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Asset vs. Share Purchase - How to Sell a Business How to Buy a Business - David C Barnett
 
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http://www.BusinessBuyerAdvantage.com http://www.HowToSellMyOwnBusiness.com http://www.InvestLocalBook.com Buying assets vs. buying shares When buying or selling a business, a common question that comes up is whether to buy or sell the shares or the assets of the business. For some people who are not familiar with this, the concept can be hard to grasp. That’s why I made this video to explain things in simple terms: https://youtu.be/HgDLgwbXgj0 Here’s an illustration. Imagine that Mark owns a lawn maintenance company; Mark’s Lawns Inc. Mark’s Lawns Inc. owns a tractor. If you wanted to get into the lawn maintenance business you could buy Mark’s Lawns Inc. The ownership of the tractor doesn’t change. It was and still is owned by Mark’s Lawns Inc. In this case, the seller is Mark. He’s selling the shares of the corporation to you. The other way to buy the business would be to buy the tractor. In this case, Mark’s Lawns Inc. is the seller. The ownership of Mark’s Lawns Inc. doesn’t change. Mark will still own this corporation after the transaction, the only difference is that the company will have money in it instead of a tractor. Because corporations are people under the law, a share sale makes a new owner subject to liabilities to past events. An attorney will do their best to structure warranties to try to protect a buyer but at the end of the day, a share sale could expose a buyer to unwanted liabilities. Asset sales are technically just the purchase of ‘stuff.’ In this regard a buyer doesn’t necessarily have to worry about most of the past issues with the corporation. Also there are usually tax advantages for buyers who buy assets because equipment that may have been fully depreciated by a seller may now appear on the buyer’s books at fair market value and can be depreciated again by the buyer. Seller’s know this and there is an equal tax disadvantage vis-à-vis depreciated equipment. Also, in some places, such as Canada, there is preferred tax treatment on the sale of shares of an eligible corporation. So when people ask me if they should buy or sell shares or assets I tell them this: Buyers should try to buy assets, sellers should try to sell shares but at the end of the day it doesn’t matter. The type of transaction will form part of the negotiation. Let me give you a simple example. A seller wants $250,000 for their business. A buyer offers $200,000. The seller says that they can’t go that low unless the buyer is willing to purchase shares… a deal is struck. The tax advantages/disadvantages of either form of sale are known by both parties and can sometimes be estimated by both parties. As such, it just comes down to dollars and cents in most cases.. unless there are specific reasons to buy shares such as contracts, government regulation, etc… but that is a subject for another day. If you’d like help to buy or sell a business, call me at (506) 381-8416 or visit www.HowToSellMyOwnBusiness.com or www.BusinessBuyerAdvantage.com Please remember to like and share this article, it’s the only way the people who run the internet have of knowing if the content is any good or not. The more you share, the more likely someone who needs this information will be able to find it. If you would like to hear from me weekly before anyone else, you can sign yourself up at www.DavidCBarnett.com Improve your business each and every day, download my FREE daily cheat sheet and hang it in your work area to keep yourself focused. https://gum.co/15Questions/FREE Do you live in Toronto? I’ve got workshops coming up for Toronto in September on buying and selling businesses. Book now, there isn’t much room left.. http://davidbarnett.eventbrite.ca If you’d like to learn how to create high returns by making local private lending deals, check out http://www.LocalInvestingCourse.com The Local Investing Academy starts in September. Thanks and I’ll see you next time.
Views: 12882 David Barnett
Stock Purchase Agreement: Everything You Need to Know
 
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Have more questions? Hire an attorney on UpCounsel today and Post a Job: https://www.upcounsel.com/jobs/new A stock purchase agreement is the agreement that two parties sign when shares of a company are being bought or sold. These agreements are often used by small corporations who sell stock. Either the company or shareholders in the organization can sell stock to buyers. A stock purchase agreement is meant to protect you whether you're the purchaser or the seller.
Views: 49 UpCounsel
Share Purchase Agreements
 
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Michael Buckworth talks about the key considerations when negotiating share purchase agreements governed by English law.
Views: 3179 Buckworths
Definitive Agreement - Mergers & Acquisitions
 
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Learn why definitive agreements in M&A deals are important, what they are, and some of the key terms to look for. By http://breakingintowallstreet.com/ "Financial Modeling Training And Career Resources For Aspiring Investment Bankers" You will also learn how to skim through agreements and locate key information quickly. More at http://www.mergersandinquisitions.com/definitive-agreement-mergers-acquisitions/ Here are the key terms we'll look at: -Purchase Price, Form of Consideration, Buyer/Seller, and Transaction Type. -Treatment of Outstanding Shares, Options, and RSUs and Other Dilutive Securities -Representations and Warranties -Covenants -Solicitation ("No Shop" vs. "Go Shop") -Financing -Termination Fee -Indemnification -Employee Non-Competes -Material Adverse Change (MAC) and Material Adverse Effect (MAE) Clauses -Closing Conditions We'll also go over the differences between public sellers vs. private sellers, stock purchases vs. asset purchases, and also regional variations such as the HSR Act that companies must clear in the US to complete a merger or acquisition. You can get the Excel file with the relevant links at the URL below: http://youtube-breakingintowallstreet-com.s3.amazonaws.com/Definitive-Agreement.xlsx
Restricted Stock Purchase Agreement
 
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What is an RSPA? What does it mean to reverse vest founders shares? Why would I choose to do this? Does it provide protection for me, my co-founders, investors, or my company? What incentives does it introduce? Should I include this at company formation?
Views: 4802 Quatere
Shareholders' Agreements : The 4 Key Issues Which Should Be Included
 
