Is the CA Certificate Status company a scam?

Lately, my clients have been receiving a solicitation from a company calling itself CA Certificate Status, which offers to obtain from the California Secretary of State a certificate of status for a company. The solicitation preaches the possible benefits of … Continue reading

Posted in Corporate Law, Limited Liability Comanies (LLC's), Limited liability companies (LLC), Qualifying to Do Business | Tagged , | Comments Off on Is the CA Certificate Status company a scam?

Impending Changes to the required Statement of Information

Beginning Monday, April 29, 2024, the California Secretary of State will no longer accept statements of information on paper. A corporation will be permitted to file only online through the BizFile portal. There are some enhancements to the online statement … Continue reading

Posted in Corporate Law, Directors and officers, Entity Law, Qualifying to Do Business | Tagged , | Comments Off on Impending Changes to the required Statement of Information

I have no connection with TrademarkFormation.com

I have been receiving calls from prospective customers of TrademarkFormation.com asking if I am associated with the company since the street address shown on TrademarkFormation.com website is the same as mine: 55 S. Market Street, Suite 1500, San Jose, California. … Continue reading

Posted in Uncategorized | Comments Off on I have no connection with TrademarkFormation.com

Stock without Certificates

Now that we are moving more and more into electronic records, can we dispense with stock certificates? Yes, we can, but for most closely held corporations, it may not be worthwhile to change to certificate-less stock. The failure to issue … Continue reading

Posted in Alter Ego Liability, Corporate Law, Entity Law, Minority Shareholders, Piercing the Corporate Veil, Professional Corporations, Purchase and Sale of a Business, S corporations | Tagged , , , | Comments Off on Stock without Certificates

Non-Compete Clauses for Employees Become Radioactive in California

California has for over 80 years prohibited covenants not to compete (also called non-compete clauses) except in a handful of cases. The basic prohibition is in Business & Professions Code § 16600, which provides: Except as provided in this chapter, … Continue reading

Posted in Business Disputes, Covenant not to compete | Tagged , , , , | Comments Off on Non-Compete Clauses for Employees Become Radioactive in California

When Are Out-of-State Entities Doing Business in California?

What if a corporation or a limited liability company (LLC) is formed in another state, like Delaware or Nevada, but does business in California? The out-of-state business entity (a “foreign” business entity) must register with the state, file tax returns, … Continue reading

Posted in Commercial Law, Corporate Law, Entity Law, Foreign LLC, Qualifying to Do Business | Tagged , , , , , , , , , , | Comments Off on When Are Out-of-State Entities Doing Business in California?

Out-of-State LLC Owning Property in California

Experienced San Jose, CA Foreign LLC Lawyer Ready To Assist You Many California residents are members of LLCs formed under the law of other states (often referred to as “foreign LLCs”). California, being hungry for tax revenue, often tries to … Continue reading

Posted in Entity Law, Limited liability companies (LLC) | Comments Off on Out-of-State LLC Owning Property in California

I Asked ChatGPT a Legal Question–Here’s What It Said

I posed the following question to ChatGPT: What is the difference between a corporation and an LLC? Here is the response generated by ChatGPT (with my comments in red): A corporation and a limited liability company (LLC) are two different … Continue reading

Posted in Alter Ego Liability, Attorney-Client Matters, Corporate Law, Entity Law, Limited liability companies (LLC), Piercing the Corporate Veil, S corporations | Tagged , , | Comments Off on I Asked ChatGPT a Legal Question–Here’s What It Said

Zero Filing Fee for Entity Formations (for now)!

Because of recent legislation, the California Secretary of State’s processing fees for initial entity filings, such as articles of organization for limited liability companies (LLCs), articles of incorporation for corporations, and out-of-state entity registrations to do business in California, have … Continue reading

Posted in Entity Law, Foreign LLC, Limited Liability Comanies (LLC's), Limited liability companies (LLC), Limited Partnerships | Tagged , | Comments Off on Zero Filing Fee for Entity Formations (for now)!

California Secretary of State to Enhance Online Filing Portal

The following information was taken from an e-Bulletin published by the Corporations Committee of the California Lawyers Assocation. It was prepared by William Ross, of counsel to Hirschfeld Kraemer LLP, and Darren L. Nunn, a partner at McCorriston Miller Mukai … Continue reading

Posted in Corporate Law, Entity Law, Foreign LLC, Limited Liability Comanies (LLC's), Limited liability companies (LLC), Limited Partnerships | Tagged , | Comments Off on California Secretary of State to Enhance Online Filing Portal