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Business Formation Questions & Answers
1 Answer | Asked in Business Formation and Business Law for Utah on
Q: I’d like to know if a company can go after you for essentially doing the same thing that they do?

For example, could Airbnb sue me if I created my own property rental app?

Kenneth Prigmore
Kenneth Prigmore
answered on Jan 30, 2023

The answer depends on a few things. First, if you copy a product, you can sometimes get sued for breach of Patent or Copyright. There are several companies offering similar services, so it is unlikely they could sue you for offering the same or similar services. But if you reverse engineer their... Read more »

1 Answer | Asked in Gov & Administrative Law, Business Formation and Business Law for Florida on
Q: Can a 617 Board Member Post about the Affairs Of the Corporation on a Website That Is Not Administered By the Board

Former and Current Board Members Are Posting on Web Sites [NOT ADMINISTERED BY THE BOARD] about the Corporation Internal Affairs, Including, but Not Limited to []- NEXTDOOR []- ORLANDO TRILOGY RESIDENTS (CASCADES/GROVELAND RESIDENTS, PAST AND PRESENT) []- OFFICIAL CASCADES OF GROVELAND RESIDENTS... Read more »

Charles M.  Baron
Charles M. Baron
answered on Jan 29, 2023

Interesting issue, which I don't have expertise in, but my somewhat-educated guess is: Regarding the issue of disclosure itself, without regard to whether it causes damage to the corporation, the answer to your question may depend on whether your corporation has a written confidentiality... Read more »

1 Answer | Asked in Consumer Law, Contracts and Business Formation for Michigan on
Q: does a foreign llc in michigan with certificate of authority for xyz llc. need dba if using another name

Specifically, MICHIGAN LIMITED LIABILITY COMPANY ACT (EXCERPT)

Act 23 of 1993, requires the following.

Sec. 206. (1) A domestic or foreign limited liability company may transact business under an assumed name or names other than its name as set forth in its articles of organization... Read more »

Thomas. R. Morris
Thomas. R. Morris
answered on Jan 28, 2023

According to the sections you cited, yes, which is consistent with the statutory scheme.

1 Answer | Asked in Contracts, Business Formation and Business Law for Tennessee on
Q: If my LLC doesn't have an operating agreement and a member decides to leave do they owe the company for any debt?

A member has decided, of their own will, to leave the LLC. The LLC is in debt and doesn't have an operating agreement. Does the withdrawing member owe any money to the LLC as buying themselves out?

Bennett James Wills
Bennett James Wills
answered on Jan 24, 2023

Depends on the debt. Are they personally obligated? Is the business just in debt? Or does it have a positive fair market value? Typically, without an operating agreement, when a member quits the LLC pays fair market under TCA 48-249-505. But there are other considerations as well. Consult counsel... Read more »

1 Answer | Asked in Business Formation and Business Law for Georgia on
Q: I want to change the name of the organizer in my business
Glenn M. Lyon
Glenn M. Lyon
answered on Jan 23, 2023

You cannot retroactively change the name of the organizer once the entity is filed with the secretary of state. However, keep in mind that "organizer" does not mean that person is actually an owner of the company. It is simply the person or entity that files the articles.

1 Answer | Asked in Business Formation and Business Law for Michigan on
Q: Do I get to keep my *prospective* business

I wanted to start a business back in 2019. I went through the process of choosing the perfect name, narrowing down my niche, choosing products, etc.

While going through that, I had a "business savvy" boyfriend. He wanted to be a part of it, and quickly started trying to take... Read more »

Thomas. R. Morris
Thomas. R. Morris
answered on Jan 22, 2023

Your question should be analyzed as whether property rights, or rights with respect to competition law, have arisen. Is there a copyright, whether or not registered? A potential claim for unfair competition? An outright theft of information? I cannot tell.

1 Answer | Asked in Business Formation, Business Law, Contracts and Gov & Administrative Law for Maryland on
Q: Can I be paid to fix a reverse osmosis filter without a plumbing license? Would fixing the filter be considered plumbing

The task/job was assigned to me through an app called task rabbit.