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Jaspreet Patter, corporate solicitor in the corporate and commercial team at IBB Solicitors, discusses the importance of shareholders' agreements and what they should entail. For more information please visit: http://www.ibblaw.co.uk/service/corporate-and-commercial WHAT IS A SHAREHOLDERS' AGREEMENT? A shareholders' agreement is a contract entered into between a company and some or all of its shareholders. The purpose of such an agreement is to govern the relationship between the parties including personal rights and obligations of shareholders. Together with the articles of association of the company, the two contracts create internal rules by which the company, and shareholders have to abide by. WHY WOULD MY COMPANY NEED A SHAREHOLDERS' AGREEMENT? It is prudent to put a shareholders' agreement in place from the outset, i.e. as soon as the company has been incorporated or has started to trade, as it is easier for the parties to agree and focus on such matters at this stage when they have the time as opposed to when the business is up and running. The whole point of the agreement is to avoid disputes in the future and should they arise the agreement would determine how such dispute is to be resolved. This is much quicker and easier option than trying to negotiate a settlement on the occurrence of dispute. WHAT WOULD A SHAREHOLDERS' AGREEMENT TYPICALLY INCLUDE? Typically a shareholders' agreement would commonly address the following 4 important matters: 1. Management: directors of a company are responsible for day to day decision making and management of the business, and accordingly are entitled to exercise all powers of the company as necessary for it to function without shareholders' consent. In some companies, where the director is also a shareholder, this is not such an issue, however where the shareholder is not a director then he or she would most certainly wish to be consulted on or reserve the right to be able to veto fundamental decisions, i.e.selling material assets of the business and appointing new directors. 2. Dividend: each shareholder may have different ideas as opposed to when dividends will be paid by the company. Some shareholders, may wish the company to retain the equity to enable it to grow, whereas others may have envisaged a swift return. The agreement would stipulate as and when dividends can be declared i.e. after a period of 3 years, and / or after all the loans have been repaid. 3. Voluntary transfer of shares: Should any shareholder decide to sell his or her shares, naturally the other shareholders would want to be consulted on this, as they would not want a competitor to purchase the shares or a third party who has a differing view on how the business should be operated. The shareholders agreement would oblige the selling shareholder to obtain the consent of the other shareholders' and/ or offer the shares for sale to the existing shareholders first, before selling them to a third party. 4. Compulsory transfer of shares: Should a shareholder decide to leave the company, as a director, the remaining shareholders, may not wish for him or her to retain shares in the company. In order to circumvent this, compulsory share transfer provision can be incorporated into the agreement, so that a departing director, who is also a shareholder, would be obliged to sell his shares to the remaining shareholders or company. WHAT OTHER CLAUSES WOULD A SHAREHOLDERS' AGREEMENT TYPICALLY INCLUDE? There are no hard and fast rules about what the agreement should or should not contain. The agreement can cover any matter that the shareholders' wish to address. Other common provisions include deadlock, drag along and tag along on the sale of the company, and non-compete restrictions on shareholders. Overall a shareholders' agreement is fundamental to the functioning of a successful business and governance of internal rules as it resolves any ambiguity over present and future management of the business. It also has a deterrent effect, as having one in place from the outset not only resolves disputes, but deters any hostile shareholder from creating any frivolous claim or dispute. For further information and to speak to one of our corporate or commercial solicitors in West London, call us today on 01895 207271 or email [email protected] Alternatively please visit http://www.ibblaw.co.uk/service/corporate-and-commercial For further information please visit the respective pages: Business Structures and Joint Ventures. http://www.ibblaw.co.uk/service/corporate-and-commercial/business-structures-and-joint-ventures Acquisitions, Mergers and Disposals http://www.ibblaw.co.uk/service/corporate-and-commercial/acquisitions-mergers-and-disposals Corporate Restructuring and Insolvency Solicitors http://www.ibblaw.co.uk/service/corporate-and-commercial/corporate-restructuring-and-insolvency
Views: 5887 IBB Solicitors
Understanding Shareholder Agreement [Funding, Termsheet Fundamentals]
 
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A shareholders' agreement is an agreement among the shareholders of a company.In this episode of eLagaan Whiteboard Friday, the eLagaan (http://elagaan.com ) team explains basic reason why every startup should have a shareholder agreement whenever there is more then one shareholder in the company. It discusses the advantages and disadvantages of having this legal contract between all the founders and major shareholders. Some of the key aspects of this agreement include: * Vesting schedule & reverse vesting schedule * Right of first refusal - What happens when one of the share holder is trying to sell their share, and the other share holders don't want him to * Tag along rights / Drag along rights - What if majority share holders want to sell the stocks and a minority share holder does not want to * When should a legal shareholder agreement be drafted Hopefully you would take these things into account before you form your next Startup Company and issue stocks to various stake holders, founder, employees or investors.
Views: 6733 NEXTBIGWHAT.TV
What is ASSET PURCHASE AGREEMENT? What does ASSET PURCHASE AGREEMENT mean?
 
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What is ASSET PURCHASE AGREEMENT? What does ASSET PURCHASE AGREEMENT mean? ASSET PURCHASE AGREEMENT meaning - ASSET PURCHASE AGREEMENT definition - ASSET PURCHASE AGREEMENT explanation. Source: Wikipedia.org article, adapted under https://creativecommons.org/licenses/by-sa/3.0/ license. An asset purchase agreement (APA) is an agreement between a buyer and a seller that finalizes terms and conditions related to the purchase and sale of a company's assets. It's important to note in an APA transaction, it is not necessary for the buyer to purchase all of the assets of the company. In fact, it's common for a buyer to exclude certain assets in an APA. Provisions of an APA may include payment of purchase price, monthly installments, liens and encumbrances on the assets, condition precedent for the closing, etc. An APA differs from a stock purchase agreement (SPA) where company shares, title to assets, and title to liabilities are also sold. In an APA, the buyer must select specific assets and avoid redundant assets. These assets are itemized in a schedule to the APA. The buyer in a SPA is purchasing shares of the company. In this case, itemization is not necessary due to transfer of company's ownership occurs as is. The APA is the legal mechanism for executing a corporate merger or acquisition. The oil and gas industry does not distinguish between an asset and stock purchase in naming its related purchase agreement. In this industry, whether purchasing assets or stock, the definitive agreement is referred to as the Purchase and Sale Agreement (PSA). Defining and controlling behavior is a major objective of the APA. The buyer must represent its authority to purchase the asset. The seller must represent its authority to sell the asset. Additionally, the seller represent that the purchase price of the asset is equal to its value, and that the seller is not in financial or legal trouble. In the context of a merger or acquisition transaction, asset purchase agreements have a distinct set of advantages and disadvantages compared to using an equity (or stock) purchase agreement or a merger agreement. In an equity or merger acquisition, the purchaser is guaranteed to receive all of the target's assets without exception, but also automatically assumes all of the target's liabilities. An asset purchase agreement, alternatively, allows not only for a transaction where only some of the assets are transferred (which is sometimes desired) but also allows the parties to negotiate which liabilities of the target are expressly assumed by the purchaser, and allows the purchaser to leave behind those liabilities it does not wish to accept (or does not know about). A disadvantage of an asset purchase agreement is that it can often result in a greater number of change of control issues. For example, contracts held by a target, and acquired by a purchaser, will often require the consent of the counterparty in the context of an asset deal, whereas it is less common that such consent will be needed in connection with an equity sale or merger agreement.
Views: 358 The Audiopedia
Negotiation of Representations and Warranties in the Purchase and Sale Agreement
 
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Join us for an in-depth discussion about the intricacies of negotiating reps and warranties in connection with the purchase and sale of a privately-held company. By reviewing sample pro-buyer and pro-seller reps and warranties, we will discuss the definition and purpose of reps and warranties, their relationship to due diligence, scope and timing issues, typical qualifications and limitations on recovery for breach.
Views: 2356 BakerDonelsonOnline
What are Employee stock options (ESO)?
 
