L+G Newsletter - July 2017

Service Spotlight: PersonaI Injury Work

When you or your family members have been injured in an accident, you have a legal right to make a personal injury claim against the person at fault. Regardless of the nature of the accident, the results of the accident can be devastating to your health, drastically affect your employment, and take an emotional toll on you and your family. It is critical that you have legal representation and choose the best personal injury lawyer available to represent you and your family. Insurance companies will most certainly retain capable injury lawyers to defend their insured in any litigation and to try and avoid having to pay you for your injuries and losses. You must do the same.

Our firm’s primary goal is to maximize the recovery and minimize the traumatic effect of your accident. L+G personal injury attorneys are committed to giving a voice to those who otherwise would have no voice in the legal system by aggressively pursuing our client’s right to fair and just compensation for the pain and suffering which was the result of the negligence of another.

Learn more on our website

Have You Heard Our Radio Show on KMRL? 

L+G Attorneys has now done 19 legal advice segments on KRML, called "Legal Briefs." You can listen to all of them at our website. A few topics from the last month:
  • What to Do When You Are Sued?  
  • How Do You Go About Appealing a Decision?
  • How to Collect on a Money Judgement?

Meet The Team: Aaron Johnson, Partner

Aaron Johnson is a partner and member of the Business Department of L+G, where he has substantial experience in the fields of cannabis business entity formation and regulation, business transactions (formation, operation, mergers and acquisitions), real estate transactions and land use (CEQA) law.

Aaron, a Salinas native, remains very active in local policy relating to agriculture. He has served as President of the Hartnell Community College Board of Trustees, President of Monterey County Cattlemen, and President of Ag Land Trust. He has served on the Monterey County Farm Bureau Board of Directors and was elected to serve as a delegate for the California Farm Bureau Federation at the 2015 American Farm Bureau Federation national meeting. He teaches Agricultural Policy and Regulatory Environment at CSU, Monterey Bay.

Learn More

Dissociating From an LLC
By Patrick Casey

First published in Salinas Valley Chamber of Commerce Business Journal, 5/03/17

A limited liability company (“LLC”) is a common form of doing business today. When members (meaning the owners) of an LLC are not getting along, the members usually agree to dissolve the LLC and distribute its assets. In certain circumstances, dissolution may not be an option. In that situation, a disgruntled member may elect to withdraw (or dissociate) from the LLC. The member will no longer be actively involved with the LLC but the LLC can continue to do business.

“Dissociation” typically means the voluntary withdrawal of a member from an LLC, but it can also occur involuntarily when the other members vote to expel a particular member. A member can voluntarily withdraw from an LLC at any time. So long as there is no prohibition in the operating agreement against withdrawal, then the withdrawal will be a proper dissociation. A member can still withdraw if there is a prohibition on withdrawal, but the other members will be able to take certain actions against the withdrawing member as detailed in the operating agreement.

Once a member withdraws (or dissociates) from the LLC, the LLC remains in business and does not dissolve. A dissociated member continues to hold an economic interest in the LLC for the same ownership interest percentage as their former membership interest. A dissociated member has a right to share in the LLC’s profits and losses and if the LLC ever dissolves, the dissociated member will be entitled to their respective share of any assets distributed to the members.

A dissociated member does not have any right to participate in the management or operation of the LLC. The dissociated member does not have any voting rights in the LLC. A dissociated member no longer has any fiduciary duties to the LLC.

A member may want to dissociate from an LLC when that individual strongly disagrees with the LLC’s management and operation and when the member knows that they do not have enough of an ownership interest to force dissolution of the LLC. A member may also consider dissociation if the member is unable to negotiate an adequate buyout of their membership interest by the other members. Although a dissociated member no longer has any management or control of the LLC, they also no longer have any fiduciary duties to the LLC. This may allow the dissociated member to pursue other avenues and interests and possibly even to compete with the LLC (which the member would not be able to do otherwise as it would likely breach their fiduciary duties to the LLC).

If an LLC member finds themselves in a situation where they cannot get along with the other members and strongly disagrees with the LLC’s actions, then dissociation is one of several remedies that the disgruntled member should consider.
Salinas Basin Agriculture Stewardship Group Update
As of June 1st  the period for joining the Salinas Basin Agriculture Stewardship Group, LLC has closed.  Over 50 land owners and operators that represent over 120,000 acres in the Salinas Valley Basin joined the group and will participate in providing clean water to basin residents and receive the benefits of the immunity provided in the Settlement agreement between State and Local enforcement and the group. 

The Group is committed to not only suppling water to certain affected Salinas Basin well users for up to two years but they are also focused on a long term solution and on investigating paths to fund a long term solution through tax revenue or assessments on nitrogen users. If you’d like to learn more about how you can still be active within the SBASG please contact our office via  email  or at 831.269.7102.
Kendra Clark
May an Employer and its Attorney Be Sued by a Former Employee for Calling ICE to Deport Him?
This question was answered last week by the 9th Circuit of Appeal in the case of Arias v. Raimondo, (2017 BL 214215, 9th Cir., No. 15-16120, 6/22/17). This case arose from an earlier lawsuit in 2006 wherein Jose Arias sued his former employer Angelo Dairy in State Superior Court for various wage and hour violations, including failure to provide overtime,  rest and meal periods, and under PAGA. The case had been hotly contested for over five years before it had been finally set for trial for August 15, 2011.  

Ten weeks before trial, however, the Angelos’ attorney, Anthony Raimondo, hatched an ”underhanded plan”  to have Immigration and Custom Enforcement (“ICE”) arrest and deport  Arias at an upcoming deposition. Evidently, after Arias became aware of the plot, he instead agreed to settle the case to avoid the threat of deportation hanging over him and his family.  It seemed liked the plot had worked. 

In the Community
Congratulations to Sue Gilles for being named Silicon Valley & Monterey Bay Area Chapter of the Leukemia & Lymphoma Society's Woman of the YearWith the generous support of many of you, Sue raised $105,000 to help fight leukemia & lymphoma, part of the more than $327,000 raised by the chapter in this year's campaigns. Great work everyone!
We Are Hiring!

Learn about opportunities to join our team:
Follow Us on Social Media!