LIEBER & LIEBER, LLP provides high quality, personalized and affordable legal services to its clients in New York City, across the United States and in Europe and Asia. We identify and provide practical and creative solutions to the various legal issues facing our clients in the context of their specific businesses. We work closely with our clients, no matter how large or small, in order to assist them in realizing their legal and business goals. The Firm, founded in 1997, offers a full range of legal services to its business and individual clients in commercial and transactional matters. Our practice is divided into the following principal practice areas: (1) consumer bankruptcy and commercial bankruptcy and debtor/creditor law, (2) real estate and (3) corporate and business law.
|FREQUENTLY ASKED QUESTIONS IN OUR PRACTICE
I’m contemplating selling my business. Should I structure this as a sale of the shares of capital stock of the company or a sale of all the company’s assets?
Many factors determine whether the sale of a business should be structured as a sale of stock or a sale of assets. From the seller’s perspective, a sale of stock is often preferable. The buyer will inherit all of the debts, liabilities and obligations of your business, unless otherwise provided in the sale agreement. Also, depending on the circumstances, the seller may be able to avoid double taxation issues. Additionally, the transaction will often be simpler as there may not be as many third party consents (from landlords, parties to contracts, governmental entities, etc.) that are required in an asset sale. Your buyer may have a different perspective, however. Buyers often prefer to purchase assets, so they are not saddled with all the debts, liabilities and obligations of the business. A purchase of assets may enable the buyer to select those particular assets it will purchase and those particular liabilities it desires to assume. (Click here to continue Corporate FAQ's)
Can Creditors and Debt Collectors pursue me once I file for bankruptcy?
No. Immediately upon the filing of a chapter 7 (straight liquidation) or a chapter 13 (reorganization) bankruptcy, all creditors are barred by the “Automatic Stay” under the Bankruptcy Code from taking any action to collect on debts incurred prior to the bankruptcy. Creditors, such as banks, may not continue foreclosure or other types of actions, unless they seek permission from the Court. The automatic stay also extends to co-debtors of a chapter 13 debtor provided that the chapter 13 debtor is current on his or her plan payments. (Click here to continue Bankruptcy FAQ's)
We shipped goods to a company which filed for bankruptcy two (2) weeks after the shipment. What are our rights?
The Bankruptcy Code was recently amended to provide additional protection for vendors like you. A vendor is entitled to an administrative claim for the value of goods received by a debtor before the date of the commencement of a case under the Bankruptcy Code that have been sold by the debtor in the ordinary course of its business. (Administrative expense claims are afforded a priority of payment over unsecured claims. In order to confirm a proposed plan of reorganization or liquidation, such plan must provide for 100% payment to such holders of administrative claims.) This administrative expense claim protection is afforded creditors like yourself as long as the goods were received by the debtor within 20 days before the bankruptcy. (Click here to continue Bankruptcy FAQ's)
I’ve finally located the home that I’d like to own. What should I do next?
You and your broker (if you are using one) will negotiate with the seller and his/her broker to reach agreement on a purchase price and other terms of the deal. Sites such as streeteasy.com provide useful information on the history of the particular listing (such as the length of time the property has been on the market, any price reductions, etc.) and the sale prices and listing prices of comparable homes. If you have previously retained an attorney, he or she can also help in this process. Once agreement is reached, the seller’s broker will prepare a “deal sheet” listing all the salient terms of the transaction (price of the property, address of the property, names of the seller and the buyer and their attorneys, etc.). The seller’s attorney will then prepare a contract of sale and forward it to your attorney for review. At this point in the transaction, the role of your attorney is critical. Your attorney will negotiate the contract on your behalf to make sure that it contains terms that are important to you (such as a financing contingency). Many attorneys spend little to no time negotiating the standard form of contract typically supplied by the seller’s attorney. At Lieber & Lieber, we prepare riders to the contract aimed at protecting your rights. (Click here to continue Real Estate FAQ's)