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The use of options is very common in business, as they allow the parties to the contract to create today a right that can be materialized in the future usually within a pre-defined time frame. In Employee Stock Options, the Option’s underlying asset is a Company Stock, the Parties to the Options Contract are an employer and employee, and the Option itself is part of a payment Package. Obviously, the option is always only about buying the underlying asset – Company’s Stock. ► Want to know more? Click here: http://www.invest-owl.com/glossary/employee-stock-options-eso/ ► Get smarter with free 5-minute investment video lessons delivered to your inbox every week, Register Now: http://www.invest-owl.com/learn-investing-terms-tips-once-a-week/
Views: 6368 Invest Owl
Purchase Price in M&A Deals: Equity Value or Enterprise Value?
 
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In this tutorial, you’ll learn why the real price paid by a buyer to acquire a seller in an M&A deal is neither the Purchase Equity Value nor the Purchase Enterprise Value… exactly. http://breakingintowallstreet.com/ "Financial Modeling Training And Career Resources For Aspiring Investment Bankers" Table of Contents: 4:29: Problem #1: The Treatment of Debt 8:03: Problem #2: The Treatment of Cash 11:45: Recap and Summary Common questions: “In an M&A deal, does the buyer pay the Equity Value or the Enterprise Value to acquire the seller?” “What does it mean in press releases when they say the purchase consideration ‘includes the assumption of debt’? Does that mean the price is the Enterprise Value?” The Basic Definitions Equity Value: Value of ALL the company’s assets, but only to common equity investors (shareholders). Enterprise Value: Value of ONLY the core business operations, but to ALL investors (equity, debt, etc.). So when you calculate Enterprise Value, starting with Equity Value… Add Items When: They represent other investors (Debt investors, Preferred Stock investors, etc.) or long-term funding sources (Capital Leases, Unfunded Pensions) Subtract Items When: They are not related to the company’s core business operations (side activities, cash or excess cash, investments, real estate, etc.) The Confusion The problem is that many sources say Enterprise Value is what it “really costs to acquire a company.” But that’s not exactly true – yes, sometimes Enterprise Value is closer, but it depends on the deal terms and the items in Enterprise Value. We know, WITH CERTAINTY, that if you acquire 100% of a company, you must pay for 100% of its common shares. So the Purchase Equity Value is sort of a “floor” for the purchase price in an M&A deal. But should you really add the seller’s Debt, Preferred Stock, and other funding sources, and subtract 100% of the seller’s cash balance to determine the “real price”? There are many problems with that approach, but we’ll look at two of them here: PROBLEM #1: Does Debt really increase the purchase price? It depends, because debt can be either “assumed” (kept) or “refinanced” (replaced with new debt or paid off). Debt is Assumed: Does not increase the amount the buyer “really pays” for the seller. Debt is Repaid with the Buyer’s Cash: Does increase the amount the buyer “really pays”. Existing Debt is Replaced with New Debt: Increases the amount the buyer “really pays,” but the buyer still isn’t paying more cash. PROBLEM #2: Does Cash really reduce the purchase price? A buyer can’t just “take” a seller’s entire cash balance following a deal – all companies need a certain “minimum cash balance” to keep operating, paying the bills, etc. That portion of cash is actually a core business operating asset. Enterprise Value: As a simplification, we ignore the minimum cash and subtract all cash instead. So if a company operating by itself always needs some minimum amount of cash, it certainly still needs a minimum amount of cash in an M&A deal. Other Complications Transaction Fees: These always exist, and will always increase the price the buyer pays (lawyers, accountants, bankers, etc.). Unfunded Pensions, Capital Leases, etc.: These don’t necessarily have to be “paid” or “repaid” upon change of control… so they may not even affect the price, even though they factor into Enterprise Value. Extra Cash: What if the buyer’s cash + seller’s cash are used to fund the deal? Then the real price paid may not even be comparable to the seller’s Equity Value or Enterprise Value. The Bottom Line You have to distinguish between the *valuation* of a company or deal and the *actual price paid*. Equity Value and Enterprise Value are useful for valuation, but less useful for determining the real price paid. The real price paid may be between Equity Value and Enterprise Value, above them, or even below them, depending on the terms of the deal – due to the treatment of debt and cash, fees, and liabilities that don’t affect the cash cost of doing the deal. When you see language like “Including assumption of net debt,” that means the approximate Purchase Enterprise Value for the deal, because they are calculating it as Purchase Equity Value + Debt – Cash. But it’s still not what the buyer actually pays – it’s just a way to value the deal and get multiples like EV / EBITDA. RESOURCES: https://youtube-breakingintowallstreet-com.s3.amazonaws.com/108-10-Purchase-Price-MA-Deals.pdf
Repurchase Agreements (Repo transactions)
 
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Mechanics of repurchase agreements (repo transactions/loans) More free lessons at: http://www.khanacademy.org/video?v=QWninXOAMXE
Views: 108255 Khan Academy
Shareholder Buy-Sell Agreements are Important!
 
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http://www.simonandberman.com/counselors-corner/ - Although I no longer see very many corporations, the limited liability company being the entity of choice over the past 10 or so years, for those individuals holding shares in a privately held corporation, it is important to have a buy-sell agreement. Such document is not the Articles of Incorporation, it is not the Bylaws, it is not Minutes or Resolutions. It is a document that spells out what happens if a shareholder wants to sell their shares, divorces, dies, becomes incapacitated and the like. It is like having a Will for your stock in a corporation. Most clients do not want to incur the expense of having one prepared when they formed their corporation, only to later have to incur far more expensive legal fees to resolve issues that could have been addressed at the beginning. If you need legal assistance regarding this topic, please contact: Simon & Berman 5812 South Pecos Road #A Las Vegas, NV 89120 702-451-7077 http://simonandberman.com/
Views: 1291 Simon Law, LLC
What is an asset purchase agreement?
 
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What is an asset purchase agreement? | Sheryl Hunter | Hunter Business Law | We help your business | Request Consultation | 813-867-2640 | http://www.hunterbusinesslaw.com/ | [email protected] | 119 S Dakota Ave , Tampa, FL 33606 An asset purchase agreement refers to a document that says one party is going to buy the assets of the other party. Typically, this comes at in a situation where a business is selling it's assets to a buyer. A lot of times when people sell their business, it's actually the assets that are being purchased by the buyer, not the business entity itself. There's a lot of tax and liability reasons why most buyers prefer to buy the assets of a company in supposed to buying the company shares and membership units. The asset purchase agreement basically just documents the purchase price, when is the closing date, what is it they're exactly purchasing, when is this all going to happen, whether the seller is going to stay on to provide training and transition services. These documents can be anywhere from five pages to 50 pages or more depending on how complex the transaction is.
Views: 129 Hunter Business Law
🔵 3 Stocks To Buy In July 2018? 🔵
 
