Hunt & Associates P.C.

Jun 16, 2015

What Yogi Berra Can Teach Small Business Owners about Estate Planning

According to baseball legend Yogi Berra, “If you don’t know where you are going, you will probably end up somewhere else.” Yogi’s one liners often make me laugh, but they also make me think. His quip reminds me of the importance of having a plan when engaging in any endeavor that will impact our personal situations beyond the immediate here and now. That includes the process of estate planning. Now, I will grant you that … Read more

May 20, 2015

Statutory Conditions and Restrictions on Distributions to Equity Owners

Directors, shareholders, their counterparts in other business entities, and their attorneys routinely ignore the statutory conditions and restrictions on distributions to shareholders and other equity holders. The subject was discussed at the most basic level in a prior blog post here. A recent Washington appellate decision demonstrates how costly disregard for those restrictions can be.

As noted in the prior blog post, state law often limits the amounts a corporation or other business entity … Read more

Feb 12, 2014

Successor Liability of Businesses for Unpaid Wages in Oregon – The Court Sees What it Wants to See

It’s often entertaining to watch kids rationalize their way to preordained conclusions.  When a court tries to reason its way to the outcome it wants, the sight is at best merely painful and more often embarrassing.  The Oregon Supreme Court’s opinion in Blachana, LLC v. Bureau of Labor and Industries, 354 Or 676 (2014) is an illustration of such result driven reasoning that’s not only painful and embarrassing but, unfortunately, wrong and unfair as well.… Read more

Mar 20, 2013

A Second Look at the Reduction of Fiduciary Duties in Oregon LLCs

Limited liability companies were created as a new, more flexible form of business entity which would enable its members to exercise their freedom of contract to the fullest permissible limits.  Because they are contractually malleable, the language of the operating agreement organically defining an LLC must be precise and judicious.  In Synectic Ventures I, LLC v. EVI Corp., 353 Or. 62 (2012) the Oregon Supreme Court, reversing an earlier decision by the Court of Appeals, … Read more

Oct 24, 2012

Family Dynamics and Estate Planning

Understanding a family’s dynamics in estate planning is very important.  Frequently, I have clients that come to me requesting a “simple will”.  For example, a couple in their mid 60s comes to my office for estate planning.  They have three kids all over the age of 30.   They own a primary residence, a vacation property at the beach which has been in the family for two generations that they would like the kids to receive … Read more

Aug 23, 2012

Liability Issues for LLC Members

When I meet with clients for the first time they usually tell me they want to set up an LLC so that they cannot be sued personally for the company’s business.  However, limited liability does not mean absolute liability.  Members of limited liability companies can be liable for company debts, obligations, and liabilities for a number of reasons.

As a general rule members of a limited liability company are not personally liable for the debts, … Read more

May 22, 2012

Kevin Tillson to Speak at Local LLC CLE

Our very own Kevin J. Tillson is scheduled be a speaker at a CLE entitled “LLCs: From Formation to Special Uses“. The CLE is scheduled to take place on Tuesday June 26, 2012 all day beginning at 8:30 AM at the Red Lion Hotel & Convention Center which is located at 1021 NE Grand Avenue in Portland, Oregon. He will be specifically discussing the impact of state law on LLCs. Sign up for … Read more

Mar 12, 2012

When Directors Assert Individual Privileges Preventing Their Corporation from Responding to Discovery Requests

What happens when a corporation can’t respond to proper discovery requests in civil litigation because its officers or directors refuse to provide the corporation with the information necessary to respond to those requests under a claim of personal privilege unavailable to the corporation?  Are the legal consequences to such a corporation softened if the corporation is publicly funded and the assertions of personal privilege on Fifth Amendment grounds by its directors “politically sensitive”?… Read more

Oct 25, 2011

Acquisition International Article

Acquisition International has published an article entitled “McCoy Sales Corporation and Fluid Connector Products Merge to Form Motion & Flow Control Products” in which we are featured.  Read the full article here.… Read more

Aug 30, 2011

Planning the Exit from Your Business

Sooner or later, willingly or unwillingly, deliberately or unconsciously, a small business owner decides how they’ll leave their business.  Whether they’re carried feet first out the door at death; they sell; they transfer the business to the next generation; or they take some other path out the door: the day will come when each owner makes their final exit from their business.… Read more