Archives for November 2013

BUYING AND SELLING A NORTH CAROLINA BUSINESS OR BUSINESS ASSETS

Are you considering Buying or Selling a Business or Business Assets?  Where do you start?

If you are the Buyer should you buy the entire business (typically called a stock purchase) or just the business assets (typically called an asset purchase)?  If you just buy the assets of another business should you do so as an individual or as a newly created entity such as a North Carolina Corporation or North Carolina Limited Liability Company?  Should you require a Non-Compete Agreement with the Seller?  Should you pay cash at closing or should your payment be structured over time?

If you are the Seller should you require cash at closing or accept payments over time? If you accept payments over time should you secure the debt with a UCC Financing Statement and/or a Personal Guarantee Agreement or other security interest?

As a Buyer or Seller does the North Carolina Bulk Sales Law apply to your transaction?  These are just a few of the topics you must consider when Buying and Selling a North Carolina Business or Business Assets.

Call Wesley S. Jones now at 910-256-5800 for a free telephone consultation.

Business attorney serving all of Southeastern North Carolina including  New Hanover County (e.g. Wilmington, Kure Beach, Wrightsville Beach, Landfall, and Mayfaire), all of Pender County (e.g. Burgaw and Topsail Beach) and all of Brunswick County (e.g. Bolivia, Southport, Ocean Isle and Oak Island).

 

Construction Laws May Vary by State

Construction Law ServicesWilmington attorney, Wes Jones appreciates that managing a construction project is a tall order. Hiring subcontractors, securing surveyors and inspectors, purchasing materials and acquiring all the necessary permits for a building job are just the beginning. Dealing with weather, illness, and scheduling glitches present their own set of challenges.

When builders agree to work across state lines, which they often do, they may be surprised to learn that construction regulations can vary greatly. In fact, there may be a number of legal issues of which they are completely unaware. Because the legal aspects involved with both commercial and residential construction can differ from state to state, securing the services of an attorney familiar with those laws is strongly advised.

Builders that accept projects in North Carolina are often shocked to discover that individuals with very minimal ties to the job can sue them. For example, if the construction firm caused any delays, loss of profits, or was found negligent, someone outside of the “contractual privity” category is able to sue. Although many states make contractual privity a requirement, which serves to define the relationship and accountability between the parties in a construction contract, North Carolina does not in some cases. Other matters that are not the same among all 50 states are statutes of limitations and statutes of repose. These define how long a builder can be found responsible and be held accountable for damage or injuries suffered on, through, or by the construction site.

Even if you are familiar with the current laws on the books that govern construction practices, having an experienced attorney will help you stay one step ahead, especially when changes are made or new laws are enacted. For example, here along the Cape Fear coast, many were caught off guard with the new flood insurance legislation and how it impacts both new construction and renovation projects.

To avoid any surprises and for optimum piece of mind, it just makes sense to get the facts from an experienced attorney who is familiar with the legal requirements of the state you’ll be working in. Throughout southeastern NC and the greater Wilmington area, Wes Jones has a proven track record in Construction Law and Litigation.

If you want to be confident that you are in full compliance with the law, please schedule a meeting with Wesley Scott Jones. You can also learn more about his practice and the other types of cases he handles by browsing his Practice Areas and Services.

Wes’s office is located in Lumina Station, just before the Wrightsville Beach drawbridge, at 1904 Eastwood Avenue, Suite 30. To make an appointment or get more information on the services Attorney Wes Jones provides, please call 910-256-5800.

Business Litigation Matters

Business Litigation MattersWhen Wilmington attorney Wesley Scott Jones takes on a case, his goal is to handle the matter swiftly and effectively.  As a business and lawyer and litigator, Wesley appreciates that his clients want to get back to business, not spend their valuable time in a courtroom. Over the years, attorney Jones has represented both plaintiffs and defendants from large and small businesses, including family-owned businesses, Corporations, Limited Liability Companies, Sole Proprietors, and Franchises, both big and small in District Court, Superior Court, Federal Court and in Mediation.  Learn more about Business Litigation Services from Wesley Jones.