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🔵 Monk's Market Moves: http://bit.ly/MonkMM - Be The First To See All My Stock Trades! 🔵 Are these the best stocks to buy in July 2018? Stocks to watch in July 2018 are Visa stock, V stock, Canopy Growth Stock, CGC stock, and Iqiyi Stock, IQ stock. Visa is a very safe company in the stock market, they're the biggest credit card company outside of China with 323 million cardholders. They don't make money by giving you credit, instead they take a small fee out of every transaction. With 201% growth in 5 years, but not the best value in their numbers. With the growth of online shopping and Amazon, any purchase people make will mean more profits for Visa. We're becoming a cashless society with more cards being used. Once Visa gets more of the international market, they will keep growing. The next company is one I own called Canopy Growth stock, the biggest marijuana company in Canada. Marijuana was just legalized in Canada. Canopy has 2.4 million square feet of growing space, ready for legal weed. They're up over 1340% in 2 years, with low value numbers. It's expected marijuana sales will bring in 4 to 6 billion dollars a year. Canopy is the top of the ladder right now and they want to make over 500 thousand kg of weed. This is a very high risk company for the future of marijuana. Lastly we have a Chinese company called Iqiyi stock, the netflix of China. They have half the subscribers of Netflix with over 500 million active users. They have free memberships with advertisement support. Very low value numbers but a lower price to sales ratio than Netflix. They had nice revenue growth in 2018, 57% increase from last year. China blocks Netflix so this company has more to gain. IQ will continue to expand their content, they have an agreement with Netflix for some of their shows like Black Mirror. There's 1.4 billion people in China compared to 300 million in America so this stock has a lot of room to grow. These are the best stocks to watch in the stock market for July 2018.
What is important to include in a shareholders' agreement?
 
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Alidad Vakili, Associate at K&L Gates explains important provisions to include in a shareholders' agreement such as shareholder's votes and rights of shares in case of divorce, disability or death. Video transcript: What is important to include in a shareholders' agreement? A shareholders' agreement is another important agreement, not always used but oftentimes used with startups. Essentially, what it is it's an agreement between the owners of the company, the shareholders, that govern how their ownership will be managed with regard to the company. The sorts of things that it will cover would be who has what ownership percentage in the company and how decisions are made about very important issues. So, for example, if the company is going to get sold, if it's going to be merged with another company, which shareholders or how many shareholders' votes do you need to carry that decision. So, it's a way to sort of manage some of the important decisions in the company, also is important in managing what happens if there's a break up in the company between the founders or if one of the founders wants to depart or wants to sell his or her stock in the company, how is that process managed. So, oftentimes you'll see right to first refusal that'll be included in the shareholders' agreement to allow either the company to buy back stock that a particular founder wants to sell or particular shareholder wants to sell or for the other shareholders to buy that person's stock. So, that you can keep it close to the family so to speak, rather than having the stock sold to someone who may not be as invested in the company's success. Other transfer restrictions may be included in initial shareholders' agreement as well, you can also cover in a lot of times, you'll see cover the sorts of events that might occur for shareholders that would impact the company. As an example, if a particular shareholder gets divorced, sometimes, depending on the divorce, settlement or agreement that the spouse of the shareholders may end up with the stock of the company, and that may or may not be a good thing, for the company. So, sometimes it will be a provision that will cover what happens in the event of a divorce. For example, if there is a divorce prior to the spouse of the shareholder getting stock, the company would have to buy that stock, again to keep it within the company in the existing shareholder's hands, rather than having it go to another person. A couple scenarios may be, if there is a disability that occurs for a particular shareholder who may be pretty pivotal for the company's success, what happens and how we do transfer that person's stock if they can't be involved in the business or don't have that influence that they might previously have had. Or if a person wants to resign and don't want to be involved at all in the company or wants to go for a different route and work on a different venture. So, there is a number of different scenarios that might come up, divorce, disability, death might be another one too. What happens if one of the shareholders passes away, does the stock go to that person's estate or does it get bought back by the company or by the other shareholders? You'll see oftentimes those sorts of provisions as well as a number of other provisions, but essentially, it's all geared towards governing the relationship that the shareholders have vis-a-vis the company that they own. Find more startup legal advice at http://startupedia.info/legal/ About Alidad Vakili Mr. Vakili is a lawyer in the San Francisco office of K&L Gates LLP, a global law firm, where he represents emerging companies, investors, and individual entrepreneurs. Mr. Vakili's practice includes business transactional and counseling matters, for companies in a wide range of industries, including companies in the cleantech and high-tech sectors. He regularly advises clients in the areas of business formation, corporate governance obligations, equity and debt financings, mergers and acquisitions, joint ventures, and other commercial transactions.
Views: 110 Startupedia
Buy/Sell Basics - Part III: Stock Purchase Agreements
 
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Gray Duffy partner, Erin Tenner, continues her webinar series with Buy/Sell Basics - Part III, where she discusses Stock Purchase Agreements, including: 1. When to consider purchasing stock instead of assets. 2. Tax issues in selling or buying capital stock. 3. Pros and cons of stock sale and purchase agreements.
Views: 99 Gray Duffy
Stock Options: Difference in Buying and Selling a Call or a Put
 
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Stock Options: Difference in Buying and Selling a Call or a Put ★ SUMMARY ★ Coming soon Read the full post at: http://tradersfly.com/2015/04/options-the-difference-in-buying-and-selling-a-call-and-a-put ★ SHARE THIS VIDEO ★ http://youtu.be/bW0DM1hthyg ★ SUBSCRIBE TO MY YOUTUBE: ★ http://bit.ly/getbackstage ★ ABOUT BACKSTAGE INCOME ★ On Backstage Income we discuss how to build a profitable income stream online. Topics include from finding your niche, creating products, money and wealth, product creation, marketing, passive income streams, and minds of success. If you are interested in exchanging ideas, want to contribute, or just have some thoughts to share - we'd love to have you subscribe and join us! BUSINESS COURSES: -- http://backstageincome.com/products/ BUSINESS BOOKS: -- http://backstageincome.com/books/ WEBSITES: -- http://rise2learn.com -- http://backstageincome.com -- http://tradersfly.com -- http://sashaevdakov.com SOCIAL MEDIA: -- http://facebook.com/sashaevdakov -- http://twitter.com/sevdakov MY YOUTUBE CHANNELS: -- TradersFly: http://bit.ly/tradersfly -- BackstageIncome: http://bit.ly/backstageincome
Equity Valuation - What percentage should I give my business partner?
 
