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California Business Law Questions & Answers
1 Answer | Asked in Business Formation and Business Law for California on
Q: I what to incorporate so as to give an Artificially Intelligent agent legal rights as a corporation, is that possible?

Can the bylaws be written so an A.I.'s choices are recognized by a corporate board or the AI's code be recognized as part of the bylaws and by default, its choices have to be recognized?

Robert Philip Cogan
Robert Philip Cogan answered on Nov 23, 2020

Attempting setting up bylaws in this manner could be problematic. It may be better to decide what your business objective is. An attorney can evaluate your needs and seek to implement your business objectives by recognized legal means. It may be unnecessary to attempt a highly unusual approach. You... Read more »

2 Answers | Asked in Business Formation and Business Law for California on
Q: I have an LLC biz license in CA for a brewery/distillery. I've decided to start my hand sanitizer biz w/a dif name/logo

I have maybe another 2 offshoot business (all using brewing ingredients or manufacturing brew-related items) as well. I'm wondering if I need 3 separate business licenses/ llc's-like subsidiaries. The "parent" company "St. James Brewery & Distillery LLC" will now... Read more »

Robert Philip Cogan
Robert Philip Cogan answered on Nov 19, 2020

It is wise to consider all these factors. It appears that your objective is to get the best result for your bottom line and to minimize risks. Among the many factors to be taken into account are whether you are planning for a long term duration of the company or whether you are seeking to build the... Read more »

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2 Answers | Asked in Business Law, Civil Rights and Employment Law for California on
Q: As an independent contractor (truck driver) delivering loads for Amazon, I was banned by Amazon's Security firm

Amazon is not my employer. the trucking Co. I work under is only contracted by Amazon (example: USPS & Amazon.). I think it's wrong for The manager in charge of the Security Company to ban me from all amazon fullfilment centers after she turned around and yelled at me to 'step... Read more »

Louis George Fazzi
Louis George Fazzi answered on Nov 19, 2020

So I wonder what your reply was that got you banned. You haven't indicated whether you think this was unlawful on her part. There just isn't enough information provided to advise you what you should do next. You can always contact a labor lawyer to help you figure things out. You could... Read more »

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1 Answer | Asked in Contracts, Employment Law, Workers' Compensation and Business Law for California on
Q: Special Employment - Joint Responsibility

If I own a bar/night club and I “willfully/negligently contracted with a security company suspended by California Secretary of State and has no worker’s comp insurance to provide me security services, can I be liable or do I implicitly accept liability of the employer of the staff of the... Read more »

Maurice Mandel II
Maurice Mandel II answered on Nov 14, 2020

If I read between the lines of your question, you have been sued because the bouncer roughed someone up, and they claim that you "willfully/negligently" hired a bad security company. I am not trying to be rude, but you won't find the help that you need here, you need to hire an... Read more »

3 Answers | Asked in Business Formation, Business Law, Employment Law and Personal Injury for California on
Q: Special Employment - Joint Responsibility

If I own a bar/night club and I “willfully/negligently contracted with a security company suspended by California Secretary of State and has no worker’s comp insurance to provide me security services, can I be liable or does my bar implicitly accept liability of the suspended company in the... Read more »

William John Light
William John Light answered on Nov 14, 2020

If you want legal research, you'll have to pay for it. This isn't a place to get free, detailed legal advice. Attorneys volunteer their time to answer questions for consumers in need. Issues of liability, special employment, agency, insurance, are complicated. Those answers... Read more »

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1 Answer | Asked in Business Law for California on
Q: I left a pest control company about 15 months ago. That company has been sold to a very big company.

I have, since I left that company, started my own company and I am ready to do business as a sole proprietor under my own operators license. How long do I have to wait until I can legally solicit the clients from my old route/ company? Thank you.

