FAQs

An “Application for a Prejudgment Remedy” (Connecticut General Statutes §52-278a et seq. — also known as a “PJR”) is a unique civil motion in Connecticut that allows a Plaintiff to seek to attach a Defendant’s assets in most cases before a case even starts. It is most commonly brought as a preliminary motion before a signed summons and complaint has even been served on the Defendant. It is a hearing before the Court where the Plaintiff is required to present their case to justify an attachment on the Defendant’s assets. A Defendant has the ability to defend themselves and question the Plaintiff’s evidence.

The purpose of a PJR is to allow a Plaintiff to attach a Defendant’s assets to assure there are funds there to reward the Plaintiff if they are successful in their suit. However, since it’s a preliminary motion, the standard a Plaintiff must prove is a low one. A Plaintiff must merely prove the existence of probable cause for their claim. The Court has defined probable cause as “a bona fide belief in the existence of the facts essential under the law for the action and such as would warrant a man of ordinary caution, prudence and judgment, under the circumstances, in entertaining it.” Wall v. Toomey, 52 Conn. 35, 36(1884). The Court has even gone as far as to say you don’t have to prove you have a “fifty-fifty” chance of success. “Probable cause is a flexible common sense standard. It does not demand that a belief be correct or more likely true than false.” New England Land Co., Ltd. v. DeMarkey, 213 Conn. 612, 620, 569 A.2d 1098 (1990)

Russo & Rizio, LLC, Attorneys at Law has significant experience representing both Plaintiffs and Defendants in PJR Matters. Please contact us if we can be of assistance. Call today! 203-254-7579

This post is not intended as legal advice and is not a substitute for talking to an attorney. The facts in each case are different and may lead to different results. Please do not rely on the advice on this page alone.

There are many benefits to bringing a Prejudgement Remedy (PJR) besides just attaching the Defendant’s assets and insuring the Plaintiff can get paid if he or she is successful. Often, bringing a PJR can accelerate the pace of a lawsuit and force an early settlement. When the average lawsuit in Connecticut can take three years to get to trial and cost tens of thousands of dollars in the process, anything that speeds up the process and reduces the cost is a good thing.

PJRs tend to accelerate settlement because they catch Defendants off guard and require them to be defending themselves on the witness stand within one month of when they are served. Additionally, if a Plaintiff is successful in getting a PJR, the Defendant may be forced to disclose all of their assets to the Court. Often Defendants are eager to settle if only to avoid having to disclose in public Court where their assets are.

PJRs are also helpful for Plaintiffs because they allow the Plaintiff to test their argument before the Court before they’ve invested tens of thousands of dollars in legal fees. It’s not uncommon that misconceptions and confusion regarding certain facts are resolved at a PJR hearing, instead of years later at trial after tens of thousands have been spent on attorney’s fees.

Call today for a free consultation: 203-254-7579

This post is not intended as legal advice and is not a substitute for talking to an attorney. The facts in each case are different and may lead to different results. Please do not rely on the advice on this page alone.

You need to hire an attorney immediately.  The Plaintiff is only required to serve you five days before the first hearing date and you need counsel to represent you there.  Read above to understand why the Plaintiff has brought a PJR against you.  Call us.  Now. 203-254-7579

This post is not intended as legal advice and is not a substitute for talking to an attorney. The facts in each case are different and may lead to different results. Please do not rely on the advice on this page alone.

The short answer is “no”, and that’s still true even if it says “contract” across the top of it. As long the document contemplates signing a contract at a later date, the Courts in Connecticut have been clear that a “binder” isn’t an enforceable agreement.

That doesn’t mean it’s not a useful agreement. We believe that binders are effective in cementing the major terms of a real estate deal so the lawyers don’t “screw it up”! It sets the sale date and the closing date and in doing so, makes it clear to the lawyers negotiating everything else that these items are no longer open for negotiation. It also acts as a “gentlemen’s agreement” to allow the purchasing party to feel comfortable expending money and time on inspections knowing that the listing agent won’t be showing the home while we do. Even though the binder isn’t enforceable, it’s good that realtors treat it like it is.

Be careful however, if the document your signing doesn’t contemplate the signing of another contract, then that document is an enforceable contract. It is common place everywhere in Connecticut but Fairfield County to have the realtors draft the purchase agreement and that document looks an awful lot like a Fairfield County “binder”.

Don’t hesitate to ask us to take a look before signing.

Call today! 203-254-7579

This post is not intended as legal advice and is not a substitute for talking to an attorney. The facts in each case are different and may lead to different results. Please do not rely on the advice on this page alone.

Owning a business comes with many responsibilities and no “operating handbook”. The following is a list, by no means comprehensive, of different requirements that befall on a Connecticut business. Many of these are common pitfalls that have be-devilled our clients in the past. Please do not hesitate to reach out if you have questions.

