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Considering a merger in 2019? 3 due diligence tips.

Business growth can occur in many different ways. Those who are considering a merger to jump-start their growth in 2019 can benefit from the following tips.

Why business owners may consider a merger: A merger transaction can allow a business to grow into a new market or take advantage of a different set of clientele. Whatever the reason for the merger, it is important to complete thorough due diligence before finalizing the transaction.

Business succession planning: A few things to think about to get you started.

If you are like a lot of business owners, you have put in countless hours over a number of years to build your business into the enterprise it is today.  You've put in way too much time and effort to let your business wither or fall into the wrong hands when you retire or die.  You want it to continue to provide the service or product it now provides and to employ the people who have worked alongside you to build and manage it.  You also want its value to be there for your heirs.

Savvy and concerned business owners take steps to prepare for succession--that is who will own and run their business when they have retired or died. They develop a business succession plan with a transparent process for choosing a successor to run the business as well as a written governance plan for the business. In addition to governance, these business owners know the plan should also discuss ownership of the business and the tax implications of any transfer of that ownership.

Land use litigation: Three hurdles to settlement

It is not uncommon for disputes over land use laws to end up seeking resolution through traditional litigation. There are many hurdles that can make negotiating a settlement in these cases difficult.

Three hurdles that often keep the parties from reaching a settlement agreement for land use and planning disputes in Connecticut include:

What to include in an operating agreement for your LLC

Creating an operating agreement helps you and your partners establish the operating rules for your business. It also can prevent future arguments and protect your business interests. This is particularly important in Connecticut because of the new Connecticut Uniform Limited Liability Company Act (CULLCA).

The CULLCA is used to govern LLCs when holes exist in operating agreements. For example, if an operating agreement does not specify otherwise, the CULLCA states any changes to the operating agreement must be approved unanimously. Unanimous agreement can be tough to reach. The act also stipulates to add a new member to an LLC, there must be complete agreement among all the LLC members. The exception, of course, is if your operating agreement states agreement does not have to be unanimous. Here are some things you should consider including in your LLC’s operating agreement.

Can land use laws in CT stop development of my own property?

Connecticut landowners, like landowners everywhere, believe that they should be able to do what they wish with their own property. Unfortunately, there are limitations. Lawmakers have passed land use laws and regulations that govern what is and is not allowed in terms of land development in certain areas. It is not uncommon for landowners to find their plans in direct conflict with state or federal laws.

Undeveloped land, big problems: How do I know what limitations are present?

What to consider when choosing a trustee

Trusts are valuable estate planning tools that can be utilized to any number of ends. Connecticut residents can use trusts to minimize estate taxes, avoid probate and more easily pass assets to heirs. While people usually understand that selecting the right type of trust and funding it correctly is important, they often forget about what it takes to name the right trustee

A trustee is a person who is in charge of making important decisions regarding a trust, including making distributions, managing investments and paying taxes. These tasks may seem straightforward, but they require a specific skill set. This makes choosing the right person to fill the role almost as important as establishing the trust itself, as mismanagement could quickly derail the original plans and limit what a beneficiary receives. 

The drawbacks of buying virgin land for businesses

Owning raw land to establish an upcoming business has its benefits. Owners do not have to worry about any rent payments, the land itself does not cost as much as established properties and there is significantly more flexibility with how owners want everything built and positioned on the new property.

Unfortunately, many people who buy raw land for business ventures overlook several consequences that can come with the purchase. Before potential owners consider looking for undeveloped land, it is crucial that they know what this decision can cost them if they are not careful.

Business law: Synnex expands global reach through acquisition

Acquiring another business is an excellent strategy for expanding your customer base or increasing sales. In theory, these moves are great. In practice, things can get somewhat more complicated. To ensure a successful acquisition, Connecticut owners should be certain that they understand how things will play out under current business law.

Synnex Corporation -- an IT company -- recently acquired Convergys for $2.8 billion. Synnex plans to expand its Business Process Outsourcing reach by placing Convergys in its Concentrix division. This will put the company's BPO reach into 40 different companies, servicing clients in about 70 languages. It should also rake in an additional $2.7 billion in sales for BPO.

Special use permit granted for new casino's land use

A special use permit for a new casino was recently approved in Connecticut. These permits allow for developers and land owners to use the property in a way that deviates from its zoned usage. However they are not permanent and specify a time frame for how long the specified land use may continue, which is usually based off of the intended length of the project, building or business.

Mohegan Sun and Foxwoods Resort Casino recently sought the permit for their new casino. The site where they plan to build the casino was previously occupied by a move theater, although it is not clear if any type of zoning variance was needed for that building. The local planning and zoning commission unanimously approved the special use permit, giving the green light for the casino project to proceed.

Walmart heads toward litigation with former employee

Protecting trade secrets and important company information is common practice for Connecticut businesses, and most use non-compete agreements with their employees. These agreements typically prohibit workers from being hired by competitors of their former employers, although some might go on to work for competitors in positions of a different scope. Retailer giant Walmart says that one of its former executives is violating her non-compete agreement by considering a position with Amazon, one of its biggest competitors. In cases such as this, litigation is often necessary.

In Jan. 2018, former Walmart senior vice president and chief tax officer Lisa Wadlin told the company that she would likely retire. She did not disclose that this decision was related to her move to Amazon. Walmart only learned of her intentions on May 15 of this year, when it sent her a copy of her separation agreement. Wadlin apparently never signed the agreement.

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