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Jonathan R. Roth

Donvan Hatem, LLP
  • Business Law, Real Estate Law, Estate Planning
  • Massachusetts
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Practice Areas
    Business Law
    Business Contracts, Business Dissolution, Business Finance, Business Formation, Business Litigation, Franchising, Mergers & Acquisitions, Partnership & Shareholder Disputes
    Real Estate Law
    Commercial Real Estate, Condominiums, Easements, Eminent Domain, Homeowners Association, Land Use & Zoning, Mortgages, Neighbor Disputes, Residential Real Estate, Water Law
    Estate Planning
    Guardianship & Conservatorship, Health Care Directives, Trusts, Wills
Jurisdictions Admitted to Practice
Massachusetts
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Michigan
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Professional Experience
Of Counsel
Donvan Hatem, LLP
- Current
Of Counsel
Glick and Associates
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President and Executive Director
Leavesden Development LTD
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Acted as Chief Operating Officer and then Chief Financial Officer and General Counsel for Leavesden Developments Ltd, a UK private company that was engaged in the development of 284 acres in the Watford Area that included a Movie Studio which is now owned and operated by Warner Bros. Studios.
Education
Massachusetts Institute of Technology
M.S. (1989) | Business
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Honors: Sloan Fellow
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Wayne State University Law School
J.D. (1976)
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Honors: Order of the Coif
Activities: Moot Court
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Professional Associations
Massachusetts Bar Association
Current
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Websites & Blogs
Website
Legal Answers
147 Questions Answered

Q. When two companies decide to merge, what financial information are they legally obligated to disclose to each other?
A: In any transaction each party should disclose any material information that might impact the other party's decision to move forward. Generally, each company should disclose their financial information and any known potential liabilities such as potential lawsuits, potential liabilities for recalls of products. There should be a discussion of the retention of key employees and whether licenses held by one company or the other can be assigned without the consent of the owner of the license. The same applies to longer term customer contracts or supply contracts that may not be assignable or may not be assigned without the customer or supplier consent. All of these things could be and usually are material and should be disclosed. A company that is serious about merger needs to do a careful due diligence.
Q. My son wants to purchase part of the family business from his brother
A: There are a number of ways to do this but the two most common are: 1. have someone independently value the stock being purchased without adjustment for minority ownership or lack of control (there are a variety of ways to deal with selection of who values the business); 2. look at any stockholder agreement that exists for how it determines value; If they can't agree upon price of the stock, are they going to be able to work together? Are both sons going to work in the business and is one going to have less ownership than the other? Also, if the family business is owned by multiple family members you need to consider the impact of what is transpiring now. To give a really good and thoughtful recommendation more information is needed.
Q. What's the first step to evaluating a franchise? What should I look out for?
A: First determine the reputation of the organization. Analyze what the costs are and what the training provides. Ask to talk to existing franchisees or simply go to a relatively close franchisee and speak to them. Check to see if they are registered in your state and if there are pending complaints against them. There is a very good article written by Susan Adams on things to look at before you buy a franchise. I recommend you read it. https://www.forbes.com/sites/susanadams/2016/06/22/12-things-to-do-before-you-buy-a-franchise/#694774ff3fe7
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Contact & Map
57 West Street Suite 2G
Salem, MA 01970
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