Barbara Sadler: July 2020

Friday, 31 July 2020

What Is Rule 501 Of Regulation D?

Rule 501 of Regulation D defines the term “accredited investor” according to the view of the SEC and Regulation D of the Securities Act. According to Rule 501, an accredited investor must meet specific criteria regarding their assets, income, net worth, legal status and professional experience. Accredited investors can be individuals with high net worth or insurance companies, banks, brokers or trusts. Accredited investors are also known as registered investors.

What Is SEC Regulation D (Reg D)?

Regulation D (Reg D) is a Securities and Exchange Commission (SEC) regulation governing private placement exemptions. It should not be confused with Federal Reserve Board Regulation D, which limits withdrawals from savings accounts. Reg D offerings are advantageous to private companies or entrepreneurs that meet the requirements because funding can be obtained faster and at a lower cost than with a public offering. It is usually used by smaller companies. The regulation allows capital to be raised through the sale of equity or debt securities without the need to register those securities with the SEC. However, many other state and federal regulatory requirements still apply.

Understanding SEC Regulation D (Reg D)

Raising capital through a Reg D investment involves meeting significantly less onerous requirements than a public offering. That allows companies to save time and sells securities that they might not otherwise be able to issue in some cases. While Regulation D makes raising funds easier, buyers of these securities still enjoy the same legal protections as other investors. It is not necessary to keep Regulation D transactions a secret, even though they are private offerings. There are directives within the regulation that, depending on which rules are applied, may allow offerings to be openly solicited to prospective investors in a company’s network.

Requirements of SEC Regulation D

Even if the Reg D transaction involves just one or two investors, the company or entrepreneur must still provide the proper framework and disclosure documentation. A document known as Form D must be filed electronically with the SEC after the first securities are sold. Form D, however, contains far less information than the exhaustive documentation required for a public offering. The form requires the names and addresses of the company’s executives and directors. It also requires some essential details regarding the offering. The issuer of a security offered under Reg D must also provide written disclosures of any prior “bad actor” events, such as criminal convictions, within a reasonable time frame before the sale. Without this requirement, the company might be free to claim it was unaware of the checkered past of its employees. In that case, it would be less accountable for any further “bad acts” they might commit in association with the Reg D offering. According to rules published in the Federal Register, transactions that fall under Reg D are not exempt from antifraud, civil liability, or other provisions of federal securities laws. Reg D also does not eliminate the need for compliance with applicable state laws relating to the offer and sale of securities. State regulations, where Reg D has been adopted, may include disclosure of any notices of sale to be filed. They may require the names of individuals who receive compensation in connection with the sale of securities.

Limitations of SEC Regulation D (Reg D)

The benefits of Reg D are only available to the issuer of the securities, not to affiliates of the issuer or to any other individual who might later resell them. What is more, the regulatory exemptions offered under Reg D only apply to the transactions, not to the securities themselves. Regulation D offerings are specific securities offerings that do not have to be registered with the SEC. SEC Rule 501 defines the terms used to talk about and define Reg D exemptions, including who are accredited investors—the most important definition contained in Rule 501. If you are considering issuing a Reg D offering, it’s important to fully understand each of the key SEC Regulation D Rule 501 terms. It may help to speak with a securities lawyer from Ascent Law to get better clarity on these terms and conditions.

Rule 501 Accredited Investors

In order to qualify under Rules 505 and 506 of Regulation D, securities can only be sold to accredited investors as defined in Rule 501.

Who Is an Accredited Investor?

The following people and entities are considered accredited investors under Rule 501:
• Banks, insurance companies, registered investment companies, business development companies, and small business investment companies;
• Employee benefit plans, businesses, or trusts with over million worth of assets;
• Directors, executive officers, and general partners of the company issuing securities;
• Individuals who earn at least $200,000 per year or earn an income of $300,000 jointly with a spouse; or
• Individuals or married couples with a net worth exceeding $1 million beyond the value of their primary residence.
Why It Matters
If you plan to make a Reg D offering, purchasers must strictly qualify under the definitions provided in Rule 501 of Regulation D guidelines. While all Reg D guidelines are strictly enforced, the accredited investor definition is an extremely important component of the Reg D exemptions. The logic is that investors meeting the accredited investor test are financially sophisticated and have some risk tolerance and therefore, these investors have a reduced need for the protections provided by the SEC filings and other regular disclosures mandated for non-exempt offerings. Accordingly, a finding that investors in a purportedly exempt offering do not meet the requirements for “accredited investors” is a serious violation of the spirit of the registration exemptions—and subject to significant sanctions.

Other Key Terms in Rule 501 of Regulation D

SEC Rule 501 also defines a number of other terms used in Reg D offerings, including:
• Aggregate Offering Price: The aggregate offering price of a security under Reg D is considered the sum worth of all cash, services, property, notes, cancellation of debt, or other consideration to be exchanged for shares. When using a combination of consideration, however, their worth must be fairly assessed in cash for a reported offering price. Under Rules 504 and 505, this aggregate offering price cannot exceed $1 million and $5 million respectively.
• Business Combination: When a share-based merger or acquisition is not registered with the SEC under a Regulation D exemption, it is called a business combination. To qualify, the issuer must be fully under the control of another company after the acquisition.
• Number of Purchasers: Reg D exemptions are generally limited to a specific number of purchasers. This number of purchasers counts every business, partnership, and trust once, as well as each individual investor except the following:
 Relatives who live with another purchaser;
 Trusts where the majority control is owned by another purchaser or their family; or
 Corporations where the majority control is owned by another purchaser or their family.
• Executive Officer: An executive officer under Reg D offerings includes the president, any vice president in charge of a principal business unit, division, or function, and any other officer who performs any policy-making function on behalf of the issuer. This can include executives of subsidiaries of the issuer if they have the ability to affect overall policies of the company.

• Purchaser Representative: To qualify as a purchaser representative under Rule 501, a individuals must:
 have knowledge and experience in financial matters sufficient to allow them to evaluate the risks and benefits of a possible investment;
 have been acknowledged as such by the purchaser in writing;
 have disclosed any material relationship between themselves or their affiliates and the issuer or its affiliates; and
 not be an affiliate, director, officer, or other employee of the issuer or a beneficial owner controlling 10 percent or more of any class of securities issued by the company.
An accredited investor is a person or a business entity who is allowed to deal in securities that may not be registered with financial authorities. They are entitled to such privileged access if they satisfy one (or more) requirements regarding income, net worth, asset size, governance status or professional experience. In the U.S., the term is used by the Securities and Exchange Commission (SEC) under Regulation D to refer to investors who are financially sophisticated and have a reduced need for the protection provided by regulatory disclosure filings. Accredited investors include natural high net worth individuals (HNWI), banks, insurance companies, brokers and trusts.