Whether the business owner is a new or experienced professional, the wide variety of issues that can escalate into a legal dispute is truly amazing.  That is why it makes sense to retain the services of a skilled litigator, just in case.  In recent years, Attorney Jones has represented clients throughout the courtrooms of southeastern North Carolina, in matters such as:

  • Account Collection
  • Breach of Contract
  • Breach of Corporate Duty
  • Business Judgment Rule
  • Contract Disputes
  • Collection of Past Due Accounts
  • Deceptive Trade Practices
  • Deceptive Business Practices
  • Debt Collection
  • Delinquent Accounts
  • False Statements
  • Franchisor-Franchisee Disputes
  • Fraud
  • Interference with Contracts or Business Relations
  • Judgment Recovery
  • Misappropriation of Trade Secrets
  • Misrepresentation
  • Negligent Misrepresentation
  • Nonpayment
  • Ownership Disputes
  • Partnership Disputes
  • Payment Disputes
  • Piercing the Corporate Veil
  • Torts
  • Unfair and Deceptive Trade Practices
  • Unfinished Work
  • Undelivered Goods

Most everyone going into a business or construction deal is usually hopeful and excited about the anticipated end result.  Ensure smooth sailing for your business and gain piece of mind with a little help from the Law Office of Wesley Scott Jones.  To learn more about the services his firm provides, please call lawyer Wesley Jones today at 910-256-5800 for a free consultation.

Wesley Jones is a Litigation Lawyer serving all of Southeastern North Carolina including  New Hanover County (e.g. Wilmington, Kure Beach, Wrightsville Beach, Carolina Beach and the areas of Ogden, Masonboro, Myrtle Grove, Landfall, and Mayfair), all of Pender County (e.g. Burgaw, Surf City, Hampstead and Topsail Beach) and all of Brunswick County (e.g. Bald Head Island, Bolivia, Calabash, Leland, Shallotte, Southport, Saint James, Ocean Isle, and Oak Island).

TIPS FOR BUSINESS STARTUPS IN WILMINGTON, NC

An Attorney reviewing documents with clients.When taking the leap to start a business, it pays to have a few skilled professionals behind you. Although you may be a natural with managing finances and employees along with marketing and delivering the goods or services the firm will provide, there’s true piece of mind when all of the bases are truly covered. Local business attorney Wesley Scott Jones has helped hundreds of clients in the greater Wilmington area develop a blueprint for success.

As with most endeavors, creating a foolproof plan is key.  With that idea in mind, please consider these tips for streamlining a business startup.

  • Hire an attorney, such as Wes, who is well versed in all aspects of business and contract law.
  • Hire a local accountant who is also familiar with the territory.  As a business owner, you will discover that in the long run, having experts on your team in those two disciplines is priceless.

Next, your attorney and accountant will be able to advise and guide you on aspects such as:

  • Structuring your business entity
  • Registering with the local, state, and federal tax offices
  • Protecting yourself from deadbeat clients (See: Collection of Past Due Accounts)
  • Preparing for employee issues, such as Noncompetition Agreements, Independent Contractor Agreements, Employment Agreements, and defining your responsibilities to those individuals
  • Contract drafting
  • Draft and implement company policies, including terms of service, disclosure, and privacy matters
  • Financial aspects such as payroll, income tax forms, profit and loss statements

Please note that the above tips are merely suggestions and each company will have its own list of areas to address. Because every business is unique and laws and financial guidelines vary state by state and even county by county, having skilled professionals at your disposal is just the responsible thing to do.

Attorney Wesley Scott Jones would be happy to discuss more about the essential steps you’ll need to consider for your specific company.  To schedule an appointment for a free consultation please give his office a call at now 910-256-5800.

Wesley Jones is a Business Lawyer serving all of Southeastern North Carolina including  New Hanover County (e.g. Wilmington, Kure Beach, Wrightsville Beach, Carolina Beach and the areas of Ogden, Masonboro, Myrtle Grove, Landfall, and Mayfair), all of Pender County (e.g. Burgaw, Surf City, Hampstead and Topsail Beach) and all of Brunswick County (e.g. Bald Head Island, Bolivia, Calabash, Leland, Shallotte, Southport, Saint James, Ocean Isle, and Oak Island).

