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New York Business Formation Questions & Answers
2 Answers | Asked in Business Formation, Business Law and Securities Law for New York on
Q: can I have legal liability by sharing financial statements from another location with an investor
Daniel Michael Luisi
Daniel Michael Luisi
answered on Dec 25, 2022

Every action that a corporate officer undertakes can potentially lead to liability under State and Federal Securities laws, banking laws, contract laws, fiduciary rules, and more. Your question is extremely brief. My guess is that it's only an iceberg question: meaning there is a lot more... View More

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1 Answer | Asked in Employment Law, Copyright, Business Formation and Business Law for New York on
Q: If there is no written employment agreement, is the work for hire doctrine still valid? Is the employer still the author

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Daniel Michael Luisi
Daniel Michael Luisi
answered on Dec 18, 2022

If you were an independent contractor as opposed to an employee, the work for hire doctrine wouldn’t apply absent a signed writing to that effect executed by both parties to the contract. However, whether you would be considered an “employee” for the purposes of copyright law is not as simple... View More

1 Answer | Asked in Business Formation, Business Law and Copyright for New York on
Q: If I sell bootleg ebooks on platforms like Etsy and Amazon that I have no legal rights of doing so,will I be facing any

If I sell bootleg ebooks on platforms like Etsy and Amazon that I have no legal rights of doing so,will I be facing any criminal charges from the government?

State NY

Daniel Michael Luisi
Daniel Michael Luisi
answered on Nov 29, 2022

You will likely be subject to a copyright infringement and/or counterfeit account ban and because you seem to have no licensing documents from the rights owners. Because you are apparently doing this knowingly, you will likely be permanently banned from these platforms without much of a chance of a... View More

1 Answer | Asked in Business Formation and Immigration Law for New York on
Q: Can I start a business, register to E-Verify and work on a side startup while maintaining my full-time job on STEM OPT?

Hi, I'm a current Post Completion OPT employee and am in the process of applying for my STEM OPT extension. My OPT and STEM OPT extension are based on my full-time employment in the US.

My question is: Can I start a business of my own, register to E-Verify and work on a side start-up... View More

Giselle Ayala Mateus
Giselle Ayala Mateus
answered on Nov 18, 2022

E-Verify is for Established US Employers. You OPT only allows you work for a US employer. This could be interpreted as working without authorizarion. You should get legal counsel first.

2 Answers | Asked in Business Formation, Contracts and Business Law for New York on
Q: Made an investment of $10k (with a total of $40k-$50k with other investors). business dissolved and told I get nothing?

The business was never operational. Expenses we’re very minimal & no debt was accrued. I know some goes to taxes, but I get absolutely nothing back?

Daniel Michael Luisi
Daniel Michael Luisi
answered on Dec 11, 2022

This is a case where a creative retainer might be useful. Meaning, because the dollar amount is small, you can consult with an attorney who can help you draft the litigation documents, guide you through filing and service, and preparation before court appearances. This is a much better option than... View More

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2 Answers | Asked in Business Formation, Contracts and Business Law for New York on
Q: Made an investment of $10k (with a total of $40k-$50k with other investors). business dissolved and told I get nothing?

The business was never operational. Expenses we’re very minimal & no debt was accrued. I know some goes to taxes, but I get absolutely nothing back?

Michael David Siegel
Michael David Siegel
answered on Nov 17, 2022

Depends on what your deal was, and what an accounting would show. Very hard for $10,000 to make something happen here. You can sue, but it would cost a high percentage of the recovery unless others joined. For $10,000 you can do a small claims case in NYC, and see if anything shakes out.

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1 Answer | Asked in Contracts, Business Formation and Business Law for New York on
Q: i want to connect wholesalers to retailers in exchange for commission

I am trying to connect a wholesaler who sells products to a retailer who will resell that product online and I would receive Commission on the the profit that each of them make that each of them makev Do I need a special license for that and where would I find more information on the laws about... View More

Daniel Michael Luisi
Daniel Michael Luisi
answered on Nov 8, 2022

Unless you are selling highly regulated products such as chemicals or pharmaceuticals I don’t see that you would need any special license. What you need is a strong contract drafted by an experienced attorney to ensure your commission, along with a business strategy to prevent the wholesalers and... View More

2 Answers | Asked in Contracts, Business Formation and Business Law for New York on
Q: Can I partially own one LLC(A), as another LLC(B)? The other % of ownership of LLC (A) would be to an individual not LLC

Do i have any problems here? Or is this possible to partially own one company as another LLC ( B ) while still sharing ownership with a single individual of LLC (A)

Gary Lane
Gary Lane
answered on Apr 1, 2024

Yes. Done frequently. Should have no issues.

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1 Answer | Asked in Business Formation for New York on
Q: Am trying to make a product that includes the use of the BATMAN logo if I do make it and sell it, am I breaking rules?

So I want to start a business and sell a lot of things, but most want to create products using superhero logos from D.C comics and marvel. However am not sure if its okay for me to use it without having to ask permission or without me breaking rules of trademark.

Tim Akpinar
Tim Akpinar
answered on Mar 11, 2024

You may want to repost this under the "Trademark" heading. Your question is more about intellectual property than "Business Formation," the chosen category. Maybe consider adding the "Copyright" category as well, depending on what you plan to sell. Attorneys in those... View More

1 Answer | Asked in Banking, Business Formation and Business Law for New York on
Q: I have a joint account with my son and he fraudulently took 6 thousand from my acc without me knowing.

