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McKoon, Williams, Atchley & Stanley, PLLC offers a full array of legal services to meet the needs of businesses and individuals. Our attorneys represent diverse backgrounds, interests and legal emphasis, but we share one common goal – providing the highest quality legal services to our clients through the combination of our talents, experience, and expertise. In each case, we strive to tailor those services to meet each client’s specific circumstances.
A buy-sell agreement is a contract between business owners that determines who has a right to purchase a leaving proprietor's share of business and establishes a fair price for the owner's stake. The contract might likewise give procedures to fix disagreements when a bulk of the proprietors yet not all of the proprietors make a decision to offer the business. Here are some reasons that you, as an entrepreneur, don't want to stay in business with other individuals (even household) without a buy-sell contract in place:
1. Ability to choose partners.
if you do not have a buy-sell arrangement in place, your partner's stake in the business can be transferred to third-parties for many factors: your companion decides to market, declares bankruptcy and is compelled to sell, passes away, or gets divorced and also his partner winds up with some or every one of his shares. In this occasion, new partners will step in and typically they are the people you don't want to rely on. This may threaten your business’s ability to continue on its current course.
2. Get bigger stake.
If one of your partner decides to quit, you have a method of getting his stake in the business so that he lose the capacity to influence the business after he is no longer entailed. Buy-sell agreements often require that an owner needs to market his stake back to the company or other partners. Also, given that buy-sell contracts supply a system for figuring out a fair rate in the departing partner's stake, there's no chance for an ex-partner to extort an unreasonably high sum on his way out.
3. Decrease your estate tax.
The valuation method proposed in a buy-sell agreement serves not only for purposes of an eventual sale, but likewise for estate tax valuation. Independently possessed services are hard to value. A proprietor's concept of a company's well worth at his death could be much less than the IRS's. Nevertheless, if you have a buy-sell contract in place, as long as such contract is a bona fide arms length transaction, you could utilize the method consisted of in that agreement as evidence as to just how business should be valued. However if no process for valuing the business has actually been put into location, the IRS will certainly be cost-free to establish its very own value.
4. Protection Of Shareholders
It could secure minority shareholders from being cheated out of the proceeds of a sale of business. For example, after the sale of the business, the minority proprietors will certainly be entitled to the exact same cost each share as the bulk owners. This prevents bulk shareholders from conspiring with a purchaser of the business and also drawing out a control premium from the purchaser to the detriment of the minority shareholders. On the other hand, such agreements prevent minority shareholders from vetoing a sale of the business. If it includes a drag along stipulation, then a bulk of proprietors can force the entire business to be sold. Without this, it is possible that even a 1% proprietor can hold up a whole bargain, possibly to extort the other owners for a greater portion of the sales proceeds.
5. Protect Your Family Members
Among the most likely reasons to leave your own business or transfer your stake is disability or, what is worse, fatality. In such cases you will probably not be capable of working out in behalf of your family. Your relatives family will need and should be paid the fair worth for your hard work and efforts you put into the development of your company. If there is no buy-sell contract in place, the other owners may be reluctant to pay a reasonable quantity for your risk and also are most likely to at least negotiate against your family members. A buy-sell contract ensures in a pre-agreed way that the work you take into your service deals with the people you appreciate a lot of.
A buy-out between co-owners of a business (including redemption of shares by the business entity) is often routine, but it can be the result of a tense, stressful negotiation. McKoon, Williams, Atchley & Stanley, PLLC is experienced in both these situations, and for those clients who wish to plan ahead, we help avoid the disruption that a hostile buy-out negotiation causes by drafting a buy-sell agreement ahead of time. Contact us if you are looking for a lawyer, schedule a consultation. (Please do not include any confidential information in your inquiry.)
1. Refuse to comply with the family’s care plan.
For care providers and family members it is essential to work with incapacitated individuals to help them make decisions regarding their treatment and funds. While a family members could have the best objectives concerning, the person might still oppose. If the incapacitated person is in danger of harming himself or his funds and also will not accept help from caregivers or member of the family, after that a guardianship might be necessary.
2. Lack of sufficient estate planning documents.
Under Tennessee regulation, guardianship Courts should look for the least limiting ways necessary to protect incapacitated individuals. Consequently, there is no extreme need in guardianship if the incapacitated individual effectively carried out a Durable Power of Attorney, and designation of advance healthcare directive. A Durable Power of Lawyer could provide an agent authority to manage the incapacitated individual's financial matters. An advance healthcare directive (living will) states your decisions about prolonging life — the use of medical devices such as feeding tubes, measures to restore your heart or breathing, and the use of drugs for pain should you become terminally ill. You can be as specific as you like in defining your wishes for loved ones, which instills confidence that they understand your wishes and relieves their stress about having to make decisions.
