Watkins Firm, A Professional Corporation

Employee related lawsuits, PAGA actions, disputes and hearings before State and Federal agencies have sharply increased. Plantiff’s representatives are actively recruiting employees to pursue unpaid overtime litigation, disputes regarding meal and rest breaks as well as the misclassification of employees as independent contractors. https://bit.ly/3i5DPWE

An asset purchase protects you from liability and this is often a better option for a buyer than a stock purchase agreement. The simple reason: liability. There are several mergers and acquisitions transactions which should be structured using an asset purchase agreement. The asset purchase agreement allows the buyer to acquire specific property or assets from the seller without taking on existing or contingent liabilities associated with the purchase. https://bit.ly/3bvcCvi

Class action lawsuits require the certification of a group of people who have experienced similar issues and similar losses. The idea is simple: instead of having thousands of individual cases and trials you combine them all into one class and have one central case for the courts to handle. From a business perspective the potential for financial damages is in many cases a risk to the life of the business itself. https://bit.ly/2MplXKI

Shareholder disputes involving a minority interest are unfortunately quite common. Majority interests mistakenly believe they can bully others and dictate decisions and disbursements. Officers of the company, board members and majority shareholders often use harsh tactics to control minority interests who are concerned about the decisions of management, the improper or inappropriate distribution or allocation of funds, and the lack of transparency and access to company books, records and internal communications. This can result in shareholder disputes or the need to file a proactive lawsuit. https://bit.ly/389gtMG

Is a stock purchase or asset purchase best to acquire a San Diego business? There are two primary methods to acquire a company or corporation a stock purchase or an asset purchase. Each strategy has pros and cons for both the buyer and the seller, and the decision of which method to employ is highly fact dependent. https://bit.ly/3jeyBqE

Shareholders’ rights are in jeopardy with dual-class shares. When investors purchase shares of stock in a company, they are risking their investment if the company does not perform well. Investors are willing to do this in exchange for a share if the company is profitable. Shareholders who invest in a company also historically have voting rights they can use if shareholders feel that the management is not living up to their expectations. From an investor’s point of view, this makes sense as the control of the company is left to its ownership. https://bit.ly/35kwAUU

If you have considered selling your San Diego business, or another company has expressed interest in a purchase it is important to contact attorneys with extensive legal skill and experience. Selling a business is much more complex than a contract to convey the company or it’s assets and the terms of the transaction. There are several steps we can help you to take that will increase the value of your company in the transaction. The method(s) used to structure the transaction itself will have a heavy impact on related taxation, and the net amount of the proceeds you will ultimately receive for your business. This is why preparing and selling your San Diego business requires extensive legal experience and skill. https://bit.ly/2Hh8kL8

What happens after the sale of a San Diego business is competed is determined by the details of the transaction. Business acquisitions are not simply about a stock purchase or asset purchase, but are sophisticated agreements which manage the logistics of the transfer and what will happen once the sale is consummated. There are important logistical issue to consider. https://bit.ly/3ks9ORe

There are several sound reasons to acquire another business through a stock purchase, but you should consider the potential risks associated with these transactions as well. A stock purchase allows you to purchase all assets, intellectual property, real property and inventory of a company including existing contracts, customer bases and distribution networks. https://bit.ly/3nWAXy8

A stock purchase is fraught with legal issues and risks for the buyer and seller alike. The primary risk in a stock purchase is contingent liability. The transaction must be structured to protect our client’s interests and to ensure that unforeseen liabilities don’t surprise them once the transaction is completed. https://bit.ly/2SWMejN

Looking to grow? One proven strategy to grow your San Diego business is a buy out a competitor with a stock purchase. A stock purchase is a much more complex legal and financial transaction than an asset purchase, which allows you to purchase specific fixed assets or the goodwill of another company. https://bit.ly/31skzMj

A Revocable Living Trust is a trust established while you are living and enables you to make changes whenever you want, as well as reclaim the property transferred into it. It describes how your property should be managed while you are alive and how it should be distributed upon your death. https://bit.ly/3lUgXKL

In many cases, the best entity for the formation of a San Diego medical business or practice is a California Professional Corporation or PC. The PC is much different than a normal C-Corporation or S-Corporation as it provides specific protections and advantages to licensed medical professionals. You must also structure the entity and all supporting corporate documents such as the shareholder agreement and bylaws, policies and procedures and even the employee handbook to reflect the complex realities of healthcare related governance and compliance. The formation of a San Diego medical business or practice requires experienced business and corporate attorneys with specific knowledge and experience with the medical and healthcare industry. https://bit.ly/36Kj5QX

Are you considering forming a new medical group or healthcare business in San Diego or Southern California? The best business entity when forming a new medical group or healthcare business in San Diego or SoCal is the California Professional Corporation. The Professional Corporation provides several significant advantages over a traditional business entity for California licensed professionals and healthcare practitioners. The actual structure of the Professional Corporation protects individual licensed professionals from each other’s actions, so that no one can be held financially liable for the negligence or malpractice of another member of the medical practice. https://bit.ly/30ItLf6

Fulfilling medical business and healthcare governance and compliance in San Diego and Southern California can be a daunting responsibility and task. All corporate entities, including the most common healthcare entity the California Professional Corporation must develop strategies to remain in compliance with all federal, state and local laws, regulations and ethical conduct requirements. https://bit.ly/3nyAcLA

Are you concerned about defending against a potential breach of contract lawsuit? What should you do if you know you can’t fulfill the terms of a contract your business has entered into? The failure to fulfill a contractual agreement per the terms of the contract is known legally as a breach of contract. Breach of contract often leads to a lawsuit between the parties and the potential for damage to a previously successful business relationship. What action should you take? https://bit.ly/2GuQV1H

The formation of a new medical practice or healthcare entity is legally quite complex. What is the best entity when starting a new ophthalmology practice or business in San Diego or Southern California? The California Professional Corporation provides multiple advantages to ophthalmologists and licensed California ophthalmic professionals. https://bit.ly/3jIpuQc