Accredited Investor Need To Know

An accredited investor is a person or entity who is allowed to deal, trade and invest in financial securities as long as they satisfy one (or more) requirements regarding income, net worth, asset size, governance status or professional experience. The term originates from the English word ‘accredited’ which literally means someone who has been given special authority or sanction if they meet certain recognized standards. Accredited investors are most popular for purchasing securities which are not registered with the regulatory authorities like the SEC. Since the capital raising exercise involves a complex and costly process including regulatory filings, many companies offer securities to the accredited investors directly. The companies are exempted from registering securities with the SEC which saves a lot of cost for them, and are allowed to sell the shares to qualified accredited investors. Participants in such types of private placements are at the risk of losing their entire investment, and therefore authorities need to ensure that they are financially stable, experienced and knowledgeable about their risky ventures. The role of the regulatory authorities in such transactions is limited to verifying or offering the necessary guidelines for setting benchmarks for an individual or entity to qualify as an accredited investor – that is, the applicant must possess the necessary financial means and knowledge to take the risks involved in investment in such unregistered securities. Other arenas to which the accredited investors have privileged access include venture capital, hedge funds, angel investments, and deals involving complex and higher-risk investments and instruments.

Requirements for Accredited Investors

The regulations for accredited investors vary from one jurisdiction to the other and are often defined by the local market regulator or a competent authority. In the United States, the definition of accredited investor is put forth by SEC in Rule 501 of Regulation D. To be an accredited investor, a person must have an annual income exceeding $200,000, or $300,000 for joint income, for the last two years with expectation of earning the same or higher income in the current year. An individual must have earned income above the thresholds either alone or with a spouse over the last two years. The income test cannot be satisfied by showing one year of an individual’s income and the next two years of joint income with a spouse. The exception to this rule is when a person is married within the period of conducting a test. A person is also considered an accredited investor if they have net worth exceeding $1 million, either individually or jointly with his spouse. The SEC also considers a person to be an accredited investor if they are a general partner, executive officer, director or a related combination thereof for the issuer of unregistered securities. An entity is an accredited investor if it is a private business development company or an organization with assets exceeding $5 million. Also, if an entity consists of equity owners who are accredited investors, the entity itself is an accredited investor. However, an organization cannot be formed with a sole purpose of purchasing specific securities.

Purpose of Accredited Investor Requirements

Any regulatory authority of a market needs to perform a fine act of balancing between promoting investments and safeguarding the investors. On one hand, regulators need to promote investments in risky ventures and entrepreneurial activities which may have the potential to emerge as multi-baggers in the future. Such initiatives are risky, may be focused on concept-only research and development activities without any marketable product, and may have a high chance of failure. If these ventures are successful, they offer a big return to their investors. However, they also have a high probability of failure which leads to the risk of investors losing all of their investments. On the other hand, regulators need to protect the common, often less knowledgeable, individual investors who may neither have the financial cushion to absorb high losses nor the understanding of where they are putting their hard earned money. Therefore, a balanced approach is taken through the provision of accredited investors, who are financially strong as well as knowledgeable and experienced to fit the job of being allowed to invest in such unregistered securities and investments.

How to become an Accredited Investor?

There is no formal agency or a process to secure the coveted status of an accredited investor. No registration, form-filling or application is required, and no certificate is issued by any agency stating that one is now an accredited investor for this year. Instead, the onus is on the sellers of such securities to take a number of different steps in order to verify the status of entities or individuals who wish to be treated as accredited investors. Individuals or parties desirous of applying for accredited investor can approach the issuer of the unregistered securities, who may ask the applicant to respond to a questionnaire to determine if the applicant qualifies as an accredited investor. The questionnaire may need to be accompanied by various attachments, like account information, financial statements, and balance sheet to verify the qualification. The list of attachments can extend to tax returns, W-2 forms, salary slips, and even letters from reviews by CPAs, tax attorneys, investment brokers or advisors. Additionally, the issuers may also evaluate an individual’s credit report for additional assessment.

Securities Lawyer Free Consultation

When you need legal help with Rule 501 of Regulation D, please call Ascent Law LLC for your free consultation (801) 676-5506. We want to help you.

Ascent Law LLC
8833 S. Redwood Road, Suite C
West Jordan, Utah
84088 United States
Telephone: (801) 676-5506

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SUV Accidents

After any kind of traffic accident in Utah, if you’ve been injured or had your vehicle damaged, you probably want to understand your options for getting compensation. Utah is a no-fault car insurance state. That means, after a car accident, you typically need to file a claim under your own personal injury protection coverage to get compensation for medical bills and other financial losses, regardless of who caused the crash. Only if your injury claim meets certain prerequisites can you step outside of no-fault and bring a claim directly against the at-fault driver.

Utah SUV Accident Statute of Limitations

A “statute of limitations” is a state law that sets a strict time limit on your right to bring a lawsuit to court.
(Note: The statute of limitations does not apply to a car insurance claim. Any insurance company, whether your own or the other driver’s, is going to require you to make a claim or at least give the insurer notice of an incident that could trigger a claim—”promptly” or “within a reasonable time” after the accident. That usually means a few days at most. Learn more about contacting your car insurance company after an accident.) In Utah, there are a few different lawsuit filing deadlines that could come into play after a vehicle accident. First, for car accident injuries, Utah Code section 78B-2-307 gives you four years to ask Utah’s civil court system for a remedy. So, in the context of a car accident, any injury claim filed by a driver, passenger, motorcyclist, bicyclist, electric scooter rider, or pedestrian will be subject to this deadline, and the “clock” starts running on the date of the accident. If anyone was killed as a result of the car accident, Utah Code section 78B-2-304 sets a two-year statute of limitations deadline for any wrongful death claim that might be brought by the deceased person’s family or representatives. And it’s important to keep in mind that for these kinds of claims, the two-year “clock” starts running on the date of the accident victim’s death (as opposed to the date of the accident itself). Finally, if anyone had their vehicle or other property damaged as a result of a car accident, Utah Code section 78B-2-305 says that any lawsuit over that damage must be filed within three years of the date of the vehicle accident. Whichever of these deadlines applies, if you try to file your car accident lawsuit after the applicable time limit has passed, you can count on the defendant (the person you’re trying to sue) pointing out that discrepancy to the court as part of a motion to dismiss. The court will almost certainly grant the motion (unless some rare exception applies to extend the filing deadline), and that will be the end of your case. That’s why it’s crucial to understand how the statute of applies to your situation. Even if you’re confident that your case will be resolved through the car insurance claim process, you’ll want to leave yourself plenty of time to file a lawsuit in case you need to—if for no other reason than that you’ll have more leverage during settlement talks. If you think you might be running up against the filing deadline, you may want to contact an experienced Utah car accident attorney.

