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#1
04-19-2021, 06:17 PM
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OT: For Lawyers question.
Ok, friend si getting divorced tomorrow, she hope but a question came up that is not related with that, hope somebody can just point in the right direction, thats all.
Husband and wife made a business, she was or is so far part of the "business because her initials are still in the name of the company (LLC btw). They had been separated like for 5 years now and the divorce nightmare sentence is tomorrow. So far she signed a paper (havent seen it yet) when the company was created where she pretty much cant get dividends and she is responsible in case something happen (yes guy was super nice). She was coerced to sign it when the company was created. She never got a dime off the company and would not surprise me that she is still part of the payroll, this could cause a pproblem with uncle sam because she might not even know she has an income with them since the husband was the one filling up tax returns while they were married (dude is forensic accountant). Since the company still is in operation, there is way to find out if she is still one of the partners of the company?? Her name was taken off of the website years ago but the issue to start with is to check if her name is still in the paperwork or wherever the company was registered? IS that information public? there is a place to go to check that information out? Im not familiar with the US way of doing things and friend has not too much of a clue either since husband pretty did everything untill the hole atomic bomb exploded, u guys can figure it out w/o even going in details. Any hindsight would be appreciated.... I know the best way is to check with a lawyer but no money makes harder, just trying to get a starting point so she does talk with somebody... Business is in fairfax county VA, city of reston. Thanks. 
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#2
04-19-2021, 06:28 PM
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No. LLC's are like partnerships, the governing document is a management agreement, which is a private doc. Her atty' s should have obtained a copy in the discovery process during the divorce litigation.
If she was a "member" initially though, she couldn't be removed without notice...and a vote.
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#3
04-19-2021, 06:29 PM
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If this were Pennsylvania, it depends on how the business was started. If it were incorporated, then the secretary of state would have the incorporation documents, including the positions on the board. I think PA has a $15 retrieval of records fee or something like that.
The secretary of state for Virginia would likely have the paperwork for the business, but I do not know for certain.
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#4
04-19-2021, 06:33 PM
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I’m not a lawyer, nor do I play one on TV...but, my first question would be : was it a “legal” separation? If so, the likelihood of her being financial responsible for anything in the past 5 years is nil.
Hope there was paperwork signed 5 years ago releasing her ( and him ) of each other’s finances. Good luck to her!
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#5
04-19-2021, 06:42 PM
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Simple, the LLC needs to issue each partner a K-1 for taxes. She should also have received copies of previously tax filings and K-1s.
All of this is divorce 101 for lawyers. So the simple question, what has her lawyer been doing? D
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#6
04-19-2021, 06:44 PM
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Many/most LLCs are organized under Delaware law...so check with the secretary of state of DE and VA to see who is listed under the organization documents.
I'm a former tax attorney and not a family/divorce attorney but have too many friends/clients that have been through this. A complete, full and agreed-upon distribution of the assets and division of this business should have been ironed out WELL BEFORE your friend should even contemplate signing any papers. Is she represented by competent counsel? At this point, a baseline level of competency is for her attorney to have a dissolution/payout agreement for this business and if it's going to continue on without her having any equity in it a provision that holds her harmless for anything that goes wrong. If it were me, I'd insist that the business reorganize and legally "start over" so I have no contingent liability just hanging out there.
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#7
04-19-2021, 06:46 PM
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I'm sorry to hear of your friend's dilemma seriously ultra.
i hope you allow a moment of humor. i'm on the road pretty often, and whenever i'm well south of here, i see signs like this all the time. they always make me chuckle. spouse's siggy NOT required! 
__________________
http://less-than-epic.blogspot.com/
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#8
04-19-2021, 07:56 PM
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Tell your friend to start here: https://cis.scc.virginia.gov/
Then request copies of the articles of organization and statements of information. The statements of information should list managers and/or members of the LLC.
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#9
04-19-2021, 08:19 PM
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If she does not fully understand what is about to happen to her she absolutely needs a lawyer. It would almost certainly be worth borrowing the money to hire a lawyer if that’s what it takes. Even if only to explain what the documents mean that she is about to sign. Right now is the time. Not later when its too late.
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#10
04-20-2021, 09:41 AM
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Thanks a lot for the answers, the discovery part? well no comments about that because just to start husband is representing himself because he is broke (he says), his lawyer put a lean upon him like a week ago so figure the mess this is or had been.
At this point she got a samaritan soul that is paying her bill... husband was forced to sign a paper that says he is responsible for any financial expenses but since havent seen the paper i cant tell you if the LLC financial responsibility is in the list. Asked her to get that paper because could help in a situation with credit cards she did not know at her name. BTW have a couple of the exibits of this guy... The advice about where the paperwork could be is a good starting point. Thank you very much. BTW... there's lawyers that work for a % of the findings and they are usually free... those layers have a special name??? asking because there's tax fraud, forged signatures and who knows what else can be found that has nothing to do with this case, thats why I mentioned that well she still could be at the payroll and dont know about it. Any further insights?
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#11
04-20-2021, 09:56 AM
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Went to check this and found the company and says this...
Entity Status: Pending Inactive And looks like the fees were due like a month ago.. Where is posible to ask for those papers? Found some reports and it says SOLE owner since back in the day... Quote:
Last edited by ultraman6970; 04-20-2021 at 10:12 AM.
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#12
04-20-2021, 10:00 AM
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Quote:
 But it’s called working on a contingency. Good luck to your friend!
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#13
04-20-2021, 11:41 AM
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I can't imagine any lawyer taking this on contingency. Pro bono, maybe.
OTOH, you want to find a divorce lawyer who is known as "the shark," like a friend of my wife hired.
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#14
04-20-2021, 11:47 AM
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It's illegal in many states for divorce lawyers to work on a contingency basis. She could hire a separate lawyer to go after assets but if the husband has the $$$ for representation, they could argue (and likely win) in court that the contingency arrangement isn't severable from the divorce proceeding and therefore impermissible. If your friend is truly destitute look into the various legal aid societies out there. Fairfax County has a robust and active bar association - I bet there's a women's legal aid society there.
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#15
04-20-2021, 12:00 PM
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Quote:
And even if he/they are truly broke, and she does not understand exactly what is happening, she still needs someone in her corner. A loan from family, friends, credit cards. It can make a big difference down the road.
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