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About Robert Doblmeier, M.Sc.
Expertise
I am happy to answer questions about Small Business Sales i.e. Small businesses with Gross Sales in the 250K to 50 million dollar range. The business must be privately or closely held(no publicly traded companies).

Experience
Why me? I am a full time business broker with a 14-year history in real estate in New York and Florida. I taught the New York State Licensing course for 2 1/2 years. I am the winner of VRs’ Prestigious Bronze Award for 2006, and a major reason my office won the Centurian Award in 2006. After just seven months in this office, I closed the deal that resulted in the largest single commission in our offices’ history, a record that stood for over 1 full year. I am an instructor for the Small Business Development Administration, teaching a course I designed and created called "How to Buy a Business". I am a Certified Networker and have won the Notable Networker Award three times in one year. I am also an instructor for the Referral Institute, teaching the Referral Pipeline course. In 2006, I was nominated to the Presidents' Business Advisory Council on Small Business. Most importantly, I have amassed a large database of recognized professionals that can facilitate your transaction.

Organizations
The Referral Institute, Business Networking International, International Business Brokers Assoc., German American Business Council,

Publications
Small Business Development Corp. and various private newsletters.

Education/Credentials
B.Sc. Stockton College, M.Sc. Long Island University,

Awards and Honors
Centurion Award for 2006, Bronze Award for 3Q 2006, Recognition for the First SBA loan done in the Office.

Past/Present Clients
I can not , for reasons of confidentiality name past or current clients. I can name industries where I have facilatated a transaction: marine, furniture, beauty industry, education, food service, automotive, home improvement, construction, and tax industry.

 
   

You are here:  Experts > Business > Corporate Law > Mergers & Acquisitions > Release of Liability - new form needed

Mergers & Acquisitions - Release of Liability - new form needed


Expert: Robert Doblmeier, M.Sc. - 7/23/2008

Question
Hi, when a company changes from an LLC to a corporation, but it's still the same company, does it need to have it's clients sign new release of liability forms?  Thanks.

Answer
Please remember I am NOT a lawyer and so with that I will say yes, in a perfect world. This shows clearly and therefore it is undeniable that the clients know the extend of their protection.
Consider the INVERSE. In selling, the new owner USUALLY establishes a new company and sells the assests into the new company to AVOID any undisclosed (or unknown at the time of sale )law suits. This usually happens with small Main Street Companies where there is also a major change in leadership as a result of the sale.

If, when you say "But is still the same company" you mean the same people are running it. One could say 'well that was how we did it at the "old" company' the question becomes how do you "prove it". It becomes a double edged sword.
The kicker is "everything is negoiated" and the papers which govern the change should indicate how such matters are to be handled.
Whether LLC or Corp some document of record should state why the change was made and how the clients are to be treated.

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