Mark Oakley
Mark Oakley
answered on Jan 19, 2023

Maryland Business Occupations and Professions Code, Section 12-101, defines the term plumbing, and the need for a license, as follows:

(n) Provide plumbing services

(1) “Provide plumbing services” means to install, maintain, extend, alter, or remove piping, a plumbing fixture, a...
Read more »

1 Answer | Asked in Bankruptcy, Business Formation, Business Law and Civil Litigation for Arizona on
Q: Def transferd all assets to LLC aftr judgment, can I gain access to LLC with a Default Judgment of new Complaint?

Won a judgment against defendant. The def had an LLC for their business but never used it in any way. It laid dormant since 2019 until my judgment. The original first year address has been outdated and out of commission. The Arizona Corp Commission has suggested this would be an Invalid LLC address... Read more »

Timothy Denison
Timothy Denison
answered on Jan 16, 2023

No. You would need to try to “pierce the corporate veil.” It is doable but difficult and a new default judgment or complaint would not be effective in so doing.

3 Answers | Asked in Bankruptcy, Business Formation, Business Law and Contracts for Arizona on
Q: Two small business entanglement debt and liability question.

My employer (E) has two small businesses (A and B) both 100% owned by E. Business A owes business B a significant amount of money for services accumulated throughout the years. However, E wants to protect the assets of A from any happenings relating to B. If B goes bankrupt will the creditors of B... Read more »

W. J. Winterstein Jr.
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W. J. Winterstein Jr.
answered on Jan 16, 2023

A trustee in bankruptcy "steps into the shoes of the debtor". Consequently, a bankruptcy trustee is entitled to pursue and collect/liquidate any obligations to the debtor.

That's in a Chapter 7 case, where a trustee is automatically appointed.

In a Ch. 11, the debtor...
Read more »

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1 Answer | Asked in Business Formation, Tax Law and Business Law for Florida on
Q: I have a LLC in Florida for a service I provide. Do I need licenses to provide that service outside of Florida?

I am a yacht teak deck installation specialist. I have an LLC in Florida for this service. This is a service only and does not involve the selling or reselling of anything. Usually I am sub contracted by other teak decking companies. I have some contract work along the West Coast lined up in... Read more »

Terrence H Thorgaard
Terrence H Thorgaard
answered on Jan 9, 2023

You would have to check those other jurisdictions.

2 Answers | Asked in Business Formation, Business Law, Cannabis & Marijuana Law and Civil Litigation for Michigan on
Q: Hello I had somebody give me money to start a business that never got off the ground.

Business never got into full swing. Problems on top of problems and no more money to continue forward. It never got off the ground, am I required to give the money back ? I never signed anything and only talked about hoping it would be successful. It never made it to an official business and it was... Read more »

Cesar Mejia Duenas
Cesar Mejia Duenas
answered on Jan 6, 2023

Hi, keep in mind that in addition to written agreements, there are also verbal agreements that may be legally enforceable, provided there is an offer, an acceptance, and consideration. Whether you are required to return the funds depends on what were the terms of the agreement.

The other...
Read more »

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1 Answer | Asked in Tax Law, Business Formation and Business Law for Florida on
Q: Hi, if it takes up 8 weeks for my LLC to be processed by the state of florida do I have to wait until then to operate?
Keith Kanouse
Keith Kanouse
answered on Jan 5, 2023

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.

2 Answers | Asked in Business Formation, Real Estate Law and Business Law for Indiana on
Q: I own two lien free rentals through my sole-prop LLC. Can I loan money to my LLC to buy a 3rd rental and record a lien?

I own two rentals through my sole proprietor LLC. Can I loan money to my LLC to buy a 3rd rental and record a lien against the properties? Properties are currently free and clear. Would have promisary note and record liens publicly.

Michael Ray Smith
PREMIUM
Michael Ray Smith
answered on Jan 2, 2023

Certainly you can do that, but the question is whether it would succeed in giving you priority over any unsecured creditors the LLC might have. Assuming there's nothing nefarious or fraudulent involved (such as trying to hinder other creditors, most likely yours but possibly the LLCs, from... Read more »

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1 Answer | Asked in Real Estate Law, Business Law and Business Formation for New York on
Q: To move my personal NY real estate license into my LLC, does my LLC have to be incorporated within the state of NY?

