Is it possible to keep assets from being taken when a company is bought by another? Say you have company A. They are being bought by company B, are there legal ways to permit company B to buy A but not permit B to own assets that company A had originally owned? Or in selling company A to B permit wholesale pundering on B part when they buy A? If there is no place on this website for this question please let me know.
When you buy a company you acquire all its assets and liabilities If the vendor wishes to retain some assets they need to buy them from the company; before, at the time of, or after the sale. The value of a company is its assets less its liabilities plus the present value of its future cash flows all adjusted for risk. If the company owns a fleet of motor vehicles then their market value is part of the assets (and any finance on them is part of the liabilities). If the managing director wants to keep their company car then they need to have it transferred to them and it won’t factor into the valuation That said, its usually only public companies (or large private companies on the verge of going public) that are bought. Because private companies have variable levels of management skill, there could be contingent liabilities no one knows about and a new owner is unlikely to want to take these on. Private companies usually sell their assets (including the “business”) to insulate the new owner.
This is from a Canadian point of view, but the rules regarding how corporations run is generally pretty standard. I took a few classes in corporate governance, but I'm working mostly from memory, so hopefully most of the information is accurate! A corporation is its own entity, separate from any shareholders, and it can make whatever policies it wants. Unless you are an officer or on the board of directors, your participation in the company usually will be limited to voting in shareholders' meetings and receiving dividends. Refusal of service is a policy matter, so the fact that you are a shareholder (or anyone else, for that matter!) should be irrelevant. In fact, you might be denied service because you're an officer due to conflicts of interest. If the company was unincorporated, you may have more rights, but you'd probably be subject to some sort of agreement.
Is transferring money from a company where you're a director to a company where you're an employee considered money laundering? No. The scenario you outline seems too broad and generic. There are many possible, lawful reasons why company B could transfer money to its supplier, company A. Some examples are payment for the services that company A provided, an indemnization/settlement, and a buyout. The mere fact that B's director/shareholder is A's employee does not render the transaction(s) money laundering. Also, the statutory elements of money laundering vary by jurisdiction.
It may be useful to draw a distinction between the NFT and the Art referenced by this NFT. There is no intellectual property in an NFT itself because an NFT is not a creative work, invention, or trade secret. Ownership of the NFT. As far as I'm aware, no laws recognize the Ethereum blockchain as an arbiter of ownership. However, NFTs and other “crypto” assets seem to be recognized as property. Thus, it can be the case that lawful ownership diverges from the ownership records on the blockchain. In the referenced scenario, someone gained control over an NFT but likely did not receive the property rights in that NFT (i.e. stole it). License to use the Art. The “Bored Ape Yacht Club” terms define ownership of the NFT purely in terms of the Ethereum blockchain, and ignore legal ownership: Ownership of the NFT is mediated entirely by the Smart Contract and the Ethereum Network The blockchain-owner of the NFT is then granted a license to use the Art via these terms. This leads to the following conclusions: There are no intellectual property rights in the NFT. Any intellectual property rights in the Art are held by Yuga Labs LLC, the company behind the “Bored Ape Yacht Club”. Nothing in the terms transfers ownership in the Art. Yuga Labs LLC grants the blockchain-owner of the NFT a license to use the Art. Here, this means that the thief held the license, then after the sale the subsequent buyer. Yuga Labs LLC does not grant the legal owner of the NFT any rights, in case the legal owner and the blockchain-owner are distinct. Of course, nothing would prevent Yuga Labs LLC from also granting a license to the legal owner of the LLC. They can still do so retroactively, as their license grant to the blockchain-owner is probably not exclusive. But I would be surprised if they would do so, since it would shatter the “NFT = Art” and “Blockchain = Ownership” illusion that their business model relies on.
