC has become the entity of choice for many individuals, businesses, partners and investors. While there obviously are differences between corporations and LLCs, attorneys in Arizona have always believed that there were many similarities.

    LLC Formation

    For instance, when you form a corporation Articles of … Read More

    Categories: Business & Corporate, Business Divorce, Article

  • Not All Customer Lists Are Trade Secrets

    Not All Customer Lists Are Trade Secrets

    In a case decided this past April, the Arizona Court of Appeals found that whether a business's customer list is a trade secret requires a factual inquiry. Calisi v. Unified Financial Services, LLC, Case No. 1 CA-CV-0812. The court's holding requires a two part inquiry to determine whether a customer list is, in fact, a trade secret.

    First, a trial court must determine whether the customer list has been kept … Read More

    Categories: Appellate, Business & Corporate, Article