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http://www.evancarmichael.com/support/ - SUPPORT ME :) Like this video? Please give it a thumbs up below and/or leave a comment - Thank you!!! Help me caption & translate this video! http://www.amara.org/en/profiles/videos/Evan%20Carmichael/ "Great Evan! What about fin doing someone very good at the job, who used to be a business Man and Want to become part of the business That i created and have 50% of the parts and work 200% for the sucess of the company!!! Im alone and i came to the point That i cant do all the job alone???? Crazy...... I Want That support badly but AM i obligée to give the 50% away?????? Help Cuir Esthetica"
Views: 78586 Evan Carmichael
I bought 10,000 shares of Maricann, Wayland stock is Undervalued
 
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Hello and welcome to my video Today I want to let you know that I bough 10,000 shares of Maricann, AKA Wayland. I will also do a stock analysis on Wayland and let you know why the stock is undervalue. I also want to share a project I have been working on for a while. All stock recommendations and comments are the opinion of writer. Investors should be cautious about any and all stock recommendations and should consider the source of any advice on stock selection. Various factors, including personal ownership, may influence or factor into a stock analysis or opinion. All investors are advised to conduct their own independent research into individual stocks before making a purchase decision. In addition, investors are advised that past stock performance is not indicative of future price action.
Futures Market Explained
 
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Farmers use various tools to control the many risks in agriculture. Watching the weather influences when they plant or harvest. Buying crop insurance and selecting farm bill safety net programs helps protect them from crop devastation. But they can also manage some of the threat posed by volatile market prices by participating in the futures market. Farmers can get a feel for how that works if they play Commodity Classic, an online teaching tool that uses fictitious bushels of grain in a fake futures market. But here at Harvest Public Media, we wanted to better understand how the futures market helps both producers and users of a major commodity, such as corn. And how the benefits trickle down to regular food consumers. Here’s what we learned.
Views: 156836 Harvest Public Media
INCC Executes Definitive Agreement to Purchase BluDog Products LLC
 
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International Consolidated Companies, Inc. (INCC) has entered into a definitive agreement to acquire CBD product developer BluDog Products LLC ("BluDog"). The consideration for the purchase is 5,000,000 shares of Preferred Z stock to be designated. Pursuant to the agreement, the seller shall receive additional Bonus shares if sales exceed BluDog's projections.
Views: 55 Stock Wave
Namaste Technologies Inc.: Cannmart Signs Product Acquisition Agreement with AgMedica Bioscience Inc
 
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Namaste Technologies Inc.: Cannmart Signs Product Acquisition Agreement with AgMedica Bioscience Inc - RICH TV LIVE - November 7, 2018 - Namaste Technologies Inc. ("Namaste" or the "Company") (TSXV: N) (FRANKFURT: M5BQ) (OTCMKTS: NXTTF) is pleased to announce that the Company's wholly-owned subsidiary, Cannmart Inc. ("Cannmart"), has signed a product acquisition agreement (the "Agreement") with AgMedica Bioscience Inc. ("AgMedica"), whereby Cannmart will purchase medical cannabis from AgMedica to offer in its online platform. AgMedica is a licensed producer of medical cannabis under the Access to Cannabis for Medical Purposes Regulations ("ACMPR"), who hold a cultivation and sales license. Subscribe - https://www.youtube.com/c/RICHTVLIVE Visit - http://www.richtvlive.com/ a one-stop shop for cryptocurrency, stocks, sports, travel and trending topics. #richtvlive #stocks #news Join the RICH TV LIVE FREE Social Media Community - Download the Amino app on your phone or computer and follow the link - https://aminoapps.com/c/RICHTVLIVE/home/ Join the Conversation get the RICH TV LIVE app at Google Play - https://play.google.com/store/apps/details?id=com.app.richtvlive iPhone App Store - https://itunes.apple.com/us/app/richtvlive/id1212158240?Is=1&mt=8 Popular Uploads - https://goo.gl/tbvXGg Most Recent Upload - https://goo.gl/unKXBy YouTube Channel Page - https://goo.gl/yUdG7w Subscribe - https://goo.gl/q2tLnn Rich TV Live Playlist - https://goo.gl/e116JF YouTube support Tubebuddy - https://www.tubebuddy.com/RICHTVLIVE Disclaimer Rich TV's company profiles and other investor relations materials, publications or presentations, including web content, are based on data obtained from sources we believe to be reliable but are not guaranteed as to accuracy and are not purported to be complete. As such, the information should not be construed as advice designed to meet the particular investment needs of any investor. Any opinions expressed in Rich TV reports company profiles or other investor relations materials and presentations are subject to change. Rich TV and its affiliates may buy and sell shares of securities or options of the issuers mentioned on this website at any time. Investing is inherently risky. Rich TV is not responsible for any gains or losses that result from the opinions expressed on this website, in its research reports, company profiles or in other investor relations materials or presentations that it publishes electronically or in print. We strongly encourage all investors to conduct their own research before making any investment decision. For more information on stock market investing, visit the Securities and Exchange Commission ("SEC") at www.sec.gov.
Views: 1546 RICH TV LIVE
Bill Poulos Presents: Call Options & Put Options Explained In 8 Minutes (Options For Beginners)
 
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Bill Poulos and Profits Run Present: How To Trade Options: Calls & Puts Call options & put options are explained simply in this entertaining and informative 8 minute training video which uses 2 cartoon-based scenarios to help you learn how to trade call options and how to trade put options. If you've ever been confused by calls and puts in the past, this video will clear up any confusion you may have had. Also, if you're looking to learn how to trade options, you will learn some simple options trading strategies in this short video. For more training, get my free "dummies" guide to options trading here: http://www.prtradingresearch.com/simple-options-youtube3
Views: 1300651 Profits Run
Elements of the Business Purchase Agreement
 
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This video breaks down all of the elements of the Business Purchase Agreement with emphasis on the California Association of Realtors form.
Views: 392 The Innate Group
Open Law - Decentralizing the Deal
 
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Demo of how OpenLaw enables you to create, store, and execute multiple legal agreements using blockchain technology, including agreements that trigger multiple Ethereum smart contracts
Views: 2448 Aaron Wright
IVAX Enters into Stock Purchase Agreement with ERBA Diagnostics
 
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IVAX Diagnostics, Inc. (IVD), an in vitro diagnostics company, entered into a stock purchase agreement with ERBA Diagnostics Mannheim GmbH. 20,000,000 shares of IVAX Diagnostic were sold to ERBA at $0.75 per share, for a total of $15,000,000, with warrants to purchase an additional 20,000,000 shares to be issued in the future. The agreement was approved by a committee comprised solely of independent directors who, together, make up a majority of the company's Board of Directors.
Views: 326 FinancialNewsOnline
How to buy and sell shares online with ASB Securities
 
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Learn simple steps to buy and sell shares online with ASB Securities. For more handy tips on sharetrading, go to www.asbsecurities.co.nz Read more about trading and investing options on our blog https://blog.asb.co.nz/search.share+investing.html Connect with us on online https://www.asb.co.nz/social/#ASBBank
Views: 5911 ASB
Using Automation: Share Purchase Agreement
 
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A narrated demonstration of Sysero document assembly being used to create two versions of a Share Purchase Agremment
Views: 202 Sysero
Why Firms Buy Back their own Stock
 
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This video discusses multiple reasons a firm might choose to buy back some of its own stock (a share repurchase). Edspira is your source for business and financial education. To view the entire video library for free, visit http://www.Edspira.com To like us on Facebook, visit https://www.facebook.com/Edspira Edspira is the creation of Michael McLaughlin, who went from teenage homelessness to a PhD. The goal of Michael's life is to increase access to education so all people can achieve their dreams. To learn more about Michael's story, visit http://www.MichaelMcLaughlin.com To follow Michael on Facebook, visit https://facebook.com/Prof.Michael.McLaughlin To follow Michael on Twitter, visit https://twitter.com/Prof_McLaughlin
Views: 37551 Edspira
Share Purchase Agreement
 