Compliance

1. Formal entities are required contractually and often by law to follow their own declarations, bylaws or operating agreement. Businesses need to be familiar with what these documents say and make sure they are in compliance with these documents. Failure to do so can be downright fatal in a lawsuit, or cost an entity a great deal in a business transaction.
2. Labor laws are constantly changing in Connecticut. Not staying informed on important updates can lead to significant liability if an employee chooses to make an issue. Just because your business only employees a few people, doesn’t mean the Department of Labor won’t take significant issue if you’re found in violation of any wage laws. Be sure that you’re up to date with regards to laws governing overtime, salaried employees, employment of minors and constantly changing unemployment tax regulations. We highly recommend you use a reputable payroll service that will help you stay in compliance.

Reporting

1. Businesses in Connecticut are required to file an “annual report” with the Secretary of the State. This report is done online and contains any updates to the officers or addresses of the entity. The fee for filing is $20 for a Limited Liability Company and $150 for a Corporation. Most banks will not lend to an entity that hasn’t filed these reports and thus, is “in good standing”.
2. It is popular to register a business in Delaware, however, if you intend to do business in Connecticut, you’ll need to register your business with the CT Secretary of the State. Your business will not be able to borrow money or own real estate otherwise. Your business could also find itself penalized for having failed to do so in certain instances if it should be involved in litigation.

Taxes

1. All business entities in the State of Connecticut are required to pay the $250 business entity tax every other year.
2. All entities much register with the Internal Revenue Service as well as the State Department of Revenue Services.
3. If you are a business required to pay sales tax, you must report it quarterly online to the DRS.
4. For years, the Federal Government has been assessing the State of Connecticut with a penalty for keeping the reserves in its unemployment tax fund too low. These penalties are passed on to employers and can be quite complicated. A reputable payroll service can take this burden off the business.
5. Just because your entity did not make any money, does not mean it’s absolved of its duty to file a tax return with the state or Federal Government. All active entities must at least file a “postcard return” and can be assessed significant penalties if they fail to do so. This document is not a substitute for seeking counsel and advice from legal counsel or your accountant.

This post is not intended as legal advice and is not a substitute for talking to an attorney. The facts in each case are different and may lead to different results. Please do not rely on the advice on this page alone.

From bizentities.com:

As you think about where to incorporate a business or form an LLC, you may be considering Delaware or Nevada. More than half of public and Fortune 500 companies are incorporated in Delaware, and Nevada offers attractive tax advantages. Be sure to consider your business type and closely assess the state laws and financial considerations before making a choice for your business.

Delaware advantages

For large businesses, Delaware holds many advantages—but smaller business may not find it as beneficial. Here are the highlights:

• Delaware’s business law is one of the most flexible in the country.
• The Delaware Court of Chancery focuses solely on business law and uses judges instead of juries.
• For corporations, there is no state corporate income tax for companies that are formed in Delaware but do not transact business there (but there is a franchise tax).
• Taxation requirements are often favorable to companies with complex capitalization structures and/or a large number of authorized shares of stock.
• There is no personal income tax for non-residents. • Shareholders, directors and officers of a corporation or members or managers of an LLC don’t need to be Delaware residents.
• Stock shares owned by persons outside Delaware are not subject to Delaware taxes.

Typically the court system is not a primary factor when choosing where to form a business, but Delaware deserves a special mention. The Delaware Court of Chancery is often considered an advantageous venue for shareholder lawsuits. It hears only business cases and uses only judges, no juries. For large corporations with thousands or hundreds of thousands of shareholders, this can be a big plus.

Nevada advantages

For many years, Delaware ruled the incorporation landscape. A few states—including Nevada—are trying to replicate Delaware’s success, hoping to attract business owners to their states. Some of the advantages often cited for forming a corporation or LLC in Nevada include:

• Nevada has no state corporate income tax and imposes no fees on corporate shares.
• There is neither personal income tax nor franchise tax for corporations or LLCs (but initial and annual statement fees and a business license fee apply).
• Shareholders, directors and officers of a corporation or members or managers of an LLC don’t need to be Nevada residents.

Doing business in other states

Another factor to consider is whether you will need to register to transact business in another state (foreign qualify your company). Corporations and LLCs are considered “foreign” in every state other than their state of incorporation:

• Foreign qualification registers a company to do business in a state other than the state of incorporation (the home state).
• Corporations and LLCs incorporated in Delaware or Nevada often need to foreign qualify in their home state, since they have a physical location and employees there.
• If you are considering Delaware or Nevada as your state of incorporation, factor in the initial and ongoing costs imposed on corporations and LLCs, plus foreign qualification costs and ongoing fees in any other state(s) where you are transacting business.

Call today for a free consultation! 203-254-7579
This post is not intended as legal advice and is not a substitute for talking to an attorney. The facts in each case are different and may lead to different results. Please do not rely on the advice on this page alone.

