WA Business Law Blog

Each district court in Washington State has a small claims division that provides an avenue for parties to resolve small monetary disputes.  This division is generally referred to as small claims court.  Small claims court utilizes a very streamlined process so that parties can resolve small disputes without having to spend extensive time and money… Read More

Businesses have life cycles: birth (formation), life (operation), and death (liquidation and winding up). Many business owners form a limited liability company (“LLC”) by filing a Certificate of Formation, but fail to complete the necessary structuring of the LLC to maximize the benefits of LLC. When utilized properly, the flexibility the LLC offers coupled with… Read More

In Washington State, as with most states, LLC members hold certain rights deriving from statute as well as contract rights.  Most all of the rights identified in our LLC Act, RCW 25.15 (the “Act”) are subject to modification by agreement.  In the absences of an agreement to the contrary, members of LLCs, pursuant to the… Read More

What is an annual report? An annual report is the yearly document your LLC submits to the Washington Secretary of State.  The annual report notifies the Secretary of State about relevant information pertaining to your LLC like the name, principal office location, registered agent, and nature of the LLC’s business.  The Secretary of State requires… Read More

For closely-held business owners, the idea of selling your business appears daunting. Where do you start? What do you need to know before beginning the process? Several months ago, we published an article discussing the general process of buying and selling a business. This is a further discussion and includes other issues. There are many… Read More

When a creditor obtains a judgment against a debtor, there are numerous possible avenues for enforcement.  Typical collection efforts may include wage garnishment, bank garnishment, and personal property execution.  Collection strategies depend greatly upon the financial circumstances of the debtor.  One nuanced area of enforcement involves collection efforts against a debtor who is a member… Read More

What is Equitable Indemnity? Sometimes a party’s wrongful act or omission causes the wronged party to enter litigation with an unrelated third party. The common law theory of equitable indemnity says that the separate third party may be entitled to compensation from the initial wrongdoer as an element of damages. In Washington, this rule is… Read More

All limited liability companies embark upon journeys of varying length, activity, and consequence. Eventually, LLCs reach their journeys end and require dissolution. The process of dissolution and the time dissolution requires is different for every LLC, but what really happens with an LLC upon dissolution? Dissolution LLCs dissolve for a multitude of reasons. For example,… Read More

When parties form a contract, they usually write the contract with terms conforming to their intentions and expectations. Unfortunately, sometimes one or both parties err in accurately expressing these intentions and expectations within the terms of a contract.  To make matters worse, one party often reaps the benefit of that mistake and will defend the… Read More