Either of the mentioned above estate preparing documents might suffice to settle issues the family members face. The attorneys at McKoon, Williams, Atchley & Stanley, PLLC who are experts in elder law or estate planning could help determine whether the estate planning documents are sufficient to avoid guardianship proceedings.
3. A person is vulnerable to exploitation.
A guardianship could be required when estate preparation documents and relatives could not safeguard incapacitated individuals from monetary exploitation, abuse or self-neglect. For example, a guardianship is needed if the representative authorized to act under the incapacitated person's Durable Power of Attorney Long is using his power to economically exploit the incapacitated person. An additional typical instance of abuse happens when someone employed to render care or aid to a disabled individual starts to literally abuse or economically make use of the incapacitated person. Frequently, incapacitated individuals in this circumstance choose not to see themselves as targets, as well as rather believe the caregiver is a friend or the only person they can rely on. In these situations, guardianship procedures are essential to shield incapacitated people.
4. Family cannot decide how to take care of an incapacitated person
A guardianship could be significant if the family cannot decide upon the care their member should get. Depending on the circumstances, Guardianship Courts could select a guardian of the person, property or both. Such person then would be obliged to make sure the incapacitated individual is correctly taken care of and also protected from exploitation as well as self-neglect. A guardian of the residential or commercial property is in charge of the incapacitated individual's finances. The guardian should deal with the incapacitated person and his family to serve the person's benefits.
Where to seek assistance?
Elder care is a growing concern in Chattanooga and the United States today. And caregiving for incapacitated persons can be challenging, but you do not have to face it alone. If your family is struggling to determine how to best care for an incapacitated family member, McKoon, Williams, Atchley & Stanley, PLLC is here to help you. Contact our attorneys today to make the best decision for your family.
Writing will is a common practice since you must have a legal document to ensure that your will would be followed after you are gone. However, not many have heard of a living trust and only around 20% of Americans have them. So should you join that 20 percent?
Our professional elder law attorneys from McKoon, Williams, Atchley & Stanley, PLLC, strongly believe that this is an aspect you should understand. Below is the answer to the main question:
What Is Living Trust And Why Do You Need One
A living trust is a written legal document through which your assets are placed right into a trust for your benefit during your lifetime and afterwards transferred to marked beneficiaries at your death by the representative you choose, called a "successor trustee." A living trust contains the main assets in your estate, such as your house, vehicles, investments, and savings.
1. A Living Trust Prevents Probate
One of the first advantages of a living trust is that it prevents probate which usually suggests a faster distribution of assets to your heirs-- just during several weeks compared to months or years with a will. Your your debts will be paid off and your assets will be distributed by your successor trustee your assets only in accordance with your directions.
What is important, this document allows you to select a guardian for your children in case of death.
2. Saves Money, Time and Nerves
As stated abode, the transfer of assets will not go through probate and thus save money in the long run if someone decides to contest it. Though drafting a living trust will likely cost you more as it is a more complex legal document, it will ease the life of your family members. Here's how.
Having a living trust could be incredibly helpful if you sooner or later end up being unable to take care of your assets as a result of physical or mental disorder. This is due to the fact that if you've made a trust with your partner, she or he has authority over all the trust property.
This attribute of a living trust can be a blessing to family members who are troubled, or rather perhaps overwhelmed, by taking care of a person who has actually been struck by a severe illness or accident. Without the authority conferred in a living trust file, relatives have to generally go to court to obtain lawful authority over the incapacitated individual's funds-- an uncomfortable, public procedure. Generally, the children or the spouse of the person should ask the court to be appointed as that person's conservator or guardian.
This document also makes possible to avoid any fraud as your incapacity would need to be proven and licensed in writing by several doctors. Once that determination has actually been properly made, the follower trustee has legal authority to take care of all property in the trust, and also to utilize it for your health care, assistance and general well-being. The regulation requires him or her to act truthfully and prudently.
3. A Living Trust Guarantees Personal Privacy
One big difference between a will and a living trust is the degree of privacy. As this document is not revealed, after your death, your estate will certainly be distributed in private. A will, on the contrary, is a public document and all transactions will be public as well.
