What is a Dissenter’s Rights Action?

The purpose of the Washington Dissenter’s Rights Statute, RCW 23B.13 et seq., is to protect the property and rights of minority corporate shareholders in extraordinary events such as mergers or the sale of “all, or  substantially all” of a corporations’ assets. See RCW 23B.13.020. The statute provides protection to minority shareholders by according appraisal rights. […]

How Much Can I Garnish from a Debtor’s Paycheck or Bank Account?

If your business wants to collect a judgment, you  may consider a garnishment proceeding. See generally RCW 6.27 et. seq. In Washington, a garnishment proceeding generally allows a creditor to collect his or her judgment from the debtor’s paycheck or bank account, with some exceptions. Washington statute places limitations on the amount a creditor can […]

My Business Has a Judgment Against a Debtor. How Can My Business Collect the Debt Owing?

If you recently obtained a judgment against an individual or entity, you may be wondering how you can most expediently satisfy the judgment. It is a common misconception that a debtor will simply “pay up” when a judgment is entered. Unfortunately, obtaining a judgment is generally only half the battle. A creditor frequently has to […]

I’m a Creditor in a Chapter 11 Bankruptcy. Now What?

If you recently received notice that an individual or entity filed for Chapter 11 bankruptcy protection, you may have many questions regarding your rights as a creditor. Are there any actions you are required to take to preserve your rights? What exactly is a Chapter 11 bankruptcy? Chapter 11 Proceedings A Chapter 11 bankruptcy is […]

When Can a Corporate Entity be “Disregarded”?

The phrase “disregarding the corporate entity” or “piercing the corporate veil” is often used to describe a circumstance where a court decides to hold corporate officers or shareholders personally liable for the debts and liabilities of the corporation.  Under the Washington Business Corporation Act, a corporation is an entity distinct from its officers and shareholders. […]

What is a Shareholder Derivative Suit?

A shareholder derivative suit is a lawsuit started by a shareholder of a corporation on behalf of the corporation against a third-party.  The third-party is often an insider of the corporation, such as an officer or director. The purpose of the shareholder derivative suit is to seek compensation for harm the third-party has caused to […]

My Business Partner Passed Away. Do I Have Any Obligations to My Deceased Partner’s Estate?

Washington law contains specific provisions governing partnership property upon the death of a partner. See RCW 11.64 et. seq. The personal representative (the person appointed by the court to administer the deceased person’s estate) of the deceased partner’s estate may request that the surviving partner furnish an inventory and list of liabilities of the partnership. […]

What are Corporate Articles of Incorporation and By-Laws?

If you are considering forming a for-profit corporation in Washington, you may have heard the terms “Articles of Incorporation” and “By-Laws” mentioned in passing. What are these documents and what do they mean for a prospective for-profit corporation? Are Articles of Incorporation and By-Laws even necessary? A saavy businessperson should understand the purpose of “Articles […]

I Think I Overpaid My Employee. What Do I Do?

Relations between employers and employees are often complex. If you own and operate a Washington business, you may want to be familiar with statutory provisions regarding the payment of wages. Moreover, if you’ve accidentally overpaid an employee, you may want the assistance of a legal professional to recover the overpayment. A Spokane business attorney can […]

What is a Trade Secret? How Do Trade Secrets Impact My Business?

If you are a business owner, you may have several business methods, compilations, and devices that you do not want revealed to your competitors. Simply put, the methods, compilations, and devices derive their value from remaining confidential. If this is the case, your method, compilation or device may qualify for “trade secret” protection under Washington […]