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Legal Due Diligence

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Identify the required licenses and permits for your selected business and its scenario.

Acquiring Capital Assets: Compare the legal consequences of the buy versus lease decision for the capital assets the business will need, and explain what method is best for your business.

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One must have a license/permit to operate a bed and breakfast from the state of North Carolina. This license is not transferable and inspections are performed regularly every six months. A grade card is also required to be posted. A transitional permit is needed while inspections for health, safety, and sanitation are being completed. This is also from the state. This is a health inspection.

The requirements are most specific on food and water usage, what constitutes a bathroom and how each should be used or treated.
Transfer of ownership and not just start ups are included and there are two types of permits, one transitional.

The areas included in inspection for the permit include the number of rooms and persons allowed. There are specifications for construction and the categories of foods allowed to be served. In a bed and breakfast the water and maintenance of the water supply are regulated and inspections required. Contractual agreements and arrangements, use of the facility for more than one purpose and other factors in the safe running of a bed and breakfast are part of the permit process and ...

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The expert identifies the required licenses and permits for selected businesses and its scenarios.

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Contract letter and liability assessment to legal counsel

Maury and Sons is an oilfield-drilling contractor. Maury has been dead for years and Monty and Max, two of Maury's grandsons, now operate the business as a general partnership. They contract with companies such as Exxon Mobil and BP-Amoco. Last year's contracts exceeded $1 million in revenues, an all-time high. The partnership currently employs 50 people on oil-rig crews and 10 in administrative positions.
Monty and Max each own 25% of the business (they acquired their interests from their deceased fathers, Fred and Barney). Two aunts, Wilma and Betty, own the remaining 50%. Wilma and Betty, each in their early 80s, have no children.
The business was originally a sole proprietorship. Maury brought Fred and Barney into the business, yet there is no formal partnership agreement. Wilma and Betty have never been actively involved in the business, yet were given their interests after Maury's wife, Mable, passed away.
Monty and Max want to continue to expand the business and, eventually, sell the business to a "consolidator" (a company that buys local businesses, usually in exchange for a combination of stock, cash, and debt).

Assignment:
Identify the types of suppliers an business customers with which the organization will be contracting. Prepare a letter to the organization's legal counsel identifying the following criteria he or she must utilize in developing standard contracting language for your organization in dealing with a specific supplier or business customer.
1) Performance specifications?describes the basic elements of what is to be provided under the contract such as product specifications, description of services, project deliverables, etc.
2) Terms and conditions?the basic elements of how the parties will work together including payment, timing, contact information, penalties, notification procedures, personnel, etc.
3) Dispute resolution?the method(s) to be used to resolve disputes arising under performance of the agreement.

After providing the contract guidance requested, legal counsel is suggesting that you insure against potential risks in your new venture. Based on your description of the likely risks, counsel will provide a legal evaluation to help guide you on your insurance needs. In a letter to counsel identify and assess the likely risks of tort and criminal liability arising from the operations of the company.

Legal Due Diligence Checklist
Your role for this assignment is to act as an analyst of a venture capital firm being asked to assess the viability of investing in this Project Company. To do so you will need to apply critical thinking methodologies in issue identification and risk assessment.
Conduct research on the elements of legal due diligence for the potential investment in companies. Based upon that research, develop an applicable legal due diligence checklist. Explain the importance of each checklist item you selected and how they may impact the making of an investment decision.

Memo to Venture Capital Committee
Utilizing your conclusions from applying the Legal Due Diligence Checklist above, write a memo to the venture capital committee with your recommendation for or against investment in the Project Company and the rationale for that recommendation; Please make sure that you focus this recommendation on the legal aspects of the business and that you do so using critical thinking skills.

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