Pleading Fraud with Specificity

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According to New York Civil Practice Law and Rules section 3016(b), in a fraud cause of action in a complaint, "the circumstances constituting the wrong shall be stated in detail".  Contrast this with the standard for a libel or slander pleading…

To Sue or Not to Sue – Evaluating Small Business Litigation

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The small business owner considering litigation, or being sued, should at the outset take what I refer to as a “metaphysical” overview of the problem. The two constants of litigation are that it is time-consuming, expensive and the outcome…

Small Business Contracts and Arbitration – Not always a Perfect Match

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Many small business contracts provide that any dispute arising from the contract must be arbitrated rather than litigated in a state or federal court.  Unfortunately, these provisions are often included without a second thought to their practical…

Business Partnerships Gone Bad

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A business break-up can be as stressful and emotionally draining as the breakup of a marriage. And there is always a child involved....the business. So when your business partnership has gone bad, you really want to find out where you are standing and what rights you may have vis a vis the other business partners and the business.

Increasing your Chances of Collecting Outstanding Invoices

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I wish every small business that all its clients and customers always pay what is owed.  Unfortunately, we know this not to be true.  At a certain point, all small businesses face the dilemma of either writing off an unpaid invoice or trying…

Evidencing Ownership in a Corporation – Nothing beats a Share Certificate

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Nothing beats a Stock Certificate when you have to prove your ownership in a business corporation.

When it Smacks, it Cracks – Your Limitation of Liability Clause, That Is

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I am sure you have seen this or a similar contract clause before:   "The Company's liability for damages,  including incidental or consequential damages, is limited to the total compensation paid to the Company by Customer"  In…

Getting Paid – Debt Collections

I don't need to tell you that getting paid by your customers for whatever your small business is offering for sale should be your number one concern.  Here are some pointers for handling this most important aspect of your small business. Prevention,…

Small Business Guide to Risk Management

Via Small Business Trends, I learned about this helpful e-book "Small Business Guide to Risk Management - A complete guide for business decision-makers" published by the Association of Small Business Development Centers. From the introduction:"Risk…

When Businesses Divorce

Business owners at war can get divorced.  If all therapy fails and the fighting business owners cannot agree on an amicable separation, they could file for divorce.  In New York, shareholders who represent 50% of the votes of all outstanding…