Same DBA but different company, am I liable?

[shortskoolbus]

What is the name of your state (only U.S. law)? CA

Hello, I'm not sure if this is the correct forum to post this, so please redirect me if not. I just recently purchased the ASSETS to a small business under my own LLC name. I am operating the business under the same DBA, in the same location, and basically with all things the same. Other than a new face in the business, it's the same business as far as consumers/customers can tell. The business is a pet grooming and retail store, and it used to sell a lot of toy breed dogs. We don't really do pet sales anymore, just rescues and adoptions now.

I recently received a call from somebody because he bought a dog from this store when it was operated by - not the previous - but the owner prior to the previous owner about three years ago. His dog now has Glaucoma and he's threatening to sue me, even though my company is not the one that he bought the dog from. Although it's the same store name. I've tried to explain this to him, but the guy basically refuses to listen to anything.

I'm pretty sure that I am not liable for anything the previous companies did, especially since we did an asset purchase as opposed to a stock purchase, but I just wanted to check with the community to get a second opinion on that.

If he does file a law suit against the store, does it need to be against the actual business name? Can it be filed only against a DBA?

The store was called STORE NAME, Inc. when this person bought the dog, since then it was owned by a different owner under COMPANY NAME, Inc dba STORE NAME. Now I own the store under, under MY COMPANY LLC dba STORE NAME. I guess that if this guy does plan to file, the suit needs to name STORE NAME, Inc, but he doesn't seem to know any better and pretty much assumes we are all the same thing.

 

[tranquility]

It can be a complex issue, but, I'd certainly feel you can be sued. That's one of the reasons for a DBA, to see who is responsible for the business. Even if you can't be sued for the dog, you might be sued for not changing the DBA if it caused harm to the defendant under some misrepresentation theory.

 

[shortskoolbus]

I see.

Well, I'm not sure how familiar the community here is on pet sale laws, but technically the seller is only responsible for up to 1 year for any congenial or genetic "defects" the dog may have. So even if there is a suit filed, the law is quite clear here in this regard. It's unfortunate, but the law really only sees animals as property and nothing else.

If I am served with a lawsuit naming the DBA, do I need to respond to it? My DBA name was only filed on 3/5/13. This dog purchase was about 3 years ago.

 

[LdiJ]

I see.

Well, I'm not sure how familiar the community here is on pet sale laws, but technically the seller is only responsible for up to 1 year for any congenial or genetic "defects" the dog may have. So even if there is a suit filed, the law is quite clear here in this regard. It's unfortunate, but the law really only sees animals as property and nothing else.

If I am served with a lawsuit naming the DBA, do I need to respond to it? My DBA name was only filed on 3/5/13. This dog purchase was about 3 years ago.

I disagree somewhat with Tranquility. When you make an asset only purchase, you are not purchasing the liabilities of a previous owner. That liability didn't even belong to the person you purchased the assets from. However, that would not stop a lawsuit, it would only be a defense to a lawsuit.

If you get sued, you are going to have to respond to the suit. It would be best for you to have an attorney to do so.

 

[tranquility]

I disagree somewhat with Tranquility. When you make an asset only purchase, you are not purchasing the liabilities of a previous owner. That liability didn't even belong to the person you purchased the assets from. However, that would not stop a lawsuit, it would only be a defense to a lawsuit.

If you get sued, you are going to have to respond to the suit. It would be best for you to have an attorney to do so.

Even just purchasing the assets can be a problem, structuring that when it is more than just physical property can require careful planning. But, that is not the real problem. The problem is not refilling the DBA. I don't think that leads to liability in this case, but it will require a defense if the prior business was sued.

The o p would need to defend any suit. Even one without merit.

 

[LdiJ]

Even just purchasing the assets can be a problem, structuring that when it is more than just physical property can require careful planning. But, that is not the real problem. The problem is not refilling the DBA. I don't think that leads to liability in this case, but it will require a defense if the prior business was sued.

The o p would need to defend any suit. Even one without merit.

I agree, and said so.