As the member of a “Board of Directors” of “Board of Trustees” of a non-profit organization your role is similar to that of a Board overseeing a for profit entity. However, instead of protecting the interests of the shareholders, your role is to protect the community the non-profit serves and the donors or customers whose contributions support the entity.

The following points will help guide you as a Board Member:

1. Your role is more than just attending Board meetings. You should be familiar with the organization you are overseeing. You should get to know the staff, the facilities and the persons the organization serves. If you are not someone who uses the services of the organization, then be sure to meet people who do and learn about their experiences with the organization.
2. The Board is responsible for the culture of the organization. Only the Board can change the mission of the organization or who the targeted audience is that the organization serves. Additionally, any significant change in the culture of the organization, such as canceling a long standing event, a change in dress code, or the alteration of any other tradition must be approved by the board.
3. The Executive Director has oversight over human resources and the “day to day”. A volunteer Board of a non-profit should not interfere with an Executive Director’s running of the organization on a “day to day” basis. The Board has set the mission and it is the Executive Director’s job to execute that mission. The Board is however, responsible for evaluating the Executive Director’s performance in fulfilling the mission and as an employee as a whole.
4. The Board has final oversight of the finances of the organization. The Board, led by its duly elected Treasurer, has the ultimate responsibility for seeing that the funds of the organization are properly accounted for and properly used. The Treasurer and the finance sub-committee of the board should work directly with the chief financial officer of the organization to accomplish this goal.
5. Your role is important and essential, however, your actions are protected by Directors and Officers insurance. You are performing an important duty on behalf of the organization and your actions should be protected by the proper insurance. The Board should confirm at least once a year that a “Directors and Officers” policy is in place and that the insured limits are adequate.

Call today for a free consultation! 203-254-7579
This post is not intended as legal advice and is not a substitute for talking to an attorney. The facts in each case are different and may lead to different results. Please do not rely on the advice on this page alone.

Residential landlords have several obligations under CT Law beyond just providing a habitable leased premises in compliance with local health laws. Every landlord should consult with an attorney to make sure they are in compliance with the law. For example do you know whether or not your town requires a Rental Certificate of Occupancy? If it does and you don’t have one, you can could have issues enforcing your lease.

The issue that causes the most trouble for residential landlords is the security deposit. All residential landlords are required to hold security deposits in a separate escrow account. Commingling them with the landlord’s own funds can lead to trouble. Additionally, the law requires that interest be paid where the bank will pay interest.

Finally, landlords need to be very careful what they deduct from the security deposit. The law only allows a landlord to deduct for damage beyond “ordinary wear and tear” and the Courts have defined this term very broadly. For example, soiled carpets and nail holes are usually not deductible from a security deposit.

Consult with a lawyer to make sure you don’t end up with a lawsuit where the tenant is suing you over the security deposit. The penalty for mishandling the deposit can be double the deposit.

Call today for a free consultation! 203-254-7579

This post is not intended as legal advice and is not a substitute for talking to an attorney. The facts in each case are different and may lead to different results. Please do not rely on the advice on this page alone.

A “Short Sale” is a real estate transaction where the amount of money owed the bank on the mortgage is more than the property is worth, however the bank is willing to forgive a portion of the mortgage to get the property sold and avoid having to put the property in foreclosure.

Short Sales are complicated and often take much longer than anticipated. If you are looking to purchase a Short Sale, you need to be prepared for it to take months and to get little communication out of the seller and their bank.

If you are on a strict timeline, this probably isn’t the right purchase for you. If you are a seller, you need to be prepared for your bank to very closely examine your finances before approving such a sale. Remember, they are interested in a short sale if they think it’s their only chance of getting paid, however, if you have the assets (or they think you do), they are going to attempt to make you pay the difference between the sale price and what’s owed. Most banks won’t even contemplate a short sale until a seller has fallen behind on his or her mortgage payments.

Russo & Rizzio has represented both Buyers and Sellers in Short Sale Transactions and our lawyers are familiar with the intricate process by which they are approved. Call us today and let us help.

Call today for a free consultation! 203-254-7579

This post is not intended as legal advice and is not a substitute for talking to an attorney. The facts in each case are different and may lead to different results. Please do not rely on the advice on this page alone.

A Triple Net Lease (often abbreviated as “NNN”) is a lease where the tenant agrees to pay all of the costs of the property as if they were the owner of the property. This means they are responsible for not just the utilities, but also the property taxes, insurance, maintenance, improvements and any other costs the owner of the property would be liable for if it were not for a lease.

Though many leases claim to be Triple Net, very few actually are. In most cases, the lease has been modified from true Triple Net terms to put some of the responsibility back on the Landlord.

Russo & Rizzio assists its clients with dozens of commercial leases a year, representing both Landlords and Tenants. Contact us if we can help you.

Contact us today for a free consultation! 203-254-7579
This post is not intended as legal advice and is not a substitute for talking to an attorney. The facts in each case are different and may lead to different results. Please do not rely on the advice on this page alone.