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Share Purchase Agreement – The share purchase agreement or stock purchase agreement (SPA) is an agreement in which terms and conditions are finalized relating to the purchase and sale of shares of a Company. You can easily submit your spa request online by Enterslice. https://enterslice.com/share-purchase-agreement
Views: 13 Enterslice Noida
Five tips for drafting a Shareholders Agreement
 
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Legal Practice Manager Ursula Hogben provides five handy points you should know about a Shareholders Agreement. Find out what you should be considering on behalf of your Shareholders and your Business. Five tips for drafting a Shareholders Agreement. Your shareholders agreement is one of the most important documents, setting out how things are going to work between your fellow shareholders. I am going to go through five key points. First your roles. What strengths and skills do each of you bring? What do you see your roles are going to be? Set these out clearly. Second decision making. Most companies are run day to day with the decisions of the company’s directors. So most decisions are made by management or the board but shareholders will generally require for there to be a clear list of things that the shareholders must be involved in as well. Third, what are the rules to issuing new shares. The issuing of new shares dilutes the shares of the existing shareholders so generally shareholders want there to be an unanimous decision that is every shareholder has to agree before new shares are issued. However, a co-founder may want this to be less than a unianimous decision. Fourth, if someone wants to buy the entire business, two clauses can help: a drag along clause says that if a majority agrees to sell a business, they can require the minority shareholders to sell as well. A tag along clause protects the minority and says that if the majority agrees to sell, it can tag along and all sell out together. And last investing. If you have employees who are also shareholders and you are giving them shares to incentivise them, you may want those shares to vest over time. For example, one third, one third, one third over a period of three years. If you would like any help with a shareholders agreement, please contact us at https://legalvision.com.au.
Views: 4449 LegalVision
Indian Kanoon - What is share purchase agreement? - LawRato.com
 
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https://lawrato.com is an interactive online platform that makes it faster and easier to find and hire the best Lawyers in any city / court in India. What is share purchase agreement? Read more at https://lawrato.com/lawtv/corporate-law-videos/indian-kaanoon-what-is-share-purchase-agreement-207 Advocate Satakshi Sood can be consulted for further information at https://lawrato.com/advocate-satakshi... or by calling at +91-9599000555.
Views: 154 LawRato.com
Jemmeson & Fisher - Shareholder Agreements
 
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Shareholder Agreements More and more often, companies are allowing their staff the chance to purchase shares in the company, whether a minority share or a larger number. A shareholder agreement is the critical document that sets out the parameters of the business relationship, good governance of a company, who a director can be and what the aims and objectives of the company are. Most importantly it addresses how disputes are handled and the manner in which shareholders may sell their shares and thereby exit the company. Please watch our short video to find out more about the purpose and elements of shareholder agreements.
Share Purchase Agreement
 
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Show Me by Dj Quads https://soundcloud.com/aka-dj-quads Music promoted by Audio Library https://youtu.be/SlA9HLlFRkw
Views: 21 Law Squared
WST: 13.2 M&A Deal Structuring - Stock vs Asset Merger Model
 
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Wall St. Training Self-Study Instructor, Hamilton Lin, CFA analyzes the major differences between stock and asset deals in merger models, from tax implications to goodwill calculations, all of which must be modeled out. For more information of the video courses previewed here, go to: http://www.wstselfstudy.com/modules.html Over 80 hours of online, interactive Self-Study Videos! ***YOUTUBE VISITORS ONLY*** 10% off any online course, use Discount code: youtube http://www.wstselfstudy.com Wall St. Training Self-Study provides online, video-based, self-study financial modeling training solutions to Wall Street. Our interactive course modules are Excel-based and specialize in advanced and complex financial modeling, valuation modeling, investment banking, mergers & acquisitions and leveraged buyout training topics. Enhance your skills and master the content required by Wall Street investment banks, M&A, research, asset management, credit, and private equity firms.
Views: 11201 wstss
Merger Model: Cash, Debt, and Stock Mix
 
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In this merger model lesson, you'll learn how a company might decide what mix of cash, debt, and stock it might use to fund... By http://breakingintowallstreet.com/ "Financial Modeling Training And Career Resources For Aspiring Investment Bankers" ... might use to fund a merger or an acquisition - and you'll understand how to determine the appropriate amount of each one in a deal. 2:24 General Order of Funding for M&A Deals 4:49 Cash - How Much Can You Use? 9:56 Debt - How Much Can You Use? 14:08 Stock - How Much Can You Use? 16:32 Exceptions 18:03 Recap and Summary How Do You Determine the Cash / Stock / Debt Mix in an M&A Deal? Very common interview question, and you also need to know it for what you do on the job. 3 ways to fund a company, and to fund acquisitions of other companies: use cash on-hand, borrow the money from other entities (debt), or issue equity (stock) to new investors. But how does a buyer in an M&A deal decide whether it should use… 50% debt and 50% stock vs. 33% debt, 33% stock, and 33% cash vs. 50% cash and 50% debt vs…. And the list goes on. Easiest: Think about the "cost" of each method, start with the cheapest method, use the most of THAT method that you can, and then move to the next cheapest method, and continue like that. GENERALLY: Cheapest: Cash, since interest rates on cash are lower than interest rates on debt, and tend to be low in general. Next Cheapest: Debt, since it is still cheaper than equity and since interest paid on debt is tax-deductible. Most Expensive: Stock, since the Cost of Equity tends to exceed the Cost of Debt… in theory and in practice. To Compare Them: Look at the "After-Tax Yields"… for debt and cash, just take the Interest Rate and multiply by (1 - Buyer's Tax Rate). Stock: Take the buyer's Net Income and divide by its Equity Value (or "flip" its P / E multiple). SO: Always start with cash, use the most you can, then move to debt, use the most you can, and finish up with stock. Cash - How Much is "The Most You Can?" Easy: Company has minimal cash and can't use anything, or it has a huge cash balance and can use all of it. More Common Case: Look at the company's "minimum" cash balance and use the excess cash above that to fund the deal. EX: Company has $500 million in cash right now, but its minimum cash balance to keep operating is $200 million… So it can use $300 million of its cash to fund the deal. How to Determine: Can be tough, but sometimes companies disclose it… ...or you can look back at historical cash balances and make a guesstimate based on that (what was its lowest cash balance in past years?). Debt - How Much Can You Use? So let's say you've now used $300 million of cash to fund the deal… but it's a deal for $1 billion total. How much debt can you use to fund the remainder? $700 million? $300 million? $500 million? Easiest Method: Calculate the key credit stats and ratios for the combined company - for example: Total Debt / EBITDA Net Debt / EBITDA EBITDA / Interest Expense And see what amount of debt makes these look "reasonable", in line with historical figures and also figures for comparable companies. EX: Let's say that if the company uses $500 million of debt, its Debt / EBITDA is 4x. Historically, it has been around 2-3x, and no peer company is levered at more than 3.5x. If that's the case, we'd say that 3.5x - 4.0x is probably the "maximum" (whatever amount of debt that means). Here: We have the Debt / EBITDA and other ratios for the Men's Wearhouse / Jos. A. Bank peer companies. Stock - Now What? Often used as the "method of last resort" because: A) It tends to be the most expensive method for most companies. B) Most acquirers don't like giving up ownership and diluting existing shareholders unless absolutely necessary. So in this example, if we've used $300 million of cash and $500 million of debt, we're still not quite at $1 billion... need an extra $200 million, which we can get by issuing stock. # of Shares = $200 million / Buyer's Share Price. Technically, there's no real "limit," but it would be very odd for a company to give up more than, say, 50% ownership to another company… unless they're very close in size. Exceptions: Buyer has an exceptionally high P / E multiple (Amazon) - stock might be the cheapest! Buyer wants to do a tax-free deal (Google / YouTube) and it's much bigger anyway, so won't make a difference. Companies are similarly sized - stock might always be necessary because cash/debt are implausible (mergers of equals). Summary Which purchase method do you use? MOST relevant when companies are closer in size… doesn't make much difference when the buyer is 100x or 1000x bigger than the seller. Order: 1. Cash - Any excess cash above the company's minimum cash balance. 2. Debt - To the upper range of the Debt / EBITDA of comparables (and other metrics). 3. Stock - For any remaining funding that's required; ideally give up well under 50% ownership.
Agreements Among Founders and Common Stock
 