Ernest Charles Payne Jr
Ernest Charles Payne Jr answered on Nov 11, 2020

If you signed a non-compete agreement with your prior employment, the term would be spelled out in that contract. Those agreements must be limited in scope and duration, and specific as to those parameters. If you didn’t sign any such agreement, then you may solicit whomever you wish, as long... Read more »

1 Answer | Asked in Business Law for California on
Q: I’m seeking an attorney that could help me Organize my business. I have a medical director in California. I’m a nurse

I’m a nurse anesthetist with a professional corporation

Shawn R. Jackson Esq.
Shawn R. Jackson Esq. answered on Nov 3, 2020

As you might imagine, the process starts with an initial free video call consultation ... to discuss what you have in mind ... the proposed ownership/management structure ... along with the intended services to be delivered ... either directly to patients and/or through other service providers.... Read more »

1 Answer | Asked in Real Estate Law, Contracts, Banking and Business Law for California on
Q: Is it normal for a property management company to charge 20% of gross profit (including cleaning fee)

Then again charge for the cleaning fee separate?

Layered out like this.

Total reservation (including cleaning fee) = $1,500 - total direct deposited into owners account

Property manager charges “20% of gross profit from TPHR” = $300

Cleaning fee $150 = $150 x 2... Read more »

Maurice Mandel II
Maurice Mandel II answered on Nov 2, 2020

It would seem to me that since the cleaning fee is charged to occupant separate from rental fee the PM is entitled to the percent times the rental fee and not both, otherwise this is taking the 20% on the cleaning fee twice. But you may have agreed to allow them to do it, look at your contract.... Read more »

1 Answer | Asked in Business Law, Civil Litigation, Consumer Law and Constitutional Law for California on
Q: Can a business refuse services if you cannot "prove" your ethnicity based on their restrictions?

See question. Business wants to "prove" your ethnicity but only mostly accepts birth certificates, which not every state lists ethnicity on (by design, to prevent possible discrimination). Many do not especially in the South.

The only other alternative is grandparents or... Read more »

William John Light
William John Light answered on Nov 2, 2020

This sounds like an assignment that you should do yourself. If not, please be specific about how this is an actual legal problem that you are facing.

1 Answer | Asked in Business Law and Tax Law for California on
Q: If i invest 20k in a company LLC partnership Sub S Filing and and i enjoy 60 % interest in said company.

The Company suffers a 100K loss and my share means 60k loss is past to me... would I be affecting my personal AGI by 20k or 60k? If I had 50k actual income would my AGI tax liability be zero 0 or would it be 30k??? Thank you for this service and your input.

Zaher Fallahi
Zaher Fallahi answered on Oct 25, 2020

You should consult a tax attorney to advise you on the LLC being taxed as an S corporation with the LLC terms and potential legal peril of an S Corp having two types of stock. Generally, your loss is limited to your basis. I hope this helps. Good luck. Zaher Fallahi, Esq, CPA (CA &D.C.).... Read more »

1 Answer | Asked in Business Law, Contracts and Real Estate Law for California on
Q: A new small business owner is looking for an advise on the commercial lease situation and potential representation

I signed my commercial lease to open a boutique fitness studio in March 2020, right before the locked down that no one could have predicted at the time I signed my lease. Due to a number of factors I still don’t have possession of the place, haven’t started buildout and my commencement period... Read more »

Shawn R. Jackson Esq.
Shawn R. Jackson Esq. answered on Oct 18, 2020

Understood ... so, your first step is to engage an attorney of your choice to schedule a free initial video call consultation ... which starts with you emailing us a copy of the signed commercial lease ... you have several options depending upon the signed lease and the surrounding facts and... Read more »

1 Answer | Asked in Real Estate Law, Business Law, Civil Litigation and Landlord - Tenant for California on
Q: Does occupying a mobilehome in a park for a substantial amount of time with no objection from management create tenancy?

I began to occupy a mobilehome, that I later purchased, for approximately 5 months prior to denial of my application to rent the space. I notified management of my occupancy, in person, in February and received no objection until August, 2 months AFTER denial of my application in June, and in... Read more »

Kenneth Sisco
Kenneth Sisco answered on Oct 17, 2020

There are property rights that can be gained through the concept of "Adverse Possession," but these rights take years, not months. I don't see how the management company can force you to move out of a motorhome that you own, but without a lease, it can certainly force you to move the motorhome.

1 Answer | Asked in Business Law for California on
Q: Does 50 % shareholder with tie-breaking vote elect all officers? Do I really have any deciding say in board meetings?

I am one of three directors. Since he had the tie-breaking vote, he picked the other two.