Proper File Management in Your Construction Firm

Construction FilingIn today’s world of hi-tech communication, some may think the concepts of establishing a “paper trail” and “getting it in writing” are almost obsolete. Some construction professionals assume it’s enough to have a well-executed contract and rely on text messages and e-mails to communicate with clients, vendors, inspectors, and subcontractors during a building project. Regardless of the job, there should always be a solid documentation process that is well understood and executed to the letter by you and all of your employees.

For the uninitiated, grasping the amount of paperwork involved for a building project, even a simple one-can be mind-boggling. From the job’s initial proposal to the final walk-through, the number of documents and forms is sizeable. Consider a few of these items that must be accounted for, especially if there are ever any legal issues that arise, before, during, or even after the work is complete: proposals, estimates, supply receipts, surveys, inspections, pay stubs, building plans, and all correspondence among all of the parties involved in the endeavor. Communications that rely on digital media and e-mails must also be accounted for.

When a business owner understands what is known in legal terms as the “discovery process,” he or she can then appreciate why thorough documentation of every step is vital. Of course no one ever expects to face legal trouble. However, in the construction industry, there are just too many factors at play to take any chances. To set things up for smooth sailing, there are just a few necessary procedures to follow. The idea of such in-depth record keeping may seem over the top at first, however, if and when a lawsuit rears its ugly head, you’ll be glad the system was in place.

In the act of discovery, information is obtained using all means and methods. This fact-finding is an integral part of prosecuting or defending a lawsuit. Questions are posed by the plaintiff’s legal team, and with the assistance of your attorney, the answers are provided. This will require the production of any or all documents that pertain to any or all phases of the project. It is important to understand that in the discovery period, items may be requested that do not even seem relevant to the case, however, you will be responsible for making them available. A few examples of typical requested articles are:

  • Hand written notes, personal or business calendars, and e-mails
  • Communications in any form sent by one of your employees to anyone involved in the job, from the client to the subcontractors. Even if the individuals had a friendship or causal acquaintanceship, their transmissions may be viewed as admissible in a court of law.
  • Meeting minutes

For the sake of discovery, all documents, including notes jotted down on post-in notes or scrap paper and personal journals can be requested.

To cover all your bases, a system for recording all aspects of the project must be in place.

Creating a system such as this is just as important as developing your contractual documents and is another example of why retaining legal counsel is essential for success. It’s a preventive measure that equates to wearing a seat belt, bike helmet, or installing smoke alarms. Protect yourself with an ironclad document filing system!

Here are the steps to consider:

  • Familiarize each employee with the proper procedures for acquiring and filing all paperwork, including e-mails. Ensure that everyone is using the same system for filing whether it’s for paper records or e-mail folders. Also stress that keeping detailed, chronological information is the only way to do it. Encourage everyone to ask if they are ever unsure about the company’s record-keeping system.
  • Stress the importance of establishing detailed and clear contracts and proposals. The procedure should follow a logical progression and if one step is skipped, such as unclear points that go unanswered or failure to sign a document, then the process stops until the issue is resolved. Consistency and accountability are the keys to success.
  • Know your employees and monitor any inappropriate behavior such as posts on social media sites. Also, insist that they enter all work related items into the company’s computer system rather than keeping it on their personal computer, even if the computer was provided by the firm.
  • Keep a special, separate file marked “Problems” or “Unresolved Issues”. If any one, including a client, supplier, subcontractor, employee or inspector voices concern or displeasure during any phase of the work-document it. Having access to such details could be vital if the issue escalates and winds up in a legal dispute.
  • When matters from the “Problem File” result in further action being taken, move the paperwork regarding those activities to another special folder labeled, “Legal”. This information should also be kept separate from the other files and ideally in a different location to prevent inadvertent disclosure.
  • Finally, explain to all employees that when creating e-mails, letters, faxes, social site posts, or even phone conversations, that the “Grandmother Rules” should be followed. That is, mind your manners, follow the Golden Rule, when in doubt-don’t, and treat everyone with respect.

If you would like to discuss ways to mange your construction firm’s files and important papers, Wilmington attorney Wesley Scott Jones is just a phone call away. Wes has represented numerous construction and home building  professionals in the greater Wilmington area, including architects, developers, contractors, and subcontractors. His office is located in beautiful Lumina Station across from Landfall just before the Wrightsville Beach bridge in Wilmington, NC. Please, call today for a free consultation – 910-256-5800.