BOE Tax Clearances

Posted on August 24, 2016 by Richard Burt

When a business that sells or leases goods at retail owes sales taxes to the California Board of Equalization (BOE), the buyer of the business can be responsible for paying the BOE the amount owing if the seller does not … Continue reading →

Posted in Bulk Sale, Buy-Sell Agreement, Mergers & Acquisitions, Purchase and Sale of a Business | Tagged , , , , | Comments Off on BOE Tax Clearances

EDD Tax Clearance Certificates

Posted on August 24, 2016 by Richard Burt

When a business is an employer that owes contributions, interest, or penalties to the California Employment Development Department (EDD), the buyer of the business can be responsible for paying the EDD the amount owing if the seller does not pay … Continue reading →

Posted in Bulk Sale, Buy-Sell Agreement, Successor liability | Tagged , , , , | Comments Off on EDD Tax Clearance Certificates

New LLC Statement of Information Form

Posted on August 16, 2016 by Richard Burt

Every two years, a California limited liability company must file a statement of information with the California Secretary of State. The same is true for  a limited liability company formed in another state but registered to do business in California. In the past, … Continue reading →

Posted in Foreign LLC, Limited liability companies (LLC) | Tagged , | Comments Off on New LLC Statement of Information Form

Perils of Dissolution, or Hey, FTB, Where’s My Dough?

Posted on July 19, 2016 by Richard Burt

Sometimes a California limited liability company (LLC) or California corporation dissolves and files a final tax return which shows it has a refund coming, but the refund is $800 short. How could this happen? It’s because the Franchise Tax Board (FTB) … Continue reading →

Posted in Entity Law, S corporations, Suspended Entity | Tagged , | Comments Off on Perils of Dissolution, or Hey, FTB, Where’s My Dough?

LLC Annual Fee Clarified by Franchise Tax Board

Posted on July 15, 2016 by Richard Burt

A limited liability company (“LLC”) doing business in California (whether organized under California law or the law of another state) must pay an LLC annual fee on its “total income from all sources derived from or attributable to this state.” … Continue reading →

Posted in Foreign LLC, Limited liability companies (LLC) | Tagged , , , | Comments Off on LLC Annual Fee Clarified by Franchise Tax Board

Here’s One Way Not to Pay Taxes – Legally!

Posted on April 22, 2016 by Richard Burt

California charges a minimum franchise tax of $800 each year. This is a tax on the privilege of being a corporation. It doesn’t matter whether the corporation is profitable or even if it has any revenue. The state wants its … Continue reading →

Posted in Corporate Law, S corporations | Tagged , | Comments Off on Here’s One Way Not to Pay Taxes – Legally!

FTB Tax Clearance Certificates

Posted on April 1, 2016 by Richard Burt

When a business is required to deduct and withhold taxes and remit them to the Franchise Tax Board (FTB), a successor to the business can be responsible for paying the amount owing to the FTB  if the business does not pay … Continue reading →

Posted in Buy-Sell Agreement, Mergers & Acquisitions, Purchase and Sale of a Business, Successor liability | Tagged , , | Comments Off on FTB Tax Clearance Certificates

Officer Liable for Restitution of Corporation’s Gains in Violation of FTC Act

Posted on March 4, 2016 by Richard Burt

In Federal Trade Commission v. Commerce Planet, Inc. (9th Cir. March 3, 2016) 16 C.D.O.S. 2355, the Federal Trade Commission (FTC) sued Commerce Planet, Inc., and three of its top officers for violating § 5(a) of the FTC Act, which … Continue reading →

Posted in Alter Ego Liability, Directors and officers, Piercing the Corporate Veil | Tagged , | Comments Off on Officer Liable for Restitution of Corporation’s Gains in Violation of FTC Act

Don’t go to MyFTB.com. It’s not the official site.

Posted on January 19, 2016 by Richard Burt

To access your MyFTB account, go to the FTB’s website: www.ftb.ca.gov . Note that the word “my” is NOT part of the URL. MyFTB.com has been reported as a malware site.

Posted in Entity Law, Limited liability companies (LLC), S corporations | Tagged , | Comments Off on Don’t go to MyFTB.com. It’s not the official site.

Acquirer Can Enforce Arbitration Agreement with Acquired Company Employees

Posted on April 2, 2015 by Richard Burt

The following is the text of an e-bulletin that I authored and that was published by the Corporations Committee of the Business Law Section of the State Bar of California. Francisco Marenco was employed by 180 Connect, Inc. As a … Continue reading →

Posted in Mergers & Acquisitions | Comments Off on Acquirer Can Enforce Arbitration Agreement with Acquired Company Employees