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In KOVACS-WHALEY v. WELLNESS SOLUTIONS, INC. ET AL., No. M2011-00089-COA-R3-CV decided March 16, 2012, the Tennessee Court of Appeals held that Defendants were not entitled to summary judgment on a breach of contract claim because a jury could ultimately decide that Plaintiff's objection to the stock appraiser chosen by Defendants was reasonable. This case highlights the perils of including provisions of mutuality and reasonableness in Shareholders' Agreements, or as we like to say, "no good deed goes unpunished."
A majority of American small businesses use the s-corporation form of doing business (i.e. dentists, opticians, and even retailers). The main reason is that an s-corporation is a pass-through entity, meaning the net earnings of the s-corporation are passed through to the shareholders of the company and reported on their individual income tax returns. This may seem simple enough for accounting principles but the tax ramifications can be substantial.
The Marshes' claims against the mortgagee were based on the theory that, because the property had been sold at a tax sale prior to the mortgagee's foreclosure, the mortgagee had no interest in the property that could have been sold; thus, the Marshes were "flim-flammed" when they paid the mortagee $26,000 for the property.
Obtaining a judgment against a defendant is not the same thing as collecting that judgment and often collecting a final judgment is the real battle in a case. You will often hear attorneys tell their clients that winning a lawsuit can be the easy part and collecting the judgment can be what takes time and considerable effort. When a judgment is obtained at the conclusion of a lawsuit, very rarely will a defendant write a check for the amount owed. Collection of the judgment may also be delayed if a defendant chooses to appeal to a higher court. If the defendant does not voluntarily pay a judgment, there are, however, ways to attempt to collect a judgment after it becomes final.
When forming a corporation, too many people simply visit the Secretary of State's website, or a form provider's website, download an inexpensive or free sample charter, and file it with the Secretary of State. Using such forms without careful consideration of the many variables that go into forming and operating a corporate entity, however, does a great disservice to you and your corporation.
IC-DISCs are one of the few tax benefits provided by the tax code specifically for exporters. IC-DISC's can be used by any company that 1) directly exports the goods that it manufacturers; 2) provides services that are conducted outside of the U.S.; or 3) manufactures goods that are part of a final product that is exported.
Parents often ask us: (1) if their child hurts someone in a car wreck, can they be held responsible; and (2) what can they do to protect themselves against individual liability? The answer to the first question is yes, parents can be held personally liable under Tennessee's "family purpose doctrine" if their child causes a wreck while driving a family car. The answer to the second question is more difficult, but with proper planning, parents can reduce the likelihood that they will become the targets of a lawsuit arising out of an automobile accident caused by a child.
A hard-working, zealous and experienced lawyer can be of great assistance and defend your rights when you are faced with a significant legal issue. At Grant Konvalinka & Harrison, we assist clients in Chattanooga, along with regional, national and international clients with an array of legal issues, including business litigation, bankruptcy, employment law and much more.
Grant Konvalinka & Harrison, P.C., serves clients in Tennessee cities such as Chattanooga, Cleveland, East Ridge, Red Bank, Jasper, Collegedale, Athens, Decatur, Altamont, McMinnville, Manchester, Dunlap, Winchester, Fayetteville, Soddy-Daisy, Etowah, Dayton, Charleston, Tullahoma, Fort Oglethorpe, Dalton, Chatsworth, Calhoun, Summerville, Lafayette, Ringgold, Chattanooga Valley, Chickamauga, Tunnel Hill and Trenton.
Counties: Hamilton County, Bradley County, McMinn County, Sequatchie County, Grundy County, Franklin County, Coffee County, Warren County, Dade County, Catoosa County.