Utah SUV Accident Cases

Suppose you’re seriously injured in a Utah car accident, and you take your case to court. The jury, after hearing all the evidence, decides that the other driver was responsible for the accident—but that you too bear part of the blame. What happens next? How does this verdict affect your right to compensation? Under Utah Code section 78B-5-818, Utah is a “modified comparative negligence” state. This means you can still recover damages in a car-accident-related lawsuit, but your award will be reduced according to your share of negligence—and importantly, your share of liability must be less than 50 percent in order to recover from other at-fault parties. For instance, suppose that the jury determines that your injuries, pain and suffering, and other losses total $20,000. However, the jury also thinks that you were 10 percent responsible for the crash. In that situation, the total amount of your damages, $20,000, is reduced by 10 percent, or $2,000, leaving you with a total award of $18,000. The comparative negligence rule binds Utah judges and juries (if your car accident case makes it to court), and it will also guide a car insurance claims adjuster when he or she is evaluating your case. Also keep in mind that since there is no empirical means of allocating fault, any assignment of liability will ultimately come down to your ability to negotiate with a claims adjuster or to persuade a judge or jury.

Reporting an SUV Accident in Utah

Under Utah Code section 41-6a-401.7, the drivers involved in an accident “shall immediately and by the quickest means of communication available” (i.e. a phone call from the scene) give notice of the accident to the nearest law enforcement agency. The Utah Department of Public Safety may also ask the drivers involved in the crash to prepare a traffic accident report. If so, the report must be filed with the department within 10 days of the request.

Utah No-Fault SUV Insurance Rules

As touched on above, Utah is one of a dozen or so states that follow a no-fault car insurance scheme. That means injured drivers and passengers must typically turn first to their own personal-injury-protection car insurance coverage to get compensation for medical bills, lost income, and other out-of-pocket losses after a crash, regardless of who might have been at fault. A claim against the at-fault driver is only possible in certain scenarios. Get the details on the Utah no-fault car insurance rules.

Negligence Versus No-Fault States

Liability in car accidents is always based on negligence (i.e., fault) unless you are in a no-fault state, in which case there are some limited exceptions to the negligence rule. In a traditional fault state, you must always prove that the other driver was negligent in order to get any type of damages from that driver or from his/her insurer. However, in a no-fault state, if you are involved in an accident, your own car insurance company will likely pay for some or even all of your damages, depending on your states laws. But in some no-fault states, no-fault coverage does not apply to vehicle damage, so make sure you understand the rules where you live. In any State, the Insurer Will Only Pay Up to Policy Limits Regardless of whether your accident occurred in a no-fault state or a traditional fault-based state, the responsible insurance company will only pay for your vehicle damage up to its policy limits. For example, if you are in a traditional fault state, the other driver was at fault and caused $10,000 of vehicle damage to your car, but he/she only has $5,000 of property damage coverage, his/her insurer will only pay $5,000 toward your repair costs.

What If Repair Costs Exceed the Value of My Car?

An insurer is only required to pay damages up to the value of your car. If your repair costs exceed the value of your car, the insurer will often declare your car a total loss, pay you the fair market (Blue Book) value of your car (also known as “actual cash value”), and take your car. Remember that with any type of property damage claim, the amount of the claim is based on the value of the property at the time of the accident. The value of the claim has nothing to do with how much you originally paid for the property.

Collision coverage ensures that you will be reimbursed for your vehicle damage if the other driver did not have enough insurance, or if you were at fault for the accident. If the other driver was at fault and had enough insurance coverage, you would not make a claim against your own insurance policy’s collision coverage. Comprehensive coverage is for vehicle damage that occurs when a car is parked at the time of the accident. Comprehensive coverage covers both car accidents and miscellaneous damage like trees falling on your car. As with collision coverage, if the driver that hit you had enough insurance coverage, you would not make a claim against your own insurance policy’s comprehensive coverage. You don’t generally need to worry about proving fault if your car was parked. It is generally assumed that, if someone hits a parked car, that driver was at fault.

What If You Were at Fault for Your Vehicle’s Damage?

If you caused your own vehicle’s damages — by driving off the road or running into a tree or fence, for example — you would either have to pay for the damage yourself or make a claim against your own policy’s collision coverage, if you have collision coverage. However, if the damage is not extensive, you would probably not want to make a claim against your own policy because that might raise your car insurance premium, and it might cost you more money in the long run.

Getting the Insurer to Pay For Your SUV Repair Costs

Regardless of whose insurance company is responsible for paying your repair costs, the first thing that you have to do is make a claim by reporting the accident. The next thing that will usually happen is that the insurer will have your car inspected. If the car is drivable, you will generally be asked to bring it to the insurer’s drive-through inspection station. If the car is not drivable, the insurer will usually have an inspector come to wherever the car is. The insurer will then come up with an estimate of the damages. This estimate may or may not be enough to pay for the repairs. Although the insurer might recommend that you bring the car to a mechanic of its choice, you always have the right to use your own mechanic. Once you get the insurer’s estimate, you should bring your car over to your mechanic and ask if they will accept the insurer’s estimate. If they will, then everything is all set. If they think that the estimate is too low, they will often agree to call the adjuster and discuss things directly with the adjuster. Generally, they will be able to work things out themselves. If You and the Insurer Disagree About Repair Costs If you don’t like the insurer’s final numbers, then the only choice that you have left is to either accept it or file suit. If you find yourself in a dispute with an insurance company where a significant amount of money is at stake, it may be worth it to contact an experienced attorney to make sure that your interests are adequately protected.

