commercial property leasing.

[faithnlve]

What is the name of your state? vt..The corporation was sold. Hostile purchase. There was no contract in the sale to take over the leasing of building. The sellers want to keep the building and start another business. There is a 3 year contract to lease with us sellers still as tenants. The buyer secretly met with landlord in regards to changing the lease to him. The buyer bought all equipment and the shares of corporation and says he will have landlord change lease to his name. We don't want to leave leased building, it was not agreed for buyer to take over the lease of building. We figure since it was a hostile takeover that he can take the shares and equipment and get out. The landlord is claiming he can cancel our lease of the building (still have 2 years left) and re-lease to this individual since the building lease follows the business . Is this correct?!

 

[xylene]

The corporation was sold.

That would suggest that the new OWNERS of the corporation own the lease rights...

Hostile purchase.

What exactly does this mean. Because unless it means the acquiring party did not become whole owners of the corporation... then they own everything the old company owns.

There was no contract in the sale to take over the leasing of building.

They bought the corporation...

The sellers want to keep the building and start another business.

Did the sellers reserve their rights to the building? Was the lease a corporate asset? Unless the answer is, YES and then NO... then NO...

There is a 3 year contract to lease with us sellers still as tenants.

Is the lease specifically in someones name, and NOT an asset of the former, now sold, coroporation

The buyer secretly met with landlord in regards to changing the lease to him.

The buyers dealing with his new landlord is not privy to the former owners.

The buyer bought all equipment and the shares of corporation and says he will have landlord change lease to his name.

That is a sensible idea, but whether the lease is updated for clarity or not, the acquiring party owns the old corporation and therefore its assets... that includes leases.

We don't want to leave leased building, it was not agreed for buyer to take over the lease of building.

The corporation was sold. Your agreement is no longer required.

We figure since it was a hostile takeover that he can take the shares and equipment and get out.

That is incorrect. The one who 'gets out' is you. It was a takeover... no difference in the acquiring parties rights than if it was done with enthusiastic consent.

The landlord is claiming he can cancel our lease of the building (still have 2 years left) and re-lease to this individual since the building lease follows the business . Is this correct?!

It is not required, as the lease is an asset of the corporation, now sold, and further it is correct.

 

[faithnlve]

1. The acquiring party is not sole owner

2. They bought the corporation... they bought 50% of corp shares

Did the sellers reserve their rights to the building? Was the lease a corporate asset? Unless the answer is, YES and then NO... then NO...

3. The lease was signed by 3 individuals. One is still on but no longer owner. The selling of the shares did not include building lease. Nothing agreed upon in regards to turning over lease agreement to buyer of corp.

Is the lease specifically in someones name, and NOT an asset of the former, now sold, corporation ?

4. It is specifically in 3 peoples names. All three signed.

The buyers dealing with his new landlord is not privy to the former owners.

5. ok

Whether the lease is updated for clarity or not, the acquiring party owns the old corporation and therefore its assets... that includes leases.

6. The lease is not an asset, since it was NOT included in the purchase agreement for buyer to continue business in leased premises.


The corporation was sold. Your agreement is no longer required.

7. Agreement to take over rental was not in agreement of sale of corporation.


The one who 'gets out' is you. It was a takeover... no difference in the acquiring parties rights than if it was done with enthusiastic consent.

8. I have to disagree. Let me know what you think..but...In order for someone to take over the lease, then it has to be agreed upon and part of the sales agreement, which it was not. We still have a binding contract to run a business, which we will want to do, with the contract to lease with landlord still enforced under our names.



It is not required, as the lease is an asset of the corporation, now sold, and further it is correct.[/QUOTE]

9. How is the lease an asset of corporation??? We pay rent, it is a liability.

 

[xylene]

1. The acquiring party is not sole owner

2. They bought the corporation... they bought 50% of corp shares

I don't get this. A 50 percent stake makes them the owner of of the corporation.

3. The lease was signed by 3 individuals. One is still on but no longer owner. The selling of the shares did not include building lease. Nothing agreed upon in regards to turning over lease agreement to buyer of corp.

Was the lease signed by three individuals... or by three representatives of the corporation?

4. It is specifically in 3 peoples names. All three signed.

Did all of them sign as corporate representatives? Or were they personally leasing the building?

6. The lease is not an asset, since it was NOT included in the purchase agreement for buyer to continue business in leased premises.

Was it excluded? If so what was the buyer purchasing?

7. Agreement to take over rental was not in agreement of sale of corporation.

I doubt a positive assent to the use of the building is required, but I have not read your corporate sales document.

8. I have to disagree. Let me know what you think..but...In order for someone to take over the lease, then it has to be agreed upon and part of the sales agreement, which it was not. We still have a binding contract to run a business, which we will want to do, with the contract to lease with landlord still enforced under our names.

9. How is the lease an asset of corporation??? We pay rent, it is a liability.

A commercial lease is a right to purchase a service (use of a building) at a given price. It is only a liability if the market rate for similar services in your area has declined.

If it was not an asset, you would not want it.

 

[HomeGuru]

What is the name of your state? vt..The corporation was sold. Hostile purchase. There was no contract in the sale to take over the leasing of building. The sellers want to keep the building and start another business. There is a 3 year contract to lease with us sellers still as tenants. The buyer secretly met with landlord in regards to changing the lease to him. The buyer bought all equipment and the shares of corporation and says he will have landlord change lease to his name. We don't want to leave leased building, it was not agreed for buyer to take over the lease of building. We figure since it was a hostile takeover that he can take the shares and equipment and get out. The landlord is claiming he can cancel our lease of the building (still have 2 years left) and re-lease to this individual since the building lease follows the business . Is this correct?!

**A: it would be if that 's what is states in the lease agreement.