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In this video, Adam discusses the basics of agreements among founders and how common stock is issued. This video is for educational purposes and is not intended as legal advice. Please consult with an attorney if you have legal questions. Many thanks to Law Trades (www.lawtrades.com) for hosting this event! Filmed at Wix Lounge in NYC 2/4/15 www.techlaw.nyc
Views: 375 TechLaw.NYC
FACEBOOK Q3 EARNINGS 📈 My Opinion On Facebook Stock Right Now!
 
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WEBULL: "Get a FREE STOCK worth up to $1000." 💰 http://ryanoscribner.com/webull *Webull is US only, 2nd free stock promotion ended early. You can still get a free stock for signing up. Facebook recently reported very strong earnings. In this video, I will be updating you on my opinion on Facebook stock. Facebook is a stock I own in my portfolio. FOLLOW ME ON INSTAGRAM FOR DAILY MOTIVATIONAL CONTENT ✔️ @ryanscribnerofficial ___ Ready to start investing? 🤔💸 BETTERMENT: "Passive investing, they manage everything for you." 📈 http://ryanoscribner.com/betterment FUNDRISE: "Passive real estate investing, 8 to 11% returns." 🏠 http://ryanoscribner.com/fundrise M1 FINANCE: "Invest in partial shares of stocks like Amazon." 📌 http://ryanoscribner.com/m1-finance LENDING CLUB: "Become the bank and make interest on loans." 🏦 http://ryanoscribner.com/lending-club COINBASE: "Get $10 in free Bitcoin (when you fund $100)." ⭐ http://ryanoscribner.com/coinbase ___ Want more Ryan Scribner? 🙌 MY INVESTING BLOG ▶︎ https://investingsimple.blog/ FREE INVESTING COURSE ▶︎ http://ryanoscribner.com/free-course FACEBOOK GROUP FOR ENTREPRENEURS ▶︎ https://www.facebook.com/groups/164766680793265/ COURSE CREATION COMPANION ▶︎ http://ryanoscribner.com/course-creation-companion LIKE MY FACEBOOK PAGE ▶︎ https://www.facebook.com/ryanoscribner/ PASSIVE INCOME MASTERCLASS LIVE EVENTS ▶︎ http://ryanoscribner.com/passive-income ___ Premium Educational Programs 🧐 PRIVATE STOCK MARKET INVESTING SITE 📊 http://ryanoscribner.com/stock-radar STOCK MARKET INVESTING COURSE 📈 http://ryanoscribner.com/stock-market-investing-course ___ Ready to keep learning? 🤔📚 My Favorite Personal Finance Book 📘 https://amzn.to/2NiyDiz My Favorite Investing Book 📗 https://amzn.to/2KEyd7D My 2nd Favorite Investing Book 📗 https://amzn.to/2tZmxBU My Favorite Personal Development Book 📕 https://amzn.to/2KJKgRn Not a fan of reading? Join Audible and get two free audio books! ❌📚 http://ryanoscribner.com/audible ___ DISCLAIMER: I am not a financial adviser. These videos are for educational purposes only. Investing of any kind involves risk. While it is possible to minimize risk, your investments are solely your responsibility. It is imperative that you conduct your own research. I am merely sharing my opinion with no guarantee of gains or losses on investments. AFFILIATE DISCLOSURE: I am affiliated with a number of the offerings on this channel. This includes the links above under "Ready To Start Investing" as well as other influencers I bring on the channel. This also includes the use of Amazon affiliate links. HOLDINGS DISCLOSURE: I am long General Electric (GE), Alibaba (BABA), JD(.)com (JD). Facebook (FB) and National Grid (NGG). I own these stocks in my stock portfolio. (Send me something) Scribner Media LLC PO Box 641 Ballston Spa, NY 12020
Views: 5268 Ryan Scribner
Call vs Put Options Basics
 
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http://optionalpha.com - There are only 2 types of options contracts; Calls or Puts and everything you can do in this space revolves around the use of these 2 contract types. In this video, we'll get into some very basic differences between Calls and Puts for options trading. ================== Listen to our #1 rated investing podcast on iTunes: http://optionalpha.com/podcast ================== Download your free copy of the "The Ultimate Options Strategy Guide" including the top 18 strategies we use each month to generate consistent income: http://optionalpha.com/ebook ================== Grab your free "7-Step Entry Checklist" PDF download today. Our step-by-step guide of the top things you need to check before making your next option trade: http://optionalpha.com/7steps ================== Have more questions? We've put together more than 114+ Questions and detailed Answers taken from our community over the last 8 years into 1 huge "Answer Vault". Download your copy here: http://optionalpha.com/answers ================== Just getting started or new to options trading? You'll love our free membership with hours of video training and courses. Grab your spot here: http://optionalpha.com/free-membership ================== Register for one of our 5-star reviewed webinars where we take you through actionable trading strategies and real-time examples: http://optionalpha.com/webinars ================== - Kirk & The Option Alpha Team
Views: 227183 Option Alpha
Disney - Lucasfilm Purchase Announcement  - Disney CEO and George Lucas sign agreement
 