Annual United States Road Crash Statistics
• Over 37,000 people die in road crashes each year
• An additional 2.35 million are injured or disable
• Over 1,600 children under 15 years of age die each year
• Nearly 8,000 people are killed in crashes involving drivers ages 16-20
• Road crashes cost the U.S. $230.6 billion per year or an average of $820 per person
• Road crashes are the single greatest annual cause of death of healthy U.S. citizens traveling abroad
Annual Global Road Crash Statistics
• Nearly 1.3 million people die in road crashes each year, on average 3,287 deaths a day.
• An additional 20-50 million are injured or disabled.
• More than half of all road traffic deaths occur among young adults ages 15-44.
• Road traffic crashes rank as the 9th leading cause of death and account for 2.2% of all deaths globally.
• Road crashes are the leading cause of death among young people ages 15-29, and the second leading cause of death worldwide amongst young people ages 5-14.
• Each year nearly 400,000 people under 25 die on the world’s roads, on average over 1,000 a day.
• Over 90% of all road fatalities occur in low and middle-income countries, which have less than half of the world’s vehicles.
• Road crashes cost USD $518 billion globally, costing individual countries 1-2% of their annual GDP.
• Road crashes cost low and middle-income countries USD $65 billion annually, exceeding the total amount received in developmental assistance.
• Unless action is taken, road traffic injuries are predicted to become the fifth leading cause of death by 2030.
Safety According To The Insurance Institute For Highway Safety (IIHS)
The Insurance Institute for Highway Safety (IIHS) is the authority in vehicle safety in America.
• Frontal crashworthiness — Look for good ratings in frontal crash tests. Most newer models earn top marks for frontal crashworthiness in the federal government’s 35 mph test head-on into a rigid barrier and the IIHS 40 mph moderate overlap test into a deformable barrier. Many but not all late-model vehicles earn acceptable or good ratings from IIHS for protection in a small overlap front crash.
• Side crashworthiness — Choose a vehicle with good side ratings plus side airbags that protect your head. IIHS and NHTSA rate models based on tests that simulate front-into-side crashes. The tests represent different side-impact dangers. Drivers of vehicles with good ratings in the IIHS side-barrier test are 70 percent less likely to die in a driver-side crash compared with drivers in poorly rated vehicles. The majority of 2008 and newer models have side airbags as standard equipment.
• Roof strength — Look for a strong roof. IIHS rates roof strength to help consumers pick vehicles with roofs that will hold up in a rollover crash. Strong roofs reduce the risk of fatal or incapacitating injury in a rollover. Ratings began with 2008-09 models.

• Head restraints — Pick a model with a good seat/head restraint rating to reduce whiplash injuries in a rear-end collision. Vehicles with seat/head restraint combinations rated good by IIHS have 15 percent fewer insurance claims for neck injuries than vehicles with poor ratings. You can help increase protection by adjusting the head restraint to correctly fit your head.
• Electronic stability control — Buy a vehicle with ESC. It’s standard on 2012 and newer models and available on many earlier ones. An extension of antilock brake technology, ESC engages automatically to help drivers maintain control on curves and slippery roads. ESC lowers the risk of a fatal single-vehicle crash by about half and the risk of a fatal rollover by as much as 80 percent.
• Car Weight – The safest cars typically weigh between 3,500 lbs. and 4,500 lbs, the range in which a vehicle remains safe in collisions with larger vehicles such as full-size SUVs while limiting additional threats to drivers of smaller, lighter vehicles such as compact cars. Smaller, lighter vehicles generally offer less protection than larger, heavier ones. People in lighter vehicles also experience higher crash forces when struck by heavier vehicles.

Free Initial Consultation with Lawyer

It’s not a matter of if, it’s a matter of when. Legal problems come to everyone. Whether it’s your son who gets in a car wreck, your uncle who loses his job and needs to file for bankruptcy, your sister’s brother who’s getting divorced, or a grandparent that passes away without a will -all of us have legal issues and questions that arise. So when you have a law question, call Ascent Law for your free consultation (801) 676-5506. We want to help you!

Ascent Law LLC
8833 S. Redwood Road, Suite C
West Jordan, Utah
84088 United States
Telephone: (801) 676-5506

Ascent Law LLC

4.9 stars – based on 67 reviews

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Thursday, 30 July 2020

Utah Divorce Code 30-3-4

Utah Divorce Code 30-3-4: Pleadings, Decree, Use of Affidavit and Private Records.

(1) (a) The complaint shall be in writing and signed by the petitioner or petitioner’s attorney.

(b) A decree of divorce may not be granted upon default or otherwise except upon legal evidence taken in the cause. If the decree is to be entered upon the default of the respondent, evidence to support the decree may be submitted upon the affidavit of the petitioner with the approval of the court.

(c) If the petitioner and the respondent have a child or children, a decree of divorce may not be granted until both parties have attended the mandatory course described in Section 30-3-11.3, and have presented a certificate of course completion to the court. The court may waive this requirement, on its own motion or on the motion of one of the parties, if it determines course attendance and completion are not necessary, appropriate, feasible, or in the best interest of the parties.

(d) All hearings and trials for divorce shall be held before the court or the court commissioner as provided by Section 78A-5-107 and rules of the Judicial Council. The court or the commissioner in all divorce cases shall enter the decree upon the evidence or, in the case of a decree after default of the respondent, upon the petitioner’s affidavit.

(2) (a) A party to an action brought under this title or to an action under Title 78B, Chapter 12, Utah Child Support Act, Title 78B, Chapter 13, Utah Uniform Child Custody Jurisdiction and Enforcement Act, Title 78B, Chapter 14, Uniform Interstate Family Support Act, Title 78B, Chapter 15, Utah Uniform Parentage Act, or to an action to modify or enforce a judgment in the action may file a motion to have the file other than the final judgment, order, or decree classified as private.

(b) If the court finds that there are substantial interests favoring restricting access that clearly outweigh the interests favoring access, the court may classify the file, or any part thereof other than the final order, judgment, or decree, as private. An order classifying part of the file as private does not apply to subsequent filings.

(c) The record is private until the judge determines it is possible to release the record without prejudice to the interests that justified the closure. Any interested person may petition the court to permit access to a record classified as private under this section. The petition shall be served on the parties to the closure order.

What Is Considered a Public Record?

Government records, from court cases to property deeds, are usually public records – that is, filed with or kept by a government agency and available for inspection by members of the general public. For instance, if you’re interested in buying a vacant home on your street, you can obtain the owner’s name by searching the county’s land records at your local registrar or county clerk’s office sometimes online since these documents are public records. However, certain records or information may be blocked from public view because it meets a privacy or confidentiality exemption under state or federal law.

Accessing Public Record

Generally, a public record is a document filed with or kept by a city, county, state or federal government agency in the ordinary course of business that is viewable by the public. Although public records are often documents, they can also be such things as maps, recordings, films, photographs, tapes, software, letters and books. Court cases are a common example of a public record. In some cases, this information can be retrieved online.

Public and Private Document

Public Documents: Public Documents are those documents which are authenticated by a public officer and subsequently which is made available to the public at large for reference and use. Public documents also contain statements made by the public officer in their official capacity, which acts as admissible evidence of the fact in civil matters. These documents are also known as public records as these are issued or published for public knowledge.

Private documents: Private documents are those documents which are prepared between persons for their usual business transactions and communications. These documents are kept in the custody of the private persons only and are not made available to the public at large. Certified copies of the private documents are generally not considered as evidence unless there is proof of the original copy is provided.