An additional difference is the handling of out-of-state residential or commercial property you own after your death. With a will, that home will have to go through probate in its own state; a living trust could assist you prevent probate.
With the huge experience of McKoon, Williams, Atchley & Stanley Chattanooga attorneys developing a living trust is simple. The process starts by completing an easy set of questions. We will guide you through every aspect to avoid any potential issues and take care of your and your closest people future. In addition, if you have any doubts or concerns about doctors knowing your wishes about the use of various life-sustaining treatments, you may may prepare and sign some other documents, commonly called an advance healthcare directive (living will) and durable power of attorney. Do not hesitate to contact us!
When Will You Be Forced To Liquidate Your Business?
In order to keep you from sustaining additional debt, the bankruptcy trustee is likely to force you close your business after you apply for bankruptcy, at least unless the value of your assets and your exempt status are assessed and defined. If the trustee decides that you have nonexempt possessions, they will insist you sell your business assets and pay off your creditors.
How Bankruptcy Works For Business Owners
If the first option of closing your business is just unacceptable for you, there is a rescue. You might have the ability to keep your business working due to bankruptcy. Below are the three bankruptcy options you have in order to keep your business:
1. Chapter 7 Bankruptcy
If you are the sole owner of your company and also have little or no possessions, Chapter 7 bankruptcy might be the means to go. Since Chapter 7 discharges both your individual as well as business financial debts, you'll be able to use exceptions to safeguard your organisation and also its assets. You'll erase your debt and have the ability to continue running your company.
2. Chapter 13 Bankruptcy
Just self-employed entrepreneur could file for Chapter 13 bankruptcy. If you have a significant amount of nonexempt possessions, this choice is the most optimal because you'll have the ability to reorganize your debts through a repayment plan that is designed to allow you business stay the course.
3. Chapter 11 Bankruptcy Choice
If your business is an LLC, firm or partnership, you will have to submit a Chapter 11 bankruptcy as opposed to a Chapter 13. Similar to a Chapter 13 bankruptcy, Chapter 11 will certainly allow you to make repayments while keeping your business running. The only distinction is that you should submit operating reports once the plan is accepted by the creditors.
4. Transferring Assets
It is essential to follow your lawyer's suggestions regarding the transfer or sale of assets. Certain transfers, made prior to submitting bankruptcy, could be considered fraudulent; these include moving, eliminating or hiding huge assets right after taking some legal actions. Such transfers might be turned around by the Bankruptcy Court, making the assets you or your business own available to the creditors.
McKoon, Williams, Atchley & Stanley, PLLC has a wide experience of working with business entities, ranging from sole proprietorships and partnerships to corporations and limited liability companies (LLCs). Our clients include existing businesses and startups, as well as founders of closely held companies, professionals, and investors in real estate. Let us assist you in making the best decisions for your business regarding filing for bankruptcy at the Chattanooga Bankruptcy Specialists. Call us today for a free consultation and start the process of getting your business back on track.
Attorneys Mckoon, Williams, Atchley & Stanley share the following important information about what drivers should do when they get pulled over in Chattanooga, Tennessee:
Stop the car
When you realize that a police car is following you, you are obliged by law to stop your vehicle quickly, but safely. Please remain calm during this time. In most circumstances, stopping the car doesn't mean you admit your guilt - you're just a driver who is alert to everything happening around. Also, this is an opportunity to find out the exact reason of stop. This information can be useful should you and a lawyer later need to prepare a defense.
Turn off your engine
You need to turn off the engine and anything else that might interfere your clear communication with the officer. Usually, this indicates shutting off your music and throwing out a cigarette if you have one and any chewing gum within the vehicle.
Place your hands on the steering wheel
If you are alone in the car, keep your hands visible on the steering wheel. If there is anybody else inside, they also must keep their hands visible during the talk with the police. Even if you want to take out your documents or driving license, it is better to wait for the officer's request. Remember: he/she knows nothing about you and anyone can be asked to stop on the street. Although such a situation is stressful for everyone, you can make things safer for all parties by keeping calm and keeping your hands visible, as it may seem like you are reaching for a weapon.
Do not step out of your automobile unless the officer tells you to do so. Once again, this holds true for passengers also. Just stay inside not to make the police officer to feel nervous or in a potential danger. After all, police officers have been killed in traffic-stop situations, and the officer’s approach to the vehicle is potentially the most dangerous moment.