I am a licensed real estate salesperson in New York State. I am forming an LLC for various reasons, and would like my broker to pay my commissions to my LLC, which is allowed in the state of New York. My two primary questions are:

1. Does my LLC have to be incorporated within the state of... Read more »

Daniel Michael Luisi
Daniel Michael Luisi
answered on Jan 1, 2023

Article 12-A of the New York Real Property Law, Section 441-b, provides:

"In case a person licensed individually as a real estate broker thereafter becomes an officer of a corporation or a member or manager of a limited liability company or a member of a co-partnership an application...
Read more »

2 Answers | Asked in Business Formation and Business Law for California on
Q: LLC Formation for Real Estate Investment

I need to form an LLC to buy and operate a rental unit. Three members are brining 1/3 investment each. Can there a buy-out clause such that one member can be bought out a year or later when two other members can bring the capital equal to the initial investment of third member plus 6% annual... Read more »

Shawn R. Jackson Esq.
Shawn R. Jackson Esq.
answered on Jan 1, 2023

yes, but with several issues ... management issues, capitalization protocols, any improvements ... and of course, valuation formula ... always best to schedule a few free consultation video calls with at least two law firms to discuss the options and strategies.

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1 Answer | Asked in Business Formation, Business Law and Intellectual Property for New York on
Q: Do I need any business licence or resale licence to drop ship on Shopify or Amazon FBA?
Daniel Michael Luisi
Daniel Michael Luisi
answered on Dec 28, 2022

Some of the licenses and permissions you need include the following: (1) Certificate of Authority by New York State Department of Finance to collect sales tax: (2) Resale Certificate [if applicable] from Dept of Finance; (3) You must file quarterly Sales Tax Returns Form ST-100; (4) There are other... Read more »

1 Answer | Asked in Real Estate Law, Business Formation and Landlord - Tenant for Pennsylvania on
Q: LLC formed in NJ owns rented condo. LLC address was my home address which i sold and moved to PA.

i am trying to figure out what to do with the LLC. i need to changed the LLC's address as it was my sold home in NJ. do i need to file as a foreign PA LLC, create a new LLC in PA? do i need to close the NJ LLC? i am trying understand the best way to 'move' my LLC to PA. what... Read more »

Michael Cherewka
Michael Cherewka
answered on Dec 27, 2022

Do not have all the facts here, but it looks like you have several options. The easiest would be to get a Registered Office or Registered Agent in NJ for your LLC. The property is located in NJ, and you have a NJ LLC so that lines up fine. Just because you (as the Member or Owner) moved to PA... Read more »

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
Tim Akpinar
Tim Akpinar
answered on Dec 24, 2022

It could depend on what your capacity is, as an officer, fiduciary, etc. This is posted under "Uncategorized." It sounds like something that attorneys who practice in Business Law, Securities Law, Business Formation, and confidentiality agreements would have insight into. Some questions... Read more »

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1 Answer | Asked in Business Formation for Pennsylvania on
Q: I do detailing at a dealership if I take photos of the work I do at the dealership can I use it to advertise my business
Cesar Mejia Duenas
Cesar Mejia Duenas
answered on Dec 23, 2022

So long as the agreement with the Dealership or your employer does not prevent you from using pictures of your work, and your advertisement is truthful and accurate, you may do so.

1 Answer | Asked in Business Formation, Business Law and Real Estate Law for Ohio on
Q: Does transfering property into an established Partnership-LLC affect ownership levels, like initial capital contribution

If I were to be in a partnership LLC, and my partner wants to transfer a property into the company, would that automatically affect his amount of ownership like an initial capital contribution would? Or is there a choice to not give over ownership for the contribution to the company

The... Read more »

Nicholas P. Weiss
Nicholas P. Weiss
answered on Dec 22, 2022

This first question is "what does your operating agreement say about it?" If you don't have one, then the question becomes whether this is being transferred for value received, transferred without value, and why the transfer is being made.

If it is being made for value from...
Read more »

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