Documents forming the acts or records of the acts:
• Of sovereign authority
• Of official bodies and tribunals
• Of public officers, legislative, judiciary and executive of any part of India or of the commonwealth, or of a foreign country.
• The public record kept in any State of Private document

Examples of Public Documents

These documents are considered to be public documents which are open to the public at large:
• Electoral Roll of all the districts
• Census Report of India
• Town Planning Reports by the Department of State Development
• Village Records of the villages
• Public records keeping the original private documents and not the copy
• Records of National Bank
• Birth and Death Register
• Charge Sheet
• Confessions recorded by a magistrate
• Sanction to prosecute
• Record of Information
• Notice

Private Documents

Private Documents are those documents which are made by an individual for his/her personal interest under his/her individual right. These documents are in the hands of the individual to whom the public document belongs to and is not made open to the general public for inspection. Certified copies of the private documents are not admissible in court unless the proof of original document is submitted. Example: Correspondence between persons; matter published in newspapers, books; deed of the contract; memorandum; sale deed.

Difference between Public and Private Documents

• Public Documents are made by a public servant in discharge of his/her public duties while Private Documents are made by an individual for his/her personal interest under his/her individual right.
• Public Document is available for inspection to the public in public office during the appointed time after payment of fixed fees while Private Document is in the hands of the individual to whom the document belongs to and is not available for inspection to the general public.
• Public Documents are proved by Secondary Evidence while Private Documents are proved by original i.e. Primary Evidence.

What Is a Final Divorce Decree?

A divorce decree is the final step in the court proceeding for your divorce. It contains important information about the court’s decision. A divorce decree is not the same thing as a divorce certificate, and the two documents have different purposes. The divorce certificate is issued by your state for record-keeping purposes, as opposed to the divorce decree, meaning a final, enforceable order by the court that you and your spouse must follow. It resolves all of the issues that were part of your divorce.

When Is a Divorce Decree Issued?

A divorce case can drag on for months (and even years in some cases!), so finally getting to the end of the process is a long-awaited step. After you have had your trial, or after you and your spouse have agreed on and submitted a settlement to the court, the court makes a final decision. If you have a trial, the judge weighs all of the evidence and testimony and makes decisions related to granting the divorce: custody, alimony, child support, and property division. All of these decisions are written out in the divorce decree. The decree is a binding legal court order that says what you and your spouse must do moving forward. If you settle your case, your settlement is submitted to the court in writing or it is spoken into the record at the courtroom. The judge then reviews what you have agreed on and decides if it is fair and in accordance with the law. If so, the court issues a decree that includes all the terms of your settlement. This becomes a binding court order.

When Is a Divorce Final?

Your divorce is final on the day the court signs the decree. You normally will receive it a few days later, since it is sent to your attorney, who will then send you a copy. You are legally divorced as of the date the decree is signed. This means you become a single person on that date because your marriage is legally over.

What Is a Divorce Certificate?

A divorce decree is the complete court order ending your marriage, with all the details about how property is divided, how you will share time with your children, and what, if any, child support is granted. It also states why the marriage is being dissolved. If there are any problems in the future with your ex not following the court order, you will refer to the decree, since it states what each is required to do. If there is noncompliance, you can go back to court to enforce the terms of the decree.
A divorce certificate is not a court document. It is a document issued by your state for record-keeping purposes. It includes the parties’ names and says when and where the divorce was granted. It does not include the myriad other personal details included in a divorce decree. This certificate is used in much the same way you would use a birth certificate or marriage certificate, in the event that you need to prove you are divorced from someone. If you seek to change your name—on your driver’s license, or with Social Security—after the divorce, you may be asked to show a portion of the divorce decree to confirm you have authorization for the name change. While the divorce certificate is generally accepted as proof that you’re divorced, the name change itself is ordered in the divorce decree; the name change may not appear on the certificate. If you need to provide proof that the divorce occurred, for any reason other than a name change, then showing the divorce certificate should be sufficient.

Private Records – Why Search for them?

We live in an era where we can find information about people we know from social media outlets, as well as different websites where individuals write details about themselves. However, there are people out there who easily falsify information about themselves, and tell people lies very easily. So, the best way to find credible information about others is to tap into reliable sources of information, such as people’s records.

What is found in People Records?

U.S. authorities gather accurate data about residents of the country that is kept in special files for decades. Official records in each state contain valuable information about people, and among these records, you can find the following details:
• Birth records
• Marriage record
• Divorce records
• Aliases
• Employment history
• Criminal records
• Arrest records
• Contact information
• Mugshots
• Social media data
All these records and details can help you discover if someone is lying to you, and if they may have bad intentions, such as committing fraud, harming you physically, harming you emotionally, or taking advantage of you in any way by telling you lies and gaining your trust.
Most divorce decrees cover the topics of alimony, division of debt, and the division of property along with the messier, litigious issues of custody, visitation, and child support, if applicable.

Alimony

Sometimes referred to as spousal support and/or spousal maintenance, alimony is the amount of money that one spouse is ordered to pay the other. Very basically, this amount depends on whoever made more money during the marriage and the roles you both played. But there are lots of other circumstances a judge may also consider, including your prior standard of living, plus your health, age, and many other mitigating factors.

Division of Property

This aspect only comes into play when you and your spouse are unable to agree on who gets what. In order to rule on the division of marital property, a judge will identify, categorize (marital versus non-marital), and assign value to your combined assets. How your property is divided and split among you and your ex depends on state laws: Most states exercise equitable distribution, which dictates that any money and property you’ve both acquired belongs to whichever spouse earned and/or bought it. Community property states view that all income and assets earned during the marriage equally belong to both parties.

Division of Debt

The division of debt happens similarly to how property is divided. Before you’ve officially split, you and your ex have the option to pay everything off before filing for divorce or to decide whoever is responsible during the divorce negotiations (this usually happens whenever debt is too great to be paid off before the divorce). To divide debt, the court must determine which spouse incurred it and who benefited most. Your final divorce decree might also contain other contingencies specific to your personal circumstances, such as a name-change authorization or the assignation of the party that’s ordered to pay taxes and/or attorney’s fees, for example.

Before You Sign

Above all, your final divorce decree needs to be accurate (grammatically and otherwise) and contain certain language and contingencies that protect your legal interests. Your decree also needs to hold up if, for whatever reason, you need to modify or appeal the document at a later date. And if for whatever reason, your ex doesn’t comply with what was set forth in the decree, you can take them back to court to enforce the terms.

