There are two asset protection tools which have substantial benefits for estate planning as well as asset protection. These tools are the limited partnership (LP) and the limited liability company (LLC). A limited partnership is a partnership consisting of two classes of partners, general partners and limited partners. A general partner has general liability for all partnership debts, and he has the responsibility and authority to manage partnership business. The general partner controls the partnership’s investments, distributions, and other business decisions. A limited partner has an investment interest in the partnership, and he plays a passive role in partnership business. An LLC is controlled by a manager. The manager directs the LLC’s business affairs and determines the amount and timing of cash distributions. The investment interest in an LLC is held by the members. Members invest the initial capital in the limited liability company, and they incur gains or losses from the LLC’s business. An individual can be both a manager and a member of an LLC.
Business Sale & Purchase Closing
When evaluating the sale or purchase of a business, there are many considerations that the shareholders/members need to evaluate prior to and during the closing process. Some examples are (1) whether to purchase or sell the business utilizing an asset purchase agreement or a stock sale agreement and the ramifications for choosing either method; (2) what are the liability implications of purchasing a business’s assets verses purchasing its stock; or (3) do I need any specialty license to operate the business if I am the buyer or does my license transfer with the company if I am the seller. It is relatively uncommon for a buyer to fund the full purchase price at closing in a small business so in addition to the considerations of what mechanisms will be required to close, the parties also have to evaluate the risks associated with a seller financed purchase price. At the law firm of Jones, Haber & Rollings, we can not only assist you in protecting your interests in evaluating the proper mechanism to negotiate then close the transaction, we can draft the necessary documents to memorialize the agreement and get the deal closed.
Commercial Real Estate
Commercial Real Estate: Commercial real estate refers to any property such as office buildings, shopping centers, warehouses and apartment complexes that are other than a single family home. It is broken down into 6 categories; leisure, retail, office, industrial, healthcare and multifamily homes. However, if your real estate makes money such as a rental property, it can be considered commercial real estate. Understanding commercial real estate is important because different rules apply. Commercial real estate and investment tends to involve more money and higher financial risks. The attorneys at our firm have experience with all areas of commercial real estate from the purchase/sale and mortgage qualifications to using the unit as an income generator, as well taxes and bankruptcy issues
Includes various Florida laws affiliated with operation of the association, as well as the responsibilities of the owner(s). As a condominium owner, you have responsibilities such as payment for assessments and expenses as set forth in the Association Bylaws, as well as maintaining your condo and common areas. The Association has their own responsibilities, as well as power to manage the association and its owners as they see fit.
Construction Law is important to understand and have knowledge of your rights as a contractor and subcontractor, as well as owner through your building and design process. Construction law is related to matters, laws especially, to building construction and related fields such as contracts, permits, bonds, guarantees, liens, construction claims and security interests. The laws also affect all involved in the construction process such as surveyors, architects, engineers and construction workers. While many building constructions follow through as scheduled and without issues, there are those times where legal intervention is required on behalf of any of the parties involved, such as construction lien litigation, negligence, breach of contract, contract disputes, construction delay claims and construction defect.
Whether interested in selling or buying a property through a traditional real estate transaction, we have the ability to prepare the Real Estate Contract for you. If you are interested in Selling a property yourself, we can prepare the Real Estate Contract for you once a Buyer is found and assist you from contract through to closing.
Corporate Law & Business Formation
Corporate Law and business formation relates to the inception of a business entity and the subsequent operation of the company in commerce. A Corporation (including a limited liability company) is a legal entity created by statute under the laws of the state in which it is incorporated. The corporate laws vary from state to state but mainly regulate the creation, organization, operation to some respects, and dissolution of the entities. A business entity is in essence an “artificial being” that has standing to sue and be sued, enter into contracts, and perform other duties necessary to maintain a business, separate from its shareholder or members.
Estate Planning is one of the most important steps a person can take to make sure their property and health care wishes are honored upon their passing and that loved ones are provided for in their absence. Though often overlooked, or put off in favor of more immediate concerns, a comprehensive estate plan can resolve a number of legal questions that arise after passing, such as: What is the state of the decedent’s financial affairs? What real and personal property does/did the decedent own? Who/what is received from the estate? Should a personal guardian be appointed to care for minor children? Etc.
General Civil Litigation
Civil litigation is a legal dispute between two or more parties that seek money damages, an injunction to prevent certain activities from occurring, and/or specific performance rather than criminal penalties. Our lawyers who practice civil litigation can represent you at trials, hearings, arbitrations, and mediations in both Federal and Florida State courts, as well as before administrative agencies. Administrative agencies include local or state licensing boards, city or county commissions, and Federal agencies such as the Social Security Administration for disability benefits.
Guardians are court-appointed decision makers for minors and adults incapable of making decisions for themselves. The least restrictive form of guardianship is the intent of the court. Guardians for minors are appointed by the court when the minor’s parents become incapacitated or die or if the minor receives a sum of money exceeding the amount allowed by law from an inheritance, proceeds from a lawsuit or insurance policy. Adult guardianships may be voluntary or involuntary depending on the adult’s level of competency to manage his or her own self or estate. An adult who is mentally competent, but unable to manage his or her own estate may voluntarily petition for the appointment of a guardian. Limited guardianships can be appointed if the court finds the adult has the abilities to do some, but not all, of the tasks necessary to care for his or her person or property. Adults who are found to be incapable of managing themselves or their estates and are found to be mentally incapacitated are appointed plenary guardians. All guardianships are subject to court oversight.