Kenneth Sisco
Kenneth Sisco answered on Oct 17, 2020

You don't say where your corporation is incorporated, but as far as I know, upon organization, the shareholders can draft their by-laws and share holder's agreement anyway they want. If you agree that this 50% shareholder has the deciding vote, then you are stuck with it. Typically the... Read more »

1 Answer | Asked in Consumer Law, Real Estate Law, Business Law and Civil Rights for California on
Q: I’ve been staying at a hotel for the past few months and they have told us we cannot stay more than 28 days in a row?

The hotel has told us we have to stay somewhere else for a few days due to there 28 day policy but can come back after a few days. We have been here for around 5 months and after about 30 days we stayed at another hotel for two days and came back, stayed for around three months and was told we had... Read more »

Manuel Alzamora Juarez
Manuel Alzamora Juarez answered on Oct 15, 2020

The issue here is that they do not want to become long term landlords because if they do then they would be subject to a whole different body of law that would regulate them. You will be better of finding an apartment somewhere else. Best of luck.

1 Answer | Asked in Business Formation and Business Law for California on
Q: hi! I’m interested in purchasing a website w the name lashboss.com but I’m a little worried as I’m new to business

Is the lashboss trademark available??

Joshua Kroot
Joshua Kroot answered on Oct 14, 2020

You’ll want to do a trademark search to be sure. You can do this yourself and there are books and resources that provide guidance on how to do so (you don’t want to just search the USPTO database because that won’t cover all potential threats to your trademark, although it’s a good start).... Read more »

2 Answers | Asked in Business Law and Civil Litigation for California on
Q: Hi, can a customer sue us for asking him to wear a mask?

We are a franchise restaurant located in Ladera Ranch Orange County California.

One customer came to our restaurant without the mask, so we asked him to cover his face.

He refused it due to medical condition. we never forced him to wear it, but asked him to place the order online.... Read more »

Maurice Mandel II
Maurice Mandel II answered on Oct 13, 2020

IMO you did not do anything wrong. There are Executive orders in place in California for people just like this person to wear a mask, especially in an establishment that serves food. He just does not want to wear it. If he has such a condition that he cannot wear a mask, he should provide you... Read more »

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2 Answers | Asked in Business Formation and Business Law for California on
Q: What are all the basic requirements for starting an online e-commerce business? Any legal work? fees? TOS that I need?
Joshua Kroot
Joshua Kroot answered on Sep 27, 2020

Most people starting e-commerce businesses would be well served to form a company (LLC, corporation) to limit their liability, and will want terms of service, a privacy policy and a return policy. There may be local business licenses that are necessary and restrictions on what can be sold and how... Read more »

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2 Answers | Asked in Small Claims and Business Law for California on
Q: Do I sue the owner of the business I'm having problems with or sue the business itself which is registered as an LLC?

I want to get my spray tanning equipment back from a salon. Confused if I should sue the owner of the business or sue the business? Whichever one I sue do I list the other as a second defendant?

Maurice Mandel II
Maurice Mandel II answered on Sep 22, 2020

Did this spray tanning salon employ you? Or did you just sell it some equipment as a third party vendor? Were you an employee when you sold it the equipment? You posted in employment law, which is usually reserved for employment questions. This is a question about a sale and financing. That would... Read more »

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2 Answers | Asked in Small Claims and Business Law for California on
Q: Do I sue the owner of the business I'm having problems with or sue the business itself which is registered as an LLC?

I want to get my spray tanning equipment back from a salon. Confused if I should sue the owner of the business or sue the business? Whichever one I sue do I list the other as a second defendant?

Neil Pedersen
Neil Pedersen answered on Sep 22, 2020

You sue the person or entity with whom you entered into the contract to sell the equipment, or with whom you have a financing agreement. This is more complicated than can be answered without much more information. You would be well served to consult with an attorney and provide that attorney with... Read more »

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1 Answer | Asked in Business Law for California on
Q: Does Sec 600 (holding electronic annual meetings) and sec 20b (consent requirements) apply to nonprofit religious corps?
Brian Scott Winkler
Brian Scott Winkler answered on Sep 12, 2020

Most states allow nonprofit corporations to hold both board and membership meetings electronically, through any medium where all of the individuals participating may hear each other and participate in all matters before the board or membership, unless the corporation's articles or bylaws... Read more »

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