Modifications

Once you’ve signed it, modifying a final divorce decree can be extremely difficult, regardless of the reason. The only way to change it may be via an appeal, which can be a long, drawn-out process that requires stringent proof that your circumstances meet certain criteria, which are dependent on the state in which you live. If, however, you feel that you signed the decree under duress or felt threatened if you didn’t sign, your attorney may be able to petition the court for a new hearing.

A final decree of divorce is archived in the vital records office of your courthouse, in the county in which you obtained your divorce. You’ll want to keep this document for your records and you should also reread it after it’s signed and entered into court records. In most situations, the court clerk or your attorney will mail you a copy of your final decree. If this doesn’t happen, or you need an extra copy, request the document (either in-person or in writing) directly from your county clerk’s office.

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What Is A Confidential Private Placement Memorandum?

A Confidential Private Placement Memorandum is a document used in mergers and acquisitions to convey important information about a business that’s for sale including its operations, financial statements, management team, and other data to a prospective buyer.

Who prepares the Offering Memorandum?

When any company goes through a sale process, it hires an investment banker. The first step of the banker is to understand the company and gather as much information as possible from top management to come up with a profile the company. The banker prepares the CIM and uses it as a marketing document, which is intended to make the company look attractive as the objective is “not just to sell, but to sell for maximum value.” The reason an investment banker tries to sell a company at the maximum value is because they represent the best interest of their client (the seller), and that their commission is based on the sale price.
Contents of a Confidential Private Placement Memorandum
An example table of contents for an offering memorandum:
• Executive Summary
• Investment Thesis
• Overview of the Market
• Overview of the Target Company
• Products and Services
• Revenue Profile
• Employee Profile
• Customer Profile
• Financials – Historical and Projections
• Management Structure
Below a detailed analysis of each section.

Executive Summary

This is a 1-2 page summary of the entire memorandum. It contains at least the following:
• Key Business Products and Service Offerings of the Company
• Financial Overview – Revenue, EBITDA Margins, Cash Flow, profitability
• The Nature of the Transaction
• Investment Rationale

Investment Thesis

This section of the CIM contains the investment rationale in detail, i.e. why would the “target company” be a great fit for the acquirer. Typically, it may include the following (as hypothetical examples):
• The company acts as a platform for market entry and growth
• The kind of partnerships it has with leading players, providing best-in-class services and the opportunity to build on them for the acquirer
• Upside opportunity from process optimization, cross-selling, cost optimization, automation, etc.
• Blue chip clients and longstanding relationship with them
• Strong Order Book
• Experience of the management and strong capabilities in business expansion
• Strong position locally with an international foothold
• Potential for synergies

Overview of the Market

It is imperative for the acquirer to know the market size and current market trends. It is the duty of the banker to give an overview of the market and make the company’s case stronger. The investment banker prepares the market overview from credible data sources, such as World Bank, Gartner, IDC, Forrester, Bloomberg, Reuters, etc. Credible sources provide reliability to the data points and help the acquirer to better understand the market and formulate the right strategy.
The overview of the market contains elements like:
• Market size
• Top players in various business segments
• The trend of various product lines
• Growth trends in the market and the driving factors behind them
• Mapping of the competitors with the “target’s ranking”
Overview of the Company
It contains basic details of the company such as:
• Year of establishment
• Company description
• Business segments and its capabilities
• Revenue, EBITDA and net income
• Employee details
• Customers, clients and users
• Place of headquarters with different office locations
• Recent news about the company

Products and Services

This section contains a detailed analysis of the products and services offered by the company in its day to day business operations.For the product categories, the company will include a list of the products it offers under various segments, the differentiating factors of the products, the target segment of each product, etc.
From a service perspective, it shows the company’s various service offerings, the capability of the company, the end-to-end process of the services it offers, revenue models such as Fixed Price projects or those based on Time and Material, etc.

Revenue Profile

It shows the revenue profile of the company from different aspects, which is very important for the acquirer. It shows the revenue mix according to Geo, Product, Business Segments, etc. By showing the information in this manner, buyers can see where the major revenue comes from and if it is aligned with their business strategy.

Employee Profile

Segregation of the employees is shown so that buyer has a fair idea of existing personnel mix and can plan changes that will help them achieve cost optimization, or whatever strategy they plan to execute.An employee profile can be shown in several ways, including by Function, Qualifications, Geography, Pyramid, etc.It’s important to have full profiles on all the key employees.

Customer Profile

For any acquirer, it would be important to know what kind of customers the company would be serving in future. Some of the popular questions the acquiring company would be interested in includes: Will the customers be large enterprise customers or too many small customers, years of relationship with the customers, revenue contribution from Top 5 or 10 customers, etc.

Financials – Historical & Projections

This is perhaps the most important section from a valuation perspective, as it gives a detailed analysis of the profit and loss account. It contains actual financial information from previous years, as well as financial projections by the management of the target company. The assumptions of such projections are also written so that the buyer understands the rationale for such projections.Since the target company is preparing the projections, it will try to show the company in a very positive position and make it attractive in order to achieve a higher valuation.

Management Structure

A brief profile about key personnel of the company, highlighting their role(s) in the company, years of experience, previous work experience, etc.This section is extremely important, and also one of the most matter-of-fact sections. It typically includes each person’s photograph, name, title, and a multi-paragraph description of what they do, their background and their claim to fame.An organizational chart may also be useful in this section to illustrate the hierarchy and reporting structure.

What a Confidential Private Placement Memorandum is Not

As discussed above, a typical Confidential Private Placement Memorandum will include all of the above information.
But what is also important is to know what it is not about. Confidential Private Placement Memorandum is NOT:
• It’s NOT a Pitch Book. A Pitch Book contains the credentials of the banker (rather than Target) and is used by bankers as marketing material to solicit business.
• It is NOT a legally binding contract between the buyer and seller.
• It doesn’t contain any specific information on the exact valuation. The investment bankers don’t set the sale price at the CIM stage. Instead, they look for potential buyers to place bids and try to achieve the maximum valuation for the company.

Private Placement

The private placement definition is the process of raising capital directly from institutional investors. A company that does not have access to or does not wish to make use of public capital markets can issue stocks, bonds, or other financial instruments directly to institutional investors. Private placement occurs when a company makes an offering of securities to an individual or a small group of investors. Since such an offering does not qualify as a public sale of securities, it does not need to be registered with the Securities and Exchange Commission (SEC) and is exempt from the usual reporting requirements. Private placements are generally considered a cost-effective way for small businesses to raise capital without going public through an initial public offering (IPO). Institutional investors include the following:
• Mutual funds,
• Pension funds
• Insurance companies
• Large banks
You do not have to register private placement issuances with the Securities and Exchange Commission (SEC). In addition, you do not have to provide a detailed prospectus. The issuing company and the purchasing investors negotiates the terms and conditions are negotiated. You cannot trade private placement securities on public markets, but they can be traded privately among institutional investors after they have been issued by the issuing company. A private placement is in contrast to a public offering, which is issued in public capital markets, requires a detailed prospectus, must be registered with the SEC, and can be traded by the investing public in the secondary markets.

