attorney at law
Practice Areas
Vanderman Law has a wide variety of different services that can suit all of your needs ranging from Agriculture to Bankruptcy
Agricultural/ Farm
with the increasing regulation by modern society of the farm community associated with environmental issues, zoning issues, right to farm issues, land preservation issues, open space issues, clean and green issues, coupled with more routine items, such as neighbor trespassing/encroachment, farmer liability, grants of easement or access, land development, erosion control, the practice of farming has become more complex; it is expected to become even more so with the passage of time. I made an effort beyond the ordinary (I am an operator in the farming community as a cow/calf commercial producer) to become familiar and comfortable with the numerous regulatory, developmental and operating issues associated with the farm. (Our home farm is 80 acres and we lease an additional 90). I have been engaged by a number of farmers to assist them with compensation claims for land takings, to set up agricultural protection areas or to enforce farm based rights.
Oil and Gas Leases
at the inception of my legal practice in 1977 it was at the end of the last oil and gas boom in southwestern Pennsylvania. I had significant exposure to leasehold issues even though production and development was slowly fading away and many wells went to “shut in” or “shut down” status, (a significant legal difference). With the inception of the latest oil and gas “boom” in southwestern Pennsylvania, first with the inception of “shallow wells”, and now with the deep well explorations associated with the Marcellus shale formation, the impact on property owners has significant and long term effects as to the uses of the farm as compared to the uses required or demanded by oil and gas companies under lease proposals. Technology in oil and gas has brought shallow well systems as close together as 1,000 feet with the resulting burdens of pipelines, road systems, brine tanks, meters, valves and other surface-based obstructions. The basic lease issues associated with proposals from many different companies vary significantly. In addition, the financial offers by oil and gas companies vary significantly by location, development and timing. I have advised upon or been requested to negotiate leases for a significant number of property owners. (See reference article authored for the PA Cattlemen’s Association)
Bankruptcy
I have been an active practitioner in the bankruptcy field since the 1978 Bankruptcy Reform Act passage. I have handled Chapter 11 business reorganization cases some of which were highly successful, others failed (statistics on a successful reorganization in Chapter 11 vary; however the general rule of thumb is only 1 out of 10 are successful). However, Chapter 11 can also be used to create an orderly “sell-off” and maximize the remaining business value.
Chapter 13 individual/regular wage owner/small business reorganizations have become common primarily because of the mandatory review analysis under the Bankruptcy Abuse Prevention Act of 2005. Since the inception of my bankruptcy practice I have always reviewed expenses against income and have recommended many “payback plans”, using Chapter 13. This analysis is now a requirement for all personal bankruptcy filings. I have extensive experience in personal and business Chapter 7 bankruptcy filings; by the use of pre bankruptcy planning and calculation of available exemptions, comparing Federal exemptions to State exemptions, I have had a consistent and successful track record to assist client’s fresh start after bankruptcy. Sometimes, because of the effort spent in backgrounding individual cases, it also has occurred, through the use of restructuring techniques outside of bankruptcy, combined with creditor negotiations and budgeting, that some clients have been able to avoid bankruptcy altogether. My office has been consistent in providing assistance to “start over.” I have had the frequent delight of having a past bankruptcy or restructured client return for estate planning, to buy a home, or start a business. The purpose of the American bankruptcy system is to extend an opportunity for financial recovery and allow you to move forward with a better life.
Because of my agricultural background I have also been involved with farmer consultations and reorganization of farms, accordingly I have knowledge of Chapter 12 bankruptcy. However I have never had the situation yet occur where Chapter 12 has been of advantage to a farmer, as compared to other available chapters. Possibly that will change in the future but that has been my experience to date.
Civil Disputes/ Construction
I do not solicit personal injury lawsuits, workmen’s compensation, social security, divorce, domestic affairs, or other such legal matters. However, as to Civil Litigation involving disputes associated with business, I do provide legal services. These litigations are associated with business disputes, money disputes, or contract enforcement p. ex. non complete/ non disclosure contracts. Business disputes are usually subject to the Uniform Commercial Code. I have handled cases associated with defective goods, warranty claims, substitution of goods, late delivery, failure to comply with contract terms or specifications and, sometimes, outright breach. We have litigated these claims through Trial, including processing collection on successful verdicts on behalf of our clients. We provide those services both in prosecution (as a plaintiff) or in defense. We have successfully sued insurance companies for failure to pay claims or for providing inappropriate insurance coverages; we have defended clients when insurance companies have declined to provide legal defense based on technicalities of policy interpretations.
