Question About Business Structure

 
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Old 04-25-2006, 10:48 PM   #1
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Question About Business Structure


This is going to seem a bit disjointed, but hopefully you guys will get the question.

The case we are pursuing against the client who didn't pay us our last payment is going forward. We put a lien against them and the foreclosure process has begun.

They finally got an attorney and we got a letter from him a few weeks ago. We've passed it onto our attorney who will handle it from here.

My question is this: One of the questions their attorney asked was regarding our business structure or what relationship was my husband to the business. DBA? LLC?

We are a DBA but hadn't registered our trade name with the town until last week. He didn't seem concerned with that as long as we WERE registered with the town.

The thing is, *I* am the DBA, not him. Basically, he is my employee.

I should carry WC on him right? If I don't, can they invalidate the business at all?

I'm not exactly sure the relevance of our business structure to the case and he didn't ask the attorney about it today.

From the questions they asked regarding change orders, who signed the contract and the 3 day cancellation, I'm guessing they are now trying to invalidate the contract in order to get out of paying. In my opinion, this means they've figured out the contract is sound, but by discrediting the business, might void it?

These people have run all over the place with their reasons for not paying, from it being too much money, to my husband doing "damage" to the property totaling the amount they happen to owe, then it was that we never returned phone calls and didn't complete the work. Each time they have been countered by us and we have come out on top. I think this is last ditch effort to avoid having to pay.

Thoughts?
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Old 04-25-2006, 11:04 PM   #2
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Re: Question About Business Structure


A DBA isn't a business structure -

Business entities are LLC, LLP, sole proprietorships, corporations.

DBAs are just the filing of a fictitious name associated with a business entity. DBAs for sole proprietorships are filed on the local level, DBAs for corporations and such are filed on the state level.

I have to wonder why you are concerned with supplying any of this information to their attorney? Let him do his homework himself.

What is the difference if you are a corporation a sole proprietorship or just a guy with a truck? If you and the customer had an agreement in writing for your husband to do some work for this person at an agreed price it doesn't make any difference if you are a business or just joe blow off the street. A contract is a contract is a contract.

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Old 04-25-2006, 11:18 PM   #3
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Re: Question About Business Structure


It sounds to me as if they are looking for whom to hold accountable or name in a countersuit.
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Old 04-25-2006, 11:23 PM   #4
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Re: Question About Business Structure


Mike, their attorney may be trying to substantiate if her husband was a "legal" agent of the business. If not, then he might be able to say the contract and Change Oders he signed is moot - void.

Remember, one must think like a sleaze to understand the various routes they are willing to take, and the reasons. However, having been born and raised in Chicago, I was taught never to use attornies or the legal system for cases like this, but to just turn it over to Bubba instead. Funny, the first Bubba was recommended by my attorney at the time, a real sleaze himself, I found out early on. Bubba aways comes through, and his "collection fees" just get added to the debt owed. And there is not a city in the world that doesn't have a Bubba.
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Old 04-26-2006, 07:59 AM   #5
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Re: Question About Business Structure


A DBA isn't a business structure -

Business entities are LLC, LLP, sole proprietorships, corporations.


You're right. I meant to add that we are an SP with me at the healm. I hope you were able to figure that out when I mentioned the "employee, WC stuff". I filed our trade name with the town.

I have to wonder why you are concerned with supplying any of this information to their attorney? Let him do his homework himself.

I'm not worried, just wondering why it would be relevant.

What is the difference if you are a corporation a sole proprietorship or just a guy with a truck? If you and the customer had an agreement in writing for your husband to do some work for this person at an agreed price it doesn't make any difference if you are a business or just joe blow off the street. A contract is a contract is a contract.

This is what I was hoping you'd say. That's what I figured. Which is why I wondered why anyone cared.

It sounds to me as if they are looking for whom to hold accountable or name in a countersuit.


I'm sure this is the reason. They claim we owe them a refund of $7500. Because the contract amount was 54k or something close and they paid 61k or something close. The thing she isn't considering is that part of the 61k she paid was for the 15k of EXTRA work he did, including replacement windows, doors and a finished breezeway. This stuff was added and he did not write a new contract for that. She is asking for "change orders". Well nothing in the original contract was changed, so they weren't necessary. We aren't trying to prove she owes us for the extra work because she PAID for it. What she *didn't* pay was the last payment in the contract.
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Mike, their attorney may be trying to substantiate if her husband was a "legal" agent of the business. If not, then he might be able to say the contract and Change Oders he signed is moot - void.

Right, so I'm trying to figure out how we need to set things up so that he IS a legal agent of the business. If he is my employee and I have him listed as someone who can make financial decisions, that's all that's needed right?

Funny, the first Bubba was recommended by my attorney at the time, a real sleaze himself, I found out early on. Bubba aways comes through, and his "collection fees" just get added to the debt owed. And there is not a city in the world that doesn't have a Bubba.

We've got a Bubba. Problem is, the husband is a General in the ANG. Might prove to be a problem if they can track "Bubba" back to us. We'd like to reserve him as a last resort.
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