Restrictions Affecting Private Placement

The SEC formerly placed many restrictions on private placement transactions. For example, such offerings could only be made to a limited number of investors, and the company was required to establish strict criteria for each investor to meet. Furthermore, the SEC required private placement of securities to be made only to “sophisticated” investors—those capable of evaluating the merits and understanding the risks associated with the investment. Finally, stock sold through private offerings could not be advertised to the public and could only be resold under certain circumstances. In 1992, however, the SEC eliminated many of these restrictions in order to make it easier for small companies to raise capital through private placements of securities. The rules now allow companies to promote their private placement offerings more broadly and to sell the stock to a greater number of buyers. It is also easier for investors to resell such securities. Although the SEC restrictions on private placements were relaxed, it is nonetheless important for small business owners to understand the various federal and state laws affecting such transactions and to take the appropriate procedural steps. It may be helpful to assemble a team of qualified legal and accounting professionals before attempting to undertake a private placement.

Many of the rules affecting private placements are covered under Section 4(2) of the federal securities law. This section provides an exemption for companies wishing to sell up to $5 million in securities to a small number of accredited investors. Companies conducting an offering under Section 4(2) cannot solicit investors publicly, and the majority of investors are expected to be either insiders (company management) or sophisticated outsiders with a preexisting relationship with the company (professionals, suppliers, customers, etc.). At a minimum, the companies are expected to provide potential investors with recent financial statements, a list of risk factors associated with the investment, and an invitation to inspect their facilities. In most respects, the preparation and disclosure requirements for offerings under Section 4(2) are similar to Regulation D filings. Regulation D—which was adopted in 1982 and has been revised several times since—consists of a set of rules numbered 501 through 508. Rules 504, 505, and 506 describe three different types of exempt offerings and set forth guidelines covering the amount of stock that can be sold and the number and type of investors that are allowed under each one.

Rule 504 covers the Small Corporate Offering Registration, or SCOR. SCOR gives an exemption to private companies that raise no more than $1 million in any 12-month period through the sale of stock. There are no restrictions on the number or types of investors, and the stock may be freely traded. The SCOR process is easy enough for a small business owner to complete with the assistance of a knowledgeable accountant and attorney. It is available in all states except Delaware, Florida, Hawaii, and Nebraska.
Rule 505 enables a small business to sell up to $5 million in stock during a 12-month period to an unlimited number of investors, provided that no more than 35 of them are non-accredited. To be accredited, an investor must have sufficient assets or income to make such an investment. According to the SEC rules, individual investors must have either $1 million in assets (other than their home and car) or $200,000 in net annual personal income, while institutions must hold $5 million in assets. Finally, Rule 506 allows a company to sell unlimited securities to an unlimited number of investors, provided that no more than 35 of them are non-accredited. Under Rule 506, investors must be sophisticated. In both of these options, the securities cannot be freely traded.

Private Placement Memorandums

A Private Placement Memorandum (PPM) provides critical details about the offering. This differs from a business plan, which does not provide information about the technical structure of an offering. A PPM is used to raise capital from a number of investors instead of trying to find one with the entire amount of required capital.
The PPM outlines information such as:
• Purchase price per note
• Number of shares or notes being sold
• Maturity date
• Rate of return
• Risk factors
Additional Private Placement Documents
• Subscription Agreement sets forth the terms and conditions of the investment. This is the document that the investor executes, and to which he or she attaches a check.
• Promissory Note Agreement (for debt only) is the actual loan agreement between the investor and the company.
• Form D SEC Filing is the notification filing that is sent to the SEC in Washington, DC. It notifies the SEC that the issuer is using the Regulation D program and provides basic information on the company and the offering. It is not an approval document. It is merely a filing that notifies the SEC that the offeror has a Reg D offering in place.

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Wednesday, 29 July 2020

Utah Real Estate Code 57-1-3

Utah Code 57-1-3: Grant of fee simple presumed.
A fee simple title is presumed to be intended to pass by a conveyance of real estate, unless it appears from the conveyance that a lesser estate was intended.

A fee simple defeasible is a conveyance of property that has conditions placed on it. The holder of a fee simple defeasible possesses the property as a fee simple subject to that condition. If the condition is violated or not met, then the property will either go back to the original grantor or a specified third party.

Types of Fee Simple Defeasible Estates

There are three types of fee simple defeasible. The first two confer future property interests in the person granting the property. The other type has the future interest going to a specified third party.

• Fee Simple Determinable: A fee simple determinable automatically ends the interest in the property when a condition is violated or not met. The person granting the property interest retains a “possibility of reverter,” meaning that if the condition is violated, the property will automatically shift back to the grantor without having to take any further action. In order to create a fee simple determinable, the words of conveyance must be durational (e.g., as long as, so long as, during, while, or until). An example of a fee simple determinable would be: A to B so long as the property is used as a school. B would have a fee simple interest in the property so long as the property is used as a school. If, however, the property is no longer used as a school, then the property will automatically go back to A.

• Fee Simple Subject To Condition Subsequent: A fee simple subject to a condition subsequent is very similar to the fee simple determinable except that the violation of the condition would give the original owner the option to take back the property. Thus, the property does not automatically shift to the original owner. Instead, upon violation of the condition, the original owner has the option to reassert a right to the property. This option is called a “right of reentry.” In order to convey a fee simple subject to condition subsequent, the words of conveyance must state that the original owner can retake the property if the condition is violated. An example of a fee simple subject to condition subsequent would be: A to B, but if the property is used for commercial purposes, then A has a right of reentry. Again, B has a fee simple interest in the property so long as the property is not used for commercial purposes. If, however, the property is used for commercial purposes, then A can retake the property.

