Copyright 2017 Gross & Romanick, PC | 3975 University Drive, Suite 410, Fairfax, Virginia 22030

3975 University Drive,
Suite 410, Fairfax, Virginia 22030


Author: admin

Gross & Romanick, P.C. > Articles posted by admin

Is a business owner personally liable for company debts if the company’s registration lapses?

The previous two editions of the Gross & Romanick newsletter discussed the termination and dissolution of Virginia corporations and limited liability companies (LLC) (both referred to as “entities”). As discussed in those articles, the Virginia State Corporation Commission (SCC) will automatically terminate an entity’s corporate existence if the entity fails to pay its annual registration fees. This edition of the newsletter discusses the potential personal liability of the owners and managers of an entity that is so terminated. Upon the termination of an entity, whether voluntary or involuntary, individuals who enter into agreements, commit negligent acts, or take any actions on...

Continue reading

Should a Virginia company formally dissolve and terminate when it is going out of business?

The process of dissolving and terminating a Virginia corporation or a Virginia limited liability company (each generically referred to in this article as an “entity”) was discussed in the January edition of this newsletter. As stated in that article, when a business owner desires to close an entity, he or she can elect to formally dissolve and terminate the entity, or simply fail to pay the annual fee owed to the State Corporation Commission (SCC) (in which event the SCC will automatically terminate the...

Continue reading

What is the difference between dissolution and termination of an entity?

This article distinguishes between the terms “dissolution” and “termination” as they pertain to Virginia corporations and Virginia limited liability companies (generically referred to in this article as “entities”). These terms are often used interchangeably, but have distinct legal meanings. Dissolution is the winding up of the affairs of the entity in advance of the termination of the entity. Termination of the entity occurs when the entity ceases to legally exist. The phrase “winding up of the affairs” generally means the payment of all debts, liabilities, and obligations of the entity, and the liquidation and/or distribution of any remaining assets...

Continue reading

Should I incorporate my new business entity in Delaware?

So many owners of small or mid-sized businesses ask us about the benefits of incorporating their entities (corporation or LLC) in Delaware. There is clearly an assumption in the business community that there has to be some benefit to Delaware registration. Why else would most of the Fortune 500 companies do the same? Our usual response is that for most small and medium-sized businesses headquartered outside of Delaware, it makes little economic or legal sense to incorporate in Delaware, notwithstanding the mystique surrounding a Delaware incorporation. Why are some of the largest companies in the U.S. incorporated in Delaware? Delaware has...

Continue reading

The Statute of Frauds in Virginia

Based on its name you might think that the Statute of Frauds has something to do with criminal or civil fraud, but it doesn't. The name "Statute of Frauds" actually refers to a law passed by the British Parliament in 1677, and the name has been retained through the centuries. It specifies which kinds of contracts must be in writing in order to be enforceable. Its purpose is to prevent the enforcement of oral agreements through perjury. The most common applications of the Statute of Frauds in Virginia are as follows:   Holding a person responsible for the promise to pay the...

Continue reading

Fairfax Virginia DWI, DUI & Traffic Law Information

If you need a Fairfax Virginia DWI or DUI lawyer than Gross & Romanick can help. Gross & Romanick’s team can even answer any questions you may have about personal injury cases. Contact Gross & Romanick today (703) 273-1400 for more information or to schedule an appointment. We get a lot of commonly asked questions about Virginia DWI, DUI and traffic law and we’re including several of those (and their answers) here on the blog. To read more commonly asked questions, visit out website here. Frequently Asked Questions about Traffic/DWI Law 1.QUESTION: Why do I need a lawyer in Traffic Court or for...

Continue reading

Why Do I Need A Lawyer In Traffic Court?

Gross & Romanick publishes a number of articles on their website about their various practice areas: Bankruptcy; Business Law; Commercial Landlord; Construction Law; Litigation; Personal Injury; Technology Law; and Traffic/DWI. Here’s an article from the Traffic/DWI section: Why do I need a lawyer in Traffic Court? Many traffic court matters (in Virginia) are considered misdemeanors, such as DWI, Hit & Run, Reckless Driving and Driving on a Suspended or Revoked License. Some offenses may even rise to the level of a felony such as 3rd offense DWIs and certain Hit & Run offenses. These offenses are criminal in nature and can result in...

Continue reading

Traffic Stops and Your Rights

Many people are confused about their rights when they are stopped while driving on the road by a police officer. In fact, a large percentage of individuals stopped for routine traffic violations incorrectly believe that they are required to perform whatever tasks or tests are requested by the police. If you are stopped for any sort of traffic violation, with a few exceptions, you have the right to politely decline almost any request made by the police officer. The 5th Amendment of the United States Constitution protects against “compulsory self-incrimination” (meaning that no person can be required to give evidence against...

Continue reading

ASAP Pre-court Evaluation

The Alcohol Safety Action Program (ASAP) was established by the Virginia legislature to provide alcohol courses and programs for persons convicted of a DWI (Driving motor vehicle, engine, etc., while intoxicated). As a condition of probation and to obtain a restricted license, a person convicted of a DWI must enter into and successfully complete ASAP. Although a court may decline to order participation in ASAP if the assessment by ASAP indicates that intervention is not appropriate for such person, it almost never happens in the Northern Virginia courts. Nevertheless, a pre-court evaluation by ASAP can be a valuable tool in...

Continue reading

Speeding in Virginia

If you’ve recently received a speeding ticket, or a reckless driving by speed ticket, in Virginia, you may well ask how police in Northern Virginia even measure speed? The police in NoVa actually commonly use one of three methods to measure the speed of moving vehicles: – Radar – LIDAR, or Laser speed detection – and pace The method most of us are familiar with is radar. Radar works through an application of the Doppler Effect. The Doppler Effect explains why the pitch of a siren coming from far way sounds different from the pitch of one close by. As sound travels through air, sound is...

Continue reading