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Richard Burt Professional Law Corporation
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Richard Burt Professional Law Corporation55 S Market St #1500
San Jose, CA 95113
Phone: (408) 286-7333 -
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Categories
- Alter Ego Liability
- Attorney-Client Matters
- Blue Sky Law
- Bulk Sale
- Business Disputes
- Buy-Sell Agreement
- Commercial Law
- Contract Drafting
- Corporate Law
- Covenant not to compete
- Directors and officers
- Entity Law
- Foreign LLC
- Indemnification
- Limited Liability Comanies (LLC's)
- Limited liability companies (LLC)
- Limited Liability Partnerships
- Limited Partnerships
- Mergers & Acquisitions
- Mergers and Acquisitions
- Minority Shareholders
- Non-competes
- Piercing the Corporate Veil
- Professional Corporations
- Purchase and Sale of a Business
- Qualifying to Do Business
- S corporations
- Securities Law
- Successor liability
- Suspended Entity
- Uncategorized
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 certificate-less stock, stock without certificates, uncertificated security, uncertificated stock
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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 AI, Artificial Intelligence, ChatGPT
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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
Posted in Corporate Law, Directors and officers, Professional Corporations, S corporations
Tagged accountancy corporation, architectural corporation, chiropractic corporation, dental corporation, law corporation, medical corporation, moscone-knox, osteopathic corporation, psychology corporation, veterinary corporation
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Administrative Dissolutions
As previously posted on this blog, California law was changed (AB 2503) to allow the state to dissolve entities administratively instead of allowing zombie entities to remain on the rolls permanently. A word to the wise: Abandoning the entity and … Continue reading
Posted in Alter Ego Liability, Corporate Law, Entity Law, Limited Liability Comanies (LLC's), Piercing the Corporate Veil, S corporations, Suspended Entity
Tagged dissolution
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Buy-Sell Agreements in the Articles of Incorporation
Under the Corporations Code, if there is a suit for involuntary dissolution, or if there is an election to dissolve voluntarily by shareholders representing only 50% of the voting power of the stock, the dissolution of the corporation and the … Continue reading
Posted in Business Disputes, Buy-Sell Agreement, Corporate Law, S corporations
Tagged articles of incorporation, avoiding dissolution, buy-out, buy-sell, dissolution
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Perils of Dissolution, or Hey, FTB, Where’s My Dough?
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 final tax return, tax refund
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Here’s One Way Not to Pay Taxes – Legally!
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 minimum franchise tax, short tax year
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Don’t go to MyFTB.com. It’s not the official site.
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 Franchise Tax Board, FTB
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Real Estate Withholding Credit for Pass-Through Entities
The California Franchise Tax Board (FTB) has recently published a reminder about credit for real-estate withholding. According to the FTB: Pass-through business entities that pass through their income, deductions, and credits to the owners must also pass through the real … Continue reading
Posted in Limited liability companies (LLC), Limited Partnerships, S corporations
Tagged limited liability company, limited partnership, LLC, pass-through entity, real estate withholding, s corporation
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