• Fee Simple Subject To Executory Limitation: A fee simple subject to executory limitation is basically the same as a fee simple defeasible, except that it confers a future property interest in a third party, and not the original owner. In order to create a fee simple subject to executory limitation, the original owner would use either durational or conditional words that establish a condition and a third party to whom the property would go to if the condition is not met or is violated. Like a fee simple determinable, the property shifts automatically and does not require the third party to take any action. The third party interest is called a “remainder.” An example of a fee simple subject to executory limitation would be: A to B only if the property is used as a place of residence; if not used as a place of residence, then to C. Thus, B has a fee simple interest in the property. If, however, the property is used as something other than a place of residence, then the property will automatically shift to C. It is important to note that A, the grantor, no longer has an interest in the property

Understanding Fee Simple vs Leasehold Ownership

• Fee simple ownership: Fee simple ownership is probably the form of ownership most residential real estate buyers are familiar with. Depending on where you are from, you may not know of any other way to own real estate. Fee simple is sometimes called fee simple absolute because it is the most complete form of ownership. A fee simple buyer is given title (ownership) of the property, which includes the land and any improvements to the land in perpetuity. Aside from a few exceptions, no one can legally take that real estate from an owner with fee simple title. The fee simple owner has the right to possess, use the land and dispose of the land as he wishes — sell it, give it away, trade it for other things, lease it to others, or passes it to others upon death.

• Leasehold ownership: A leasehold interest is created when a fee simple land-owner (Lessor) enters into an agreement or contract called a ground lease with a person or entity (Lessee). A Lessee gives compensation to the Lessor for the rights of use and enjoyment of the land much as one buys fee simple rights; however, the leasehold interest differs from the fee simple interest in several important respects. First, the buyer of leasehold real estate does not own the land; they only have a right to use the land for a pre-determined amount of time. Second, if leasehold real estate is transferred to a new owner, use of the land is limited to the remaining years covered by the original lease. At the end of the pre-determined period, the land reverts back to the Lessor, and is called reversion. Depending on the provisions of any surrender clause in the lease, the buildings and other improvements on the land may also revert to the lessor. Finally, the use, maintenance, and alteration of the leased premises are subject to any restrictions contained in the lease.

Important leasehold terms to know:
• Lease Term – The length of the lease period (usually 55 years or more)
• Lease Rent – The amount of rent paid to the Lessor for use of the land
• Fixed Period – The period in which the lease rent amount is fixed
• Renegotiation Date – Date after the fixed period that the lease rent is renegotiated
• Expiration Date – The date that the lease ends
• Reversion – The act of giving back the property to the Lessor
• Surrender – Terms of the reversion
• Leased Fee Interest – An amount a Lessor will accept to convey fee simple ownership

Fee simple is absolute title to land, free of any conditions, limitations, restrictions, or other claims against the title, which one can sell or pass to another by will or inheritance. A fee simple title has a virtually indefinite duration. It is also called fee simple absolute. Today, the law presumes an intention to grant an estate in fee simple unless an indication to impose conditions or limitations is clearly stated. It is most common way real estate is owned in common law countries, and is the most complete ownership interest one can have in real property. Other estates in land include the fee simple conditional, the fee simple defeasible, the fee simple determinable, the fee simple subject to a condition subsequent, the fee simple subject to an executory limitation, and the life estate.

Fee Simple Ownership

When a property deed states that the owner has fee simple ownership, he owns the property above the surface of the land and the mineral properties below the surface of the land. The mineral properties may include oil, gas, mineral rocks or coal. Many deeds do not include fee simple ownership, and thus, there may be several ownership interests connected to the mineral estate of a tract of land. Having fee simple ownership indicates the property owner owns both what’s above and under the surface of the land.

Property Deed Description

A property deed includes language that names the grantor and grantee as well as wordings that describe the grantor or seller’s intent to transfer his ownership interest in a property to the grantee or buyer. The deed also includes a description of the property, such as the address and other identifying information, the property lot and the subdivision.

Transferring the Title

With a warranty deed, the grantor warrants that the property is free and clear of liens and encumbrances and that he has the ownership rights to transfer title to the grantee. The grantee does not make any guarantees with a quit claim deed; the grantee simply receives any ownership interest the grantor has in the property. Typically, if the seller has fee simple ownership in the land, he owns the entire estate to the land. If the grantor transfers his entire ownership interest in the land, the buyer becomes the new fee simple owner. The deed may include words, such as fee simple ownership or fee simple absolute, which indicates that the grantor has absolute ownership interest in the land.

Absolute Ownership Interest

Fee simple ownership is the highest type of property ownership, whereas with a life estate ownership interest, for example, the owner only has lifetime ownership rights to the land. Fee simple owners may use and dispose of the entire land as permitted by law, and they are granted absolute ownership to the land. The property passes to the fee simple owner’s heirs upon death unless the owner has transferred title to the property during his lifetime or by way of a will.

Performing a Title Search

With many land purchase agreements, sellers are not required to disclose who owns the mineral properties connected to the property. Many property owners do not know who actually owns the mineral estate, anyway – the subsurface rights may have been stripped from the deed many generations in the past, or may never have been included with the surface deed. The Recorder’s Office in the county where the property is located is generally the best place to perform a search and discover the chain of title to a particular tract of land. Many counties maintain a record of deeds that trace back to the 1800s.

A concurrent estate describes the various ways in which property can be owned by more than one person at a given time. Three types of concurrent estates are:

• Tenancy in common: Tenancy in common is the most common type of ownership. Ownership is assumed to be a tenancy in common unless stated otherwise. A tenancy in common is a form of ownership of title to real estate by two or more persons. Although they have a unity of possession, they each have separate and distinct titles. In the event that one of the tenants in common dies, his or her title passes not to the other tenant in common, but to his or her estate or heirs.

• Joint tenancy: is a form of ownership in which the tenants own a property equally. If one dies, the other automatically inherits the entire property. This is known as the right of survivorship. Thus somebody cannot will a joint tenancy, and probate is not necessary under a joint tenancy. A person could not take a property as a joint tenant with a corporation, because a corporation cannot die. It would be taken as a tenant in common. If a joint tenant dies owing debts, the surviving joint tenants are free of the unsecured debts. Joint tenants cannot be created by law; therefore the parties who wish to be joint tenants must make it clear in the conveyance document. A joint tenant has the right to sell, mortgage, or transfer their interest without the consent of the other joint tenants. To create joint tenancy there has to be unity of time, title, interest, and possession. That is the most important thing to remember. You may want to say it again: time, title, interest, and possession. You can also remember the acronym TTIP. It is not much of a word, but it worked for me, so hopefully it will work for you too! Joint tenancy would be terminated if any one of those four unities is destroyed. Therefore a person who buys interest of a joint tenant would be a tenant in common with the other joint owners

• Community property: is property acquired by the spouses during marriage. Community property laws vary from state to state. Community property is owned by both regardless of whose name is on the title.

• Separate property is sole ownership, and is property acquired before marriage or property received by gift or inheritance. Separate property can be transferred without the non-owning spouse’s consent or signature.

• A partition is a court action to divide ownership interest if the owners cannot reach an agreement. Partitions can be used by tenants in common or joint tenants to dissolve ownership interest.