When dealing with tenant/landlord issues, the most disputed matters are breach of contract/lease. A contract/lease requires a series of agreements between the landlord and the tenant for the rental of a particular unit whether it is commercial or residential. Matters in dispute can include areas such as a tenant’s failure to pay rent and the eviction process to a landlord’s failure to properly ‘uphold’ the condition of the premises. It is therefore important for a tenant and/or a landlord to seek the services of an experienced attorney to review the lease to confirm that both parties are protected, the lease/contract contains the correct legal language for prosecution in the event of a breach and that attorney fees are recoverable
Litigation: Real Estate
Real estate litigation is a general term relative to a variety of legal disputes between parties which include not only individuals but businesses regarding interests in real property. The types of disputes between parties that the law firm of Jones, Haber & Rollings can vigorously assert your rights include, but are not limited to:
Disputes regarding the purchase and sale of commercial or residential\real property
Lease disputes between landlords and tenants for both commercial and residential real property
Boundary disputes between property owners
Complaints between real estate agents and brokers (commissions)
Ejectment actions between property owner and occupant
Quieting title actions
When your real estate interests require legal representation, the law firm of Jones, Haber & Rollings can vigorously represent you to provide you with the results you require.
Loss Mitigation Options
(1) Loan Modifications, (2) Short Sales (traditional and governmental) or (3) Deeds-in-Lieu of Foreclosure. These terms were unknown years ago. In today’s economy and with the most recent economic downturn, they have become more prominent terms of art. Our real estate attorneys are available for a consultation to review your current circumstances and provide you with the necessary information so that you may make decisions based on available options and develop a plan that will work for you.
Personal Injury is an injury to the body, mind or emotions and refers to a lawsuit alleging that one party’s negligence caused injury to another. Types of injuries can include car accidents, tripping accidents, slip and falls, product defects, etc. If the negligence of one party can be proved, the injured party may be entitled to monetary compensation from the negligent party. The amount of compensation for a personal injury will primarily depend on the severity of the injury.
Commercial litigation involves trial practice in business disputes, partnership disputes, covenants not to compete, non-solicitation agreements, commission disputes, contract disputes and disputes involving fraud and misrepresentation between the parties. Commercial litigation also involves disputes between purchasers and sellers of real and personal property, quiet title actions, actions to partition real property as well as disputes involving easements and other types of real property litigation.
When a person passes, the ownership (the legal title) of his or her property, assets and personal effects are transferred to the beneficiaries listed in their Will. If there is no Will, the persons receiving assets are designated by State law. This legal proceeding determines the distribution of the decedent’s property. It also includes paying a decedent’s final bills, estate/inheritance taxes. There are many steps to probate, such as appointing a personal representative, locating a decedent’s assets, determining values, income tax filings, etc. Therefore, it is important to hire an experienced attorney that can carry out your wishes as a neutral third party after your passing and pursuant to your wishes (on your Will), or hire an experienced attorney to resolve any address and issues regarding the estate of a decedent’s assets.
Real Estate Closings
We handle residential and complex commercial closings. Buying and Selling real estate is no minor task. Using a real estate attorney will ensure that all documents are prepared in accordance with the terms of the contract and Florida Law.
Real Property Law
Property signifies dominion or right of use, control, and disposition which one may lawfully exercise over things, objects, or land. One of the basic dividing lines between property is that between real property and personal property. Generally, the term real property refers to land. Land, in its general usage, includes not only the face of the earth but everything of a permanent nature over or under it. This includes structures and minerals. There are further divisions within the real property classification. The most important are freehold estates, non-freehold estates, and concurrent estates. (Others are future interests, specialty estates, and incorporeal interests).
Residential Real Estate
Residential real estate is referred to property consisting of land and the buildings on it. It can also consist of the property’s natural resources, removable property, interest, rentals and investment property. Residential real estate investment is used primarily by those who are looking to purchase a home/ single-family residence. Purchasers may also be investigating to use the property as a rental property to generate income.
Title Insurance: Residential & Commercial
Jones, Haber and Rollings provides the ability to offer Title Insurance services. Whether you are the Buyer or Seller of the transaction, we are an agent with Attorney’s Title Fund Services, LLC, which provides us the ability to offer Title Insurance services. Title Insurance is obtained in both residential and commercial closings, and refinancing transactions. The benefit of utilizing a real estate attorney versus a title company to handle your transaction is a real estate attorney is trained to resolve many issues which may arise after a title search is performed. This service is beneficial so as to avoid unnecessary delays in closing caused by defects in title. The real estate attorney is able to assist in clearing or resolving the title defects as expeditiously as possible so closing may occur timely.
When a loved one dies by the wrongful conduct of another, frequently those left behind experience self-doubt and questions about what they could have done differently to save their loved one. For the surviving spouse, children and parents, no loss is more tragic or painful. The attorneys at Jones Haber & Rollings understand your grief. If a loved one has died as a result of the negligence of another, the ‘Florida Wrongful Death Act’ recognizes great harm is done and requires compensation to the victim’s estate and survivors. Surviving family members include spouses, children, parents or siblings. Wrongful death claims may arise from a variety of accidents or injuries.