If you have stock certificates, you can do it by signing an Assignment Separate From Certificate, attached it to your stock certificate, mark cancelled on the stock certificate and issue a new certificate in the new owner's name.

607.0626 Shares without certificates.—... Read more »

Yes provided the mortgagee agrees to the assumption of the mortgage. Try to get a release from the Mortgagee for future obligations under the mortgage. You will have to transfer the home by a deed recorded with the County Clerk and pay documentary stamp taxes on the balance of the mortgage... Read more »

My experience with filing Articles of Organization via e-fax is it becoming effective the next business day. I have never had to wait 8 weeks. When you file the Articles of Organization specify an effective date 5 business days before the filing date. See Section 605.0702 of the Florida Statutes.

You need a Note and Security Agreement. The Security Agreement grants you a security interest in the motor vehicle so you can take it back for non-payment. You will need to record the Certificate of Title showing you as first lienholder and hold onto the title until full payment of the Note.... Read more »

I have a client that has done this as a franchisee. You have to find a location and negotiate a master lease with the landlord with the landlord understanding that you will be subdividing and subleasing the premises to various subtenants. You need to check that the zoning will allow the intended... Read more »

If the members have decided to dissolve the LLC, you should have a resolution contained in a Consent of Members in Luie of a Special Meeting signed by all members. You can then check the appropriate box.

It starts with Adams-Onís Treaty or the Transcontinental Treaty between the United States and Spain in which Spain ceded Florida to the United States in 1819.

The covenant not to compete will probably be enforceable as it appears reasonable in time, scope, duration and protects the legitimate interest of the owner.

You must amend your Operating Agreement to show the new percentages and have all the members sign it.

You do not have to register as a member. Your ownership should be reflected in the Operating Agreement.

All income from a LLC is subject to employment taxes. Discuss with your accountant on making a special election for your LLC to be treated like an S corp. This will give you the ability to have a reasonable salary to subject to employment taxes and any excess income treated as a distribution not... Read more »

It depends on what the Articles of Incorporation or Bylaws provide. Absent a specific provision in these documents Florida law provides:

607.0809 Vacancy on board.—

(1) Unless the articles of incorporation provide otherwise, if a vacancy occurs on a board of directors,... Read more »

I think you need to register both names as fictitious names. See Section 865.09 of the Florida Statutes. I would also consider operating the business as an S corp or LLC.

An S corp is superior to a regular or C corporation or a limited liability company. You would form a Florida corporation and within 75 days complete and file IRS Form 2553 with the IRS. Assuming your venture is profitable, you may be able to pay yourself a "reasonable" salary (subject... Read more »

If you are a Florida corporation or LLC and you move your office to another state, you will have to qualify to do business as a foreign entity in that state as well as change your information when you file your Florida Annual Report.

This is a good question as an unlimited personal guarantee puts your assets at risk. In my opinion, the Franchise Business should stand alone and generate enough income from which to pay the monetary obligations to the Franchisor. I have no problem with you signing a separate confidentiality and... Read more »

Yes, call your credit card company.

Do you have a written agreement with your partner such as a Shareholders' Agreement, Operating Agreement or Employment Agreement? If not, you need to reach some understanding with your partner that you can't work for nothing?

In Florida, Section 865.09 of the Florida Statutes requires the one-time publication of a legal notice of the fictitious name in a newspaper in the county where the principal place of the business will be located. I believe your residence address would be the location of your business.. After... Read more »

This article should give you more information as to whether the software company can terminate the contract.

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