Legal Question in Business Law in Massachusetts

Re: Liability on changed ownership

Assuming you purchased the business and not simply the assets of the business this is your liability. You have no olbigation to inquire as to the reason for the delay and as long as you are not aware of any court order or other information that would require you to notify anyone of his delay you have not done anything wrong.

If only purchased the assets of the business and assumed no liabilities or only specific liablities and this is not one of them, then it is the prior owners obligation.

Cashing old checks is not a criminal act.

Re: Liability on changed ownership

I am late to the party here, but I think you might have a waiver defense to payment, depending on the circumstances. I can't really say, however, without hearing more about the surrounding circumstances. Contact me if you'd like to discuss it.

: Liability on changed ownership

It depends on how you purchased the business.

Contact me with any questions.

Re: Liability on changed ownership

As the purchaser of the company, assuming you purchased it intact, you undertook its contracts, assets and liabilities. As long as no one has issued him alternative payment (ie a new check or wire transfer), there is nothing criminal in just depositing an old check.

Re: Liability on changed ownership

You don't have any obligation to inquire into his delay in negotiating the checks. If I had to guess, it has to do with either a divorce action (where he wanted to understate his actual income pending distribution of assets and determination of alimony) or, less likely, an attempt to change the timing of taxable income. But, whatever the motivation, your company has no exposure unless you have actual notice from a court or legal counsel of a third party that there is something you are required to do.

Best wishes,

LDWG