Legal Question in Business Law in Minnesota
Trying to collect on old agreement
I am in IA and had an agreement with a small company in MN. I am now trying to collect $1050 still owed since May '06. I checked the MN Sec. of State site, the company is listed as an LLC but is ''inactive''. Contacted the MN Sec. of State and they said the company probably did not file their annual paperwork and is not recognized as a corporation in MN. Can I go after the individual who signed the agreement or do I have to go after the company?
3 Answers from Attorneys
Re: Trying to collect on old agreement
Whether the owner of the company is personally liable is determined by a "piercing the corporate veil" analysis that varies from state to state (The analysis is the same whether a corporation or LLC, and the fact that the sec. of state views it as inactive is only one part of the analysis). Whether you would use Iowa or Minnesota law would depend on how the contract was initially entered into and what it says.
More detail would be needed about the nature of the contract, whther any of it is in writing, etc.
E-mail me if you'ld like a response to more specific questions.
Re: Trying to collect on old agreement
You may,but if business is still running it would be your best bet.
I would do collection for 25%.
Re: Trying to collect on old agreement
You did not say what the nature of your agreement was or whether you have ever reduced this claim to judgment. Unless you can leverage some sort of lien claim against the business owner personally, or you can determine whether the proprietors made themselves personally liable for the debts, you're stuck with suing a defunct corporation in a foreign court. It might be profitable for you to get a PACER account and see whether they've filed for bankruptcy before you spend too much money.
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