I got a lawyer and paid off the full amount. I also took my son off the account. I still wish to do business with that bank because I have multiple building and business in that bank. How would this affect my business and my bank relationship. What are my next steps and what will happen?

Jack Mevorach
Jack Mevorach
answered on Dec 2, 2023

I'm not understanding what amount had to be paid off and why. If everything is now straightened out, what would be the issue of continuing with the bank?

Jack

1 Answer | Asked in Copyright, Business Formation and Business Law for New York on
Q: What process would I have to go through to get permission to use Miller logo on some of my clothing brand designs?
Eugene Vamos
Eugene Vamos
answered on Jun 21, 2023

Most prudent way is to contact Miller's licensing department and obtain an license for the use of their logo.

1 Answer | Asked in Business Formation for New York on
Q: when opening a 2nd business, should you open a separate LLC or have it operate under original S corporation
Jack Mevorach
Jack Mevorach
answered on May 23, 2023

Generally, you're better off with a separate entity. Thereafter, keep things separate. Don't comingle.

Jack

1 Answer | Asked in Business Formation for New York on
Q: Hello, Here is what I need to do with business entities. Please tell me if it’s ok or how to do it.

I need to form a partnership so I can expedite obtaining a municipal license, then I need the partnership to merge with or be purchased by an s corporation of which there is one shareholder. The partnership will have no assets, it’s just to save me three months waiting to fulfill a strange... View More

Jack Mevorach
Jack Mevorach
answered on Mar 17, 2023

There are many types of partnerships. Have a free telephone consultation with counsel.

Jack

1 Answer | Asked in Business Formation, Business Law and Contracts for New York on
Q: I have to pay for other shareholders salary?

I own 25% of a business, a shop, in a 3 people partnership. If i were to no longer go in and offer manual labor but still keep the 25% I understand contributing 25% of the business expenses. But they say I have to also pay them them a salary based on how much percentage of the company they own. Is... View More

Samuil Buschkin
Samuil Buschkin
answered on Feb 14, 2023

Hello. It does not sound like a situation for you to remain in. As for your question, it is not entirely clear what you are asking. You may want to speak with a lawyer because there will undoubtedly be issues requiring clarification. That said, business ownership does not have to go hand in hand... View More

1 Answer | Asked in Business Formation and Business Law for New York on
Q: Majority shareholder sues minor shareholder and the company- can minor shareholder accept service on behalf of company?

Plaintiff owns 75% of Company A. Defendant owns 15% of Company A. (So a third party owns the remaining 10%.) Plaintiff sues both Defendant AND Company A. The lawsuit seeks to dissolve Company A.

Two questions:

Defendant can obviously accept service on behalf of themselves, but... View More

Michael David Siegel
Michael David Siegel
answered on Sep 9, 2022

A shareholder, just by being a shareholder, cannot accept service. Service must be on an officer or director, or the registered agent. A minority shareholder can fight the dissolution, or demand a buyout based on the value of the corporation as determined by a court. The procedure is in the... View More

2 Answers | Asked in Business Formation, Business Law, Internet Law, Copyright and Trademark for New York on
Q: I have a DBA in NYC (advertising, marketing agency), and want to sell one of our services from a website for just that

Am I protected from having my new site's logo/idea/branding infringed upon?

The new name will be listed as a project of mine/my DBA on both websites.

Samuil Buschkin
Samuil Buschkin
answered on Aug 1, 2022

A d/b/a (doing business as) is simply an alternative trade name for a business. Different states have registration requirements for DBA's. A trademark protection or copyright protection are an entirely different issue. There is a process underlying the registration of a trademark or a... View More

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1 Answer | Asked in Tax Law, Business Formation and Business Law for New York on
Q: Can I create a NY LLC with an out of state LLC as the single member?

I own a single member LLC in Wyoming but now live in New York. I’d like to create a newer NY LLC subsidiary with the out of state LLC as the parent company. Is this allowed?

Michael David Siegel
Michael David Siegel
answered on Jun 2, 2022

Yes.

1 Answer | Asked in Business Formation and Business Law for New York on
Q: Planning on starting a business delivering a variety of Tobacco products sold in stores so people don’t have to move.

Had a couple questions to avoid any legal issues!

Toshinori Isoai
Toshinori Isoai
answered on Dec 4, 2021

Your specific questions need to be provided. Tabaco products (business) may fall into several categories that can be highly regulated.

1 Answer | Asked in Business Formation and Business Law for New York on
Q: I sold back business in 2020 with a non compete for 5 years. I’m in a situation where I would like to start another one

Would starting a new business in the same field violate my non compete? And if so, what is the penalty?

Michael David Siegel
Michael David Siegel
answered on Aug 6, 2021

First, no one could answer this without seeing the terms of your agreement. Second, even if you had a solid defense, another issue is whether your old company would sue you in any event.

1 Answer | Asked in Contracts and Business Formation for New York on
Q: Can I open my llc (I am a psychotherapist) in New York with a P.O. Box address from UPS?

I am a licensed LCSW. I want to start a private practice. I am trying to form an LLC for my business. Can I use the postal address that UPS provided me (which is a street address) as my address for starting this LLC, or do I need a physical address? I will not be conducting in-person therapy,... View More

Michael David Siegel
Michael David Siegel
answered on Aug 3, 2021

What most people do is use the physical address of the UPS Store, and call your box number your "suite". Just work it out with the owner to put that mail in your box.

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