I have been involved in a number of construction cases and disputes and bring an extensive personal background related to construction issues. I am “hands on” with actual construction experience which includes the complete renovation of a Federal style home originally built circa 1857, the restoration of a 1920’s Victorian, plus new construction and sub-division, residential and commercial. We have collected money for contractors, subcontractors and material suppliers in Pennsylvania, Maryland, Virginia, West Virginia, New York, and Ohio under bond and/ or mechanic lien closings and enforcements.
Immigration
I have done estate planning for those of limited means but also for multi-millionaires and all those in between. I do believe my knowledge is recommended to those persons who have net worth of $4 million or less; more complex estates of higher net worth typically requires the involvement of more skilled legal experts in order to further enhance inheritance or estate tax savings. (I am familiar with Life Insurance Trusts, Generation Skipping Trusts, Charitable Remainder Trusts and so on but for these services I recommend specialized practitioners).
I review with you and recommend cost efficient planning methods such as wills, wills with incorporated trusts (testamentary trusts), trusts outside of probate, either revocable or irrevocable (Intervivos or “Living” trusts), gifting, and wealth transfer by gift combined with sale. I have developed my own estate planning techniques and transfer documents (which have been adopted by many other local attorneys). We concentrate especially on educational trusts for children or grandchildren and provide trusts to aid and assist those who may have disadvantages associated with mental or physical issues or due to special needs, need long term care or attention. I am able to make recommendations associated with asset planning and investment strategies and, for some clients under special arrangements, undertake and oversee investments and provide accounting services (Disclaimer: I do not recommend speculative investments and therefore limit by recommendations to what are considered conservative based investments). It is my philosophy that at the same time a post death estate plan is discussed we should also talk about Powers of Attorney, be they General, Special, Limited, Springing and/or for Health Care. Consideration should be given to declaration of a Right to Die, (“Living Will”) as part of a complete plan.
I am regularly retained and employed to undertake the administration of Estates. I assist in organizing assets, arranging for sale of assets, privately or by auction. I secure professional appraisals. I arrange transfer of assets such as stocks, bonds, real estate or other items for “in kind” management or distribution to benefit the estate or the heirs. I look to minimize the expenses of Estate administration by using family settlement agreements, receipts and releases, disclaimers, assignments and pledges where applicable.
Business Law
I represent a number of small and medium businesses (up to an employee base of 600 employees). I have assisted in the start-up of numerous business ventures by incorporation, limited liability companies, limited partnerships, professional partnerships, professional limited liability companies, general partnerships, joint ventures and not-for-profit companies, including securing tax exempt status for charitable, religious, scholarship, educational or scientific ventures. We provide many of our business clients an annual review service which includes the preparation of the Corporate Minutes so the company maintains legal compliance; it is also the opportunity to review corporate actions and undertakings and provide advice on legal issues that might have arisen since the last annual meeting. We also provide model Minutes to assist business clients in maintaining corporate compliance independent of the annual review.
As to additional specifics in Business law, I have been involved with mergers, acquisitions, purchases of existing businesses, sales of existing businesses, and during the pre-sale (or pre-purchase) process, I have assisted with valuing business assets and setting “goodwill” (going concern) value; sometimes my services include the marketing of the business on behalf of ownership.
As associated with farming, I have undertaken family partnerships, family corporations, provided succession planning and business models for “passing down” the family farm. I have also provided business consultation and advices for farmers associated with financing and/or enlarging their business.