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Watch as Disney CEO Bob Iger and George Lucas sign an agreement for Disney to purchase Lucasfilm. They also announced Star Wars Episode 7 will come out in 2015. For more details visit: http://attractionsmagazine.com/blog/2012/10/30/disney-to-buy-lucasfilm-and-start-releasing-new-star-wars-movies-starting-with-episode-7-in-2015/ Subscribe to our YouTube channel: http://www.youtube.com/subscription_center?add_user=attractionsmagazine Subscribe to our Print magazine: http://attractionsmagazine.com/subscribe Visit our Blog: http://attractionsmagazine.com/blog Follow us on Twitter: http://www.twitter.com/attractions Like us on Facebook: http://www.facebook.com/attractionsmagazine Watch our TV show: http://attractionsmagazine.com/theshow Find more Videos: http://www.youtube.com/attractionsmagazine Download our free iPhone and iPad app: http://tinyurl.com/attractionsapp
Views: 41468 Attractions Magazine
LLC Operating Agreement (template + instructions)
 
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Operating Agreement Download (Word Doc): https://www.llcuniversity.com/wp-content/uploads/Free-LLC-Operating-Agreement-v1.1.doc Operating Agreement Download (PDF): https://www.llcuniversity.com/wp-content/uploads/Free-LLC-Operating-Agreement-v1.1.pdf Operating Agreement Download (Google Docs): https://docs.google.com/document/d/1W8Fc-ksM4YQ8hAYWSE0yBLJQ0FyG1dJJuP6ZUod5fp0/copy Our website: https://www.llcuniversity.com [=================================] -- WHAT IS AN LLC OPERATING AGREEMENT? -- An Operating Agreement is an agreement for the member(s) of your LLC that sets forth how the LLC will be managed both financially and operationally. Your Operating Agreement also spells out how much of the LLC each member owns. You can have 1 member who owns 100%, you can have 2 members with a 50/50 split, 60/40, 70/30 (anything really!), or you can have 3 or more members and you can split the ownership any way you’d like. The LLC is a flexible business structure. There is no limit on the number of members you can have. And, there are no restrictions on how you split the ownership of the company. [=================================] -- OPERATING AGREEMENT IS AN “INTERNAL DOCUMENT” Unlike your LLC Formation Documents, the Operating Agreement does not need to be mailed anywhere. You do not need to mail it to the State. You do not need to mail it to the IRS. It is strictly an “internal document”. This means that you will just keep a copy with your other business documents. [=================================] -- PURPOSE OF THE LLC OPERATING AGREEMENT -- Again, the purpose of the Operating Agreement is to spell out who the member(s) are and what percentage of the LLC they own, also known as their “membership interest”. It also defines how the LLC is managed, how taxes are paid, and how profits and losses are distributed amongst the member(s). Remember, your LLC can be owned by one person (called a Single-Member LLC) or your LLC can be owned by 2 or more people (called a Multi-Member LLC). [=================================] -- WHAT YOU NEED FOR YOUR LLC OPERATING AGREEMENT -- In order to complete your Operating Agreement, you will need some basic information. • The formation date of your LLC. • The name and address of the Registered Office and Registered Agent. • The general business purpose of the LLC. • Member(s) percentages of ownership. • Names of the Members and their addresses. Your final Operating Agreement is not “set in stone”. You can make changes as needed. [=================================] -- MAKING CHANGES TO YOUR LLC OPERATING AGREEMENT -- One of the benefits of forming an LLC is the flexibility of managing your business. The Operating Agreement is a working document that is meant to be fluid and allow for changes as your business grows. If you want to make simple changes (such as a change of address for a member or changing your Registered Office or Registered Agent), you’ll need to revise the original Operating Agreement. If, however, you need to make complex changes (for example one member purchases the interests of another member, or you decide to raise financing with investors), it is best to hire an attorney. Making changes like these can have negative legal and tax consequences if done incorrectly. Once all changes are made, you’ll need to print the new Operating Agreement and have all of the members sign it. It is best practice to keep a copy of all versions of your Operating Agreement so you have a history of the changes that were made. [=================================] -- WHO NEEDS YOUR LLC OPERATING AGREEMENT? -- You may need to provide a copy of your Operating Agreement to: • A lender if you are obtaining financing • A title company if you are purchasing real estate • Accounting and tax professionals for financial assistance • Lawyers for legal advice • Potential investors or partners who have an interest in your business [=================================] -- OPERATING AGREEMENT PROTECTS YOUR ASSETS -- If you’re involved in a legal battle, the Court will likely ask for your LLC’s Operating Agreement. Having one can help prove to the Court that you have a legitimate LLC and that you are running your business properly. If the Courts were to find you running an LLC without an Operating Agreement, they may go after your personal assets. [=================================] -- DISCLAIMER -- This information is provided for educational purposes only and in no way constitutes legal, tax, or financial advice. For legal, tax, or financial advice specific to your business needs, we encourage you to consult with a licensed attorney and/or CPA in your state. LLC University® is a registered trademark of LLCU Media Group, LLC. © LLCU Media Group, LLC. All rights reserved. https://www.llcuniversity.com [=================================]
Views: 91848 LLC University
News Update: Google Inks Acquisition Agreement with ITA Software (GOOG)
 
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Google Inc. (NASDAQ:GOOG) officials announced Thursday that the Internet giant has signed a definitive agreement to acquire flight information software company ITA Software, Inc. for $700 million in a cash deal, subject to closing conditions. The deal will allow Google to develop flight search tools for users to locate online flight information more easily. "ITA's very talented team has created an impressive product to organize flight information," said Google chairman and CEO Eric Schmidt. "Their technology opens exciting possibilities for us to create new ways for users to more easily find flight information online, and we're looking forward to welcoming them to Google." "It is a privilege to work with a most skilled and dedicated team to build innovative technologies that people use every day," commented ITA Software's CEO and president Jeremy Wertheimer. "We are all looking forward to continuing and expanding our efforts as part of Google." Shares of Google closed Thursday's trading day at $439.49 on volume of 3.48 million shares, versus the average volume of 3.15 million shares.
Views: 851 TradeTheTrend
What are the main sections of an asset purchase agreement?
 
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Watch more videos of Harold Steinbach discussing how to buy and sell a business in New York and New Jersey at www.reellawyers.com/harold-steinbach/ Visit New York and New Jersey business attorney Harold Steinbach at http://www.steinbachesq.com/attorneys/harold-i-steinbach/
Views: 130 ReelLawyers
Essential Document Made Easy-Share Purchase Agreement by Continuum Corp Lawyers
 
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SPA is the document that tells everyone in the sale of a business what the rules are going to be. It sets out a number of key facts about your deal. Here are the essentials. When you need to know how it works for you send us an email. [email protected]
Views: 67 Bart Dalton
Survey Clause in the Agreement of Purchase and Sale
 
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This week Costa Poulopoulos shares great information about the Survey Clause (#12) in an Agreement of Purchase and Sale.
Views: 71 StreetCity Realty

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