Business Formation Questions & Answers by State
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Business Formation Questions & Answers
Q: Can my business partner threaten me that, when I leave a company I have to pay him back 25% of his investments?
1 Answer
| Asked
in
Business Formation, Business Law and Employment Discrimination
for
New York
on
Answered on Jun 21, 2018
Answered on Jun 21, 2018
Q: Do I need to form a corporation to buy an existing business in my town?
Terrence H Thorgaard's answer
There are several ways to organize a business, a corporation is one of them. You should consult with an attorney in your location.
There are several ways to organize a business, a corporation is one of them. You should consult with an attorney in your location.
Q: YOUR BUSINESS FILING HAS BEEN REJECTED FOR THE FOLLOWING REASON :Conversion Statement Missing – Manner & Basis: Failed
Nicole Theodore's answer
Your filing is being rejected because the Georgia Code requires your Conversion Certificate to state (1) how the ownership interests in the LLLP are being converted to LLC ownership interests, or if they are not being transferred that they are being cancelled, OR (2) draft an Operating Agreement that addresses these matters. If you are unsure of how to go about getting this resolved, I would recommend hiring a Georgia Business Attorney to draft this for you.
Your filing is being rejected because the Georgia Code requires your Conversion Certificate to state (1) how the ownership interests in the LLLP are being converted to LLC ownership interests, or if they are not being transferred that they are being cancelled, OR (2) draft an Operating Agreement that addresses these matters. If you are unsure of how to go about getting this resolved, I would recommend hiring a Georgia Business Attorney to draft this for you.
Q: What type of agreement is required for investors who will have shares in one website within my publishing company?
1 Answer
| Asked
in
Banking, Business Formation, Business Law and Contracts
on
Answered on Jun 15, 2018
Answered on Jun 15, 2018
Benton R Patterson III's answer
There is not a standard agreement for this. You will need a custom agreement. What you are describing may also qualify as a security and be regulated by the Securities and Exchange Commission.
There is not a standard agreement for this. You will need a custom agreement. What you are describing may also qualify as a security and be regulated by the Securities and Exchange Commission.
Q: How do I transfer an LLC registered in Florida to be an LLC in Georgia?
Nicole Theodore's answer
If you will be maintaining the Florida business and simply adding an additional office in Georgia, you can apply for a Certificate of Foreign Authority with the Georgia Secretary of State's office. The COFA is for businesses that have a main base of operations in another state, but also have a supplemental office (or also transact business) in Georgia. If you are shutting down operations in Florida and moving the entire business to Georgia, you would wind up your business in Florida (follow the...
If you will be maintaining the Florida business and simply adding an additional office in Georgia, you can apply for a Certificate of Foreign Authority with the Georgia Secretary of State's office. The COFA is for businesses that have a main base of operations in another state, but also have a supplemental office (or also transact business) in Georgia. If you are shutting down operations in Florida and moving the entire business to Georgia, you would wind up your business in Florida (follow the...
Q: If im incorporated at a address can someone use the same address or threshold
1 Answer
| Asked
in
Business Formation, Business Law and Civil Litigation
for
Georgia
on
Answered on Jun 15, 2018
Answered on Jun 15, 2018
Q: How do I register my business in Florida?
Andrea Wheeler's answer
It depends on what type of business you are registering. Check out the Florida Department of State, Division of Corporations' website.
It depends on what type of business you are registering. Check out the Florida Department of State, Division of Corporations' website.
Q: Looking for guidance on whether or not filing as a foreign corporation is needed in this case?
1 Answer
| Asked
in
Business Formation, Business Law and Tax Law
for
Florida
on
Answered on Jun 5, 2018
Answered on Jun 5, 2018
Eric Steven Day's answer
I am not an attorney in Arkansas, however, after looking at the statute, I do not believe he would fall under any of the exceptions in the law. The reason I say this is he would meet an exception if he were paying an independent contractor to do the work for him in Arkansas. However, if he is doing the work himself and he is an officer of the corporation, he cannot consider himself to be an independent contractor.
I am not an attorney in Arkansas, however, after looking at the statute, I do not believe he would fall under any of the exceptions in the law. The reason I say this is he would meet an exception if he were paying an independent contractor to do the work for him in Arkansas. However, if he is doing the work himself and he is an officer of the corporation, he cannot consider himself to be an independent contractor.
Q: How should I legally start structuring a record label business, register trademark and copyright?
1 Answer
| Asked
in
Copyright, Trademark and Business Formation
for
Texas
on
Answered on Jun 1, 2018
Answered on Jun 1, 2018
John Espinosa's answer
This is a very complex and specific question that cannot be fully addressed on here. As a starting point, this government resource explains the basics of copyright and trademark in the music industry:
https://www.uspto.gov/learning-and-resources/ip-policy/musicians-and-artists-profile
Read that, then go hire an entertainment lawyer with expertise in the music industry to best advise you on the details.
This is a very complex and specific question that cannot be fully addressed on here. As a starting point, this government resource explains the basics of copyright and trademark in the music industry:
https://www.uspto.gov/learning-and-resources/ip-policy/musicians-and-artists-profile
Read that, then go hire an entertainment lawyer with expertise in the music industry to best advise you on the details.
Q: I was just trying to change my partnership into a llc or corp c. I'm looking to build Business credit.
1 Answer
| Asked
in
Products Liability, Business Formation and Business Law
for
Tennessee
on
Answered on May 31, 2018
Answered on May 31, 2018
Benton R Patterson III's answer
If that is all you want to accomplish, you do not need to convert the partnership to another entity. A partnership can obtain an EIN, allowing the partnership to obtain credit and file taxes under the partnership's EIN, rather than a partner's SSN. You can apply for an EIN on the IRS website.