Asset Planning
Asset planning ties in directly to my combined experiences in bankruptcy, business and estate work. I am familiar with most investment protocols. (Disclaimer: I am not a financial planner, stock broker, insurance salesman or any of the like.) I believe my advice is a general good starting point and/or sounding board to compare information you have collected from other sources. My bias in investing is strongly towards a conservative approach, using low free , no load mutual funds, secured debt, high quality bonds and C.D.s. Asset planning is critical as associated with selling a business, gifting to heirs, preparing for the possibility of bankruptcy, reducing or limiting business losses, planning for business expansion, or reducing risks in investment or business exposure. I am also involved in negotiating and securing lending for business opportunities as well as assisting in asset planning for multiple generations, particularly associated with business and family farm transitions to younger generations. Leasing can also be an important consideration.
Real Estate
I have been a licensed title insurance agent (for the purpose of providing title insurance and securing good title for real property and mortgages) since 1985. I have personally examined over 5,000 real estate and/or oil/gas/coal titles. I have been active in Allegheny, Beaver, Butler, Fayette, Greene, Somerset, Washington, and Westmoreland counties for such purposes. I attend regular continuing education associated with real estate issues and title practice. I have been involved with subdivisions, zoning changes, eminent domain matters, mortgage financing, real estate closings, private real estate sales and leasing and other issues associated with minerals, coal, oil and gas.
I served on the board of a 300 unit Condominium association by popular election for two successive years. I have directly participated in budgeting and negotiation of service contracts as well as prepared the rules, regulations and amendments of the same for condominium associations. My background in construction lends itself to “hands on” knowledge of antique or new residential and commercial renovations or construction.
Prenuptial Agreements
With the advent of the two-person household, the “Prenuptial”/Pre-Cohabitation/”Co-Partner” Agreement has moved to the forefront of relationship planning. Some persons partner in later years typically with accumulated assets, others cohabitate but need a legal and financial relationship outline; for another, it is a second marriage with an interest in providing assets for children from a prior marriage. These Agreements must be carefully worded and detailed as they are always subject to attack upon later separation, divorce or death; therefore, the mechanics of the Agreement are intricate and detailed and require close attention. Also associated with these types of agreements is the need for delicacy in discussions and the balancing of the interests of finances, present and future, versus the interest of emotional stability between the partners to the Agreement.
Adoption
One of the great pleasures of any law practice is the privilege of assisting in adoption. I have provided for several years reduced rate services as a donation to the Washington County, PA adoption program for special needs children. Throughout my career I have been involved in private adoptions and some private placements. I have been involved with inter-state adoption matters. (I have not been involved with any foreign based adoptions). I consider it important and essential for the adopted child and family to have the opportunity to meet well ahead of the proceedings, explain the adoption process and prepare your child and your family for the Court appearance to reduce the stress associated with the legal process. (Photographs after the adoption hearing are strongly encouraged on that special day. )
Guardianship
Guardianships may be for the elderly, (or sometimes), the young. There is a balancing process, particularly with the elderly, as to whether or when a guardian proceeding should go forward; there is often the “twilight” between complete incapacity and the slow advancement of dementia. However, Guardianships can be necessitated by a sudden illness or accident. (A Power of Attorney can be written to “spring forward” with legal provisions that, if stated pre incapacity, have the desired benefit of delegation of authority without the expense of a guardianship.) A guardianship is a legal proceeding bought before a Court to create legal financial, personal, and/or medical supervision; the Court, based upon medical evidence and other testimony, will determine the extent of appropriate guardianship. The Court can limit guardianship powers, for example if the need is to have oversight over medical issues versus financial (or the reverse). A guardian may have additional duties, for example to report to other members of the extended family and/or to secure advice, consent or counsel from delegated professionals. Sometimes a split guardianship is appropriate to separate financial from the oversight of the day to day needs of the individual. (Guardian of the Estate/Guardian of the Person). By appointment of Court I have also served as a Guardian, therefore I am familiar with both the legal and practical side of Guardianships.
The guardianship proceeding is initiated with a petition presented to the Court in the County of residence of the alleged incapacited party. The ultimate determination of the guardian appointed is solely per the Court . A Power of Attorney prepared while competent can designate the preference of the principle and in the event of later guardianship proceedings indicate the preference of who should be appointed Guardian or, who should be the “split” Guardians.