Filing Business Entity Forms with California Secretary of State

The California Secretary of State announced that, effective Tuesday, January 21, 2025, the following registration forms will be accessible and submitted only online through BIZFILE ONLINE. The PDF versions of these forms will no longer be available on the FORMS, … Continue reading

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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

What is a Professional Corporation?

According to the law in California (the Moscone-Knox Professional Corporation Act), a professional corporation is a corporation that is engaged in rendering professional services. In this context, “professional services” are any type of professional services that may be lawfully rendered … Continue reading

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Corporate Compliance Center Notice – Good Idea or Rip-Off?

Every year, I receive a slew of mailings on behalf of my corporate clients from the (self-proclaimed) Corporate Compliance Center, which contains an “Annual Minutes Compliance Notice.” Bearing a slight resemblance to the annual statement of information that must be … Continue reading

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Licensed Clinical Counselors Allowed to Form Professional Corporations

Under the Moscone-Knox Professional Corporation Act, lawyers, physicians, and others engaged in occupations specified by the act may organize their practices as professional corporations. By reason of Chapter 381 of the Statutes of 2011, the Moscone-Knox Professional Corporation Act has … Continue reading

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