If that is all you want to accomplish, you do not need to convert the partnership to another entity. A partnership can obtain an EIN, allowing the partnership to obtain credit and file taxes under the partnership's EIN, rather than a partner's SSN. You can apply for an EIN on the IRS website.
Q: I created a LLC but never actually started the business, am I still required to pay the Biennial statement amount?
Michael David Siegel's answer
No. Your LLC will just be deactivated by the Secretary of State. If you got a tax ID number, make sure to void it with the IRS and New York State.
No. Your LLC will just be deactivated by the Secretary of State. If you got a tax ID number, make sure to void it with the IRS and New York State.
Q: Can I use use the brand name "The Vape Collection" if it's taken for a completely different field or industry?
John Espinosa's answer
Trademarks protect brands, not copyrights. A trademark protects the use of the brand in the particular industries, or classes, listed on the trademark registration. Here is a resource: https://www.nolo.com/legal-encyclopedia/trademark-classes.html
Trademarks protect brands, not copyrights. A trademark protects the use of the brand in the particular industries, or classes, listed on the trademark registration. Here is a resource: https://www.nolo.com/legal-encyclopedia/trademark-classes.html
Q: Can a signed form within a company be changed after it had been signed and dated?
1 Answer
| Asked
in
Business Formation, Business Law and Contracts
for
Utah
on
Answered on May 18, 2018
Answered on May 18, 2018
Wesley Winsor's answer
This is a good question, in addition to the issue of whether or not someone can enforce a contract that has been altered from the original provisions agreed to, there might be an issue of whether this was a contract at all.
In all contracts, there has to be "consideration" or something of value being exchanged. I am not sure what the circumstances were wherein you signed the document, but let's explore the issues.
Let's say that you agreed to work for and the company agreed to...
This is a good question, in addition to the issue of whether or not someone can enforce a contract that has been altered from the original provisions agreed to, there might be an issue of whether this was a contract at all.
In all contracts, there has to be "consideration" or something of value being exchanged. I am not sure what the circumstances were wherein you signed the document, but let's explore the issues.
Let's say that you agreed to work for and the company agreed to...
Q: I financed a Nissan Altima in 2016. The car was repossessed & sold in Nov of 2016 yet I am still paying car notes. Help?
1 Answer
| Asked
in
Business Formation, Business Law, Civil Litigation and Bankruptcy
for
Pennsylvania
on
Answered on May 17, 2018
Answered on May 17, 2018
Timothy Denison's answer
It is probably legal, yes. You need to have a local lawyer look into this for you, but even though you returned the car, you are still liable for the deficiency balance owed after the car is sold and the proceeds applied. You might look into whether the car was sold for more or less than the statutory balance required at a sale. If it was sold for less, you might be able to attack the sale and Forde them to resolve it.
It is probably legal, yes. You need to have a local lawyer look into this for you, but even though you returned the car, you are still liable for the deficiency balance owed after the car is sold and the proceeds applied. You might look into whether the car was sold for more or less than the statutory balance required at a sale. If it was sold for less, you might be able to attack the sale and Forde them to resolve it.
Q: Starting a after school program at a school district. Wanting to know how to get a contract developed between partners.
1 Answer
| Asked
in
Contracts, Employment Law, Business Formation and Education Law
for
Texas
on
Answered on May 14, 2018
Answered on May 14, 2018
Benton R Patterson III's answer
An attorney would need to know more about the program to advise on what type of business structure to use. There are many factors to consider when forming a business. It would be best to have a lawyer review a contract with a school district.
An attorney would need to know more about the program to advise on what type of business structure to use. There are many factors to consider when forming a business. It would be best to have a lawyer review a contract with a school district.
Q: If I have an idea and I would like to sale it to a company,and I want to guarantee that they don't steel it
Benton R Patterson III's answer
It depends on what the idea is. If it falls under patent, trademark, or copyright law, you should take the respective action to secure it (prosecute a patent or trademark application or register your copyright). If it does not fall under one of those categories, it may be a trade secret, in which case you will need an agreement that keeps the disclosure confidential. There is likely not a standard form you can use. Even if there was, it would be better to have an attorney prepare contract...
It depends on what the idea is. If it falls under patent, trademark, or copyright law, you should take the respective action to secure it (prosecute a patent or trademark application or register your copyright). If it does not fall under one of those categories, it may be a trade secret, in which case you will need an agreement that keeps the disclosure confidential. There is likely not a standard form you can use. Even if there was, it would be better to have an attorney prepare contract...
Q: Could a cosigner be sued in the event of an accident
Terrence H Thorgaard's answer
Mere co-signing doesn't necessarily make her a co-owner. But she could be considered your business partner, in which case she could be deemed liable. Be sure you have adequate vehicular liability insurance at least.
Mere co-signing doesn't necessarily make her a co-owner. But she could be considered your business partner, in which case she could be deemed liable. Be sure you have adequate vehicular liability insurance at least.
Q: Is there anyway to declare bankruptcy without a lawyer? Is it possible for creditors to garnish my wages?
1 Answer
| Asked
in
Bankruptcy, Business Formation, Business Law and Civil Litigation
for
Florida
on
Answered on May 14, 2018
Answered on May 14, 2018
Timothy Denison's answer
Yes, you can file withoutca lawyer but it is not recommended. There are so many nuances and twists to the Code that you need an attorney’s expertise to navigate. Maybe hire one near you who will accept payments. Creditors can garnish your wages only after they file suit against you and get a judgment, not before.
Yes, you can file withoutca lawyer but it is not recommended. There are so many nuances and twists to the Code that you need an attorney’s expertise to navigate. Maybe hire one near you who will accept payments. Creditors can garnish your wages only after they file suit against you and get a judgment, not before.
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