Road is not the best place to argue about the reason of the stop. Being hostile has actually led many people to problems in future. Comply with reasonable requests and react appropriately where suitable. As an example, when asked to hand over your license, enrollment, and proof of insurance coverage, you should claim something like, "Okay," or, "Sure," and also hand over the papers.
McKoon, Williams, Atchley & Stanley, PLLC warns that sometimes policemen act as though they might change their minds if you cooperate so that they can get information or an admission out of you.
Talking to a legal representative
Simple website traffic offenses often do not call for the assistance of a lawyer. Much more major accusations-- like a fee of driving drunk or possession of medicines-- often do. If you need to know exactly how the legislation in your state puts on your scenario, get in touch with a seasoned criminal defense attorney. An experienced lawyer can identify whether there could be a basis for a movement to suppress proof and otherwise overview you with the procedure.
Very often, small traffic violations don’t require the assistance of an attorney. Much more major accusations — like a charge of driving under the influence or possession of medicines — often do. If you want to know how the legislation in Tennessee state applies to your situation, contact our experienced attorneys from criminal defense attorney. McKoon, Williams, Atchley & Stanley, PLLC can guide you through the process.
Typically when buying a house, buyer and seller enter into a formal written contract for the sale, the purchase agreement. Nowadays, the seller is commonly represented by a real estate agent, who most often acts as an intermediary. After that, buyer then obtains a commitment for financing and the property is finally moved from the seller to the purchaser. The process seems simple, though without a legal representative, the effects could be a lot more tragic compared to purchasing an auto that becomes a lemon, or a stock investment that was unwise.
Avoid Vague or Unclear Terms
An attorney from McKoon, Williams, Atchley & Stanley, PLLC could help you prevent some common problems with a home purchase or sale. As an example, a seller could sign a brokerage agreement that does not deal with a number of legal problems. This takes place quite often; real estate agents frequently use basic formulations and standard forms, thinking they will cover all circumstances or will be quickly customized for unusual situations.
On the contrary, in the absence of an arrangement the selling party may end up being liable to pay a brokerage commission even if the deal fell through, or to pay more. If according to the agreement the seller has the right to work out on his/her own behalf, for example, you may avoid this issue. Moreover, hiring an attorney makes possible to negotiate your rights if for some reason you decide to withdraw the property from the market, or can't deliver good marketable title.
The attorney will also review important documents like legal descriptions, mortgage loan documents, property survey and the title insurance policy. All these documents cumulatively make for a successful sale. Understanding them can be quite a task, so it is important that they be carefully reviewed and studied before being signed.
The seller must have the suggestions as well as assistance of an attorney with respect to a brokerage arrangement. Also if the contract is a standard one, its terms should be described to the seller and modified, if necessary. Our attorney will also determine if the agreement was properly signed.
It is very important to make sure that the contract addresses any specific issues that might affect the future use of the property. As a buyer, you have a right to understand what you buy.
Another vital service that attorneys perform is called a title search. Title searches are completed by or through attorneys, and their purpose is to make sure that the property being sold is free of any encumbrances, such as liens or judgments. The outcome of the title search is extremely important because it reveals whether the seller has the legal right to sell the property in question. An attorney will be able to provide this service much faster, and often with less cost because our real estate attorneys have working relationships with title search companies.
Consider a Consultation
Also if a legal representative is not required throughout the negotiations, the seller and a buyer each may need to talk to an experienced Chattanooga attorney to respond to vital inquiries, such as the tax consequences of the deal. To a seller, the tax obligation effects might be of essential value.
The closing is happiest, but also the most serious event in the purchase and sale transaction. However, without a qualified attorney this process may be confusing and complicated.
A closing statement should be prepared prior to the closing showing the debits and credit reports to the purchaser and seller. The attorney will ensure that all the state and county laws are met before the property is even put on the market. This includes rules regarding the kind of paint in the house, the gas line or the fire protection system. There might also be last minute disagreements concerning delivering possession and personal property or the adjustment of various costs, such as gas and taxes. If you are the only individual there without a lawyer, your legal rights could be at danger.
By hiring an attorney you are hiring someone who does not have any direct involvement with the transaction and hence can view the transaction as a third person party. Our levelheaded counsel will ease you into the decision-making process.
Contact the attorneys of McKoon, Williams, Atchley & Stanley, PLLC
A broker generally serves the seller, and the lender is obtained by the buyer. Both want to see the deal go through, since that is how they will get paid. Neither can provide legal counsel. Contact a Chattanooga attorney to insure that you have someone to rely on during this important and complex process.