If three people inherited a house in equal shares, then a new deed should have been prepared and filed with the appropriate governmental authority (the county in most US states) before probate is closed. When that is done the authority of the executors over the house as executors has ended. However, if I understand you correctly, the two former executors are also two of the three heirs to the house. Thus they own a 2/3rds interest in the house. At least they can sell their interests without your consent, leaving you a minority owner with the purchaser owner a majority. In some jurisdictions they may be able to force a sale, paying you your share of the purchase price. But this would be because of their majority ownership, not because of their former status as executors. Addition: In some states co-owners who are joint tenants may not sell their interests without the consent of the other co-owners, but this is jnot true in North Carolina According to the site of the Hutchens Law office: ownership as tenants in common provides each party with the right to sell, gift, devise, or otherwise convey their interest in the property without the permission of the other owners. This means that the ownership interest is freely alienable or transferable. As a result, an owner may sell or give their interest in the property to anyone they want, or they may willingly or by judgment use their interest in the property to secure or satisfy a debt with a creditor. Therefore, parties entering into an agreement to purchase property as tenants in common should be aware that they may ultimately end up owning the property with a stranger. If this were to happen, there is a way out, but it may be costly. At any time, if the parties can't agree, any owner may petition the court for a partition of the property. The court could require one owner to buy another out or force the sale of the property. The court will decide the ultimate outcome based on equity. ... [I]f the intent of co-owners holding interest as joint tenants is to automatically transfer their interest at death to the survivor, the language must be on the conveying instrument as right of survivorship is not automatic with joint tenancy in North Carolina and if the language in not included, the decedent's interest will pass to his heirs. ... However, any owner has the right to convey their ownership interest during their life; and if they do, the survivorship agreement ends, and owners simply become joint tenants by operation of law. In North Carolina there seems to be little practical difference between co-owners who are tenants in common, and those who are joint tenants without a right of survivorship. But whichever form of co-ownership is chosen: tenants in common, joint tenants without a right of survivorship, or joint tenants with a right of survivorship, each of the co-owners has a right during his or her lifetime to sell, give away, or use as collateral on a loan his or her share of the property, without consulting the other co-owners. They cannot force the other co-owner(s) to sell, except by starting an action of partition in a court, when a judge would decide. An unrelated buyer might be unwilling to purchase only a 1/3 or 2/3rds interest, because the remaining co-owner(s) would still have full rights to use and occupy the house, can could sell to a different buyer. All co-owners are responsible for their proportionate shares of all expenses, including mortgage payments, repairs, and taxes.
When a company is bought by another company, then all their intellectual property is usually transferred to the buyer. That means when Adobe bought Macromedia, then all the copyrights to all Macromedia products presumably went to Adobe. So Adobe can take legal actions when you violate their copyright on Macromedia Adobe Flash 8. I said &quot;usually&quot; and &quot;presumably&quot;, because there might always be some contract clause in the purchase agreement between Macromedia and Adobe which says otherwise. And that agreement might not be public knowledge. When a company &quot;disappears&quot;, then things can get even more complicated. When a company goes bankrupt, then their assets get liquidated. That means everything they own - material or immaterial - gets sold to the highest bidder. Who that bidder is is not always public information. So the copyrights might land somewhere where you wouldn't expect it. In fact there is a whole industry of &quot;copyright trolls&quot; who buy IP from defunct companies just so they can sue anyone using that IP. When a company is dissolved voluntarily, then any of its assets either get sold off to the highest bidder just like during a bankruptcy, or become the personal property of the company owner(s). Who might be private people or a parent company. Sometimes a company might &quot;nominally&quot; go out of business by sacking all employees and ceasing all business activity, but might still exist on paper. That means whoever owns the company could at any time decide to go back into business just to start a lawsuit. In some cases it might be hard to tell what actually happened to the IP rights to a specific piece of software. The information might be in some contract deeply buried in some file cabinet. Or perhaps there is no documentation at all, so finding out who owns what can become an immensely difficult lawsuit. Bottom line: Who owns the copyright on what is not public information. Just because you can't find out who currently owns the copyright to some intellectual property does not mean nobody does. And when you violate their copyrights, that person might suddenly appear with a lawyer and make all kinds of demands, including suing you for statutory damages (which does not require them to prove that you actually caused financial harm to them).
No, you could not have prevented them from collecting their belongings But you could have sued for trespass Unless those boxes were part of the contract for sale, they remain the vendor’s property and just like you can’t withhold your mate’s trombone that he accidentally left after that great party, you can’t withhold the vendor’s boxes - that’s called “stealing”. What you could (should?) have done is refuse to settle until the boxes were removed. As the vendor was in breach, if you suffered any unmitigated loss as a result of the delay, you would be entitled to recover it. This is one of the reasons why you should inspect on the day of settlement. Given that you accepted the breach, even though the vendor’s boxes were technically trespassing, they could reasonably raise the defense that they had implicit permission- at least for a reasonable time. “A few days” is a reasonable time.
All your work is yours. They've made it very clear it wasn't a work for hire, so it's yours. They can't copyright any of their ideas. You can't copyright an idea. Only specific creative elements authored by them and present in your work could be covered by copyright. You didn't use their block diagrams. I don't see how references to other sites to look at would constitute a creative element they authored. That said, you probably want to talk to a lawyer and get a written legal opinion that you can rely on.