Colorado Business Law Questions & Answers

Q: I need to change my 10 mo. old business from a general partnership to a sole proprietorship. Which way should I do this?

1 Answer | Asked in Business Formation and Business Law for Colorado on
Answered on Mar 29, 2017

Sell the partnership (assets and membership/profit interests) to you as an individual for whatever price is deemed fair by all, But consider an LLC, which protects personal assets, as an alternative to a sole proprietorship.
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Q: Can I sue the Solar panel Company?

1 Answer | Asked in Business Law and Consumer Law for Colorado on
Answered on Mar 28, 2017

You can contact an attorney directly to review the specifics of the agreement you signed. I would assume that the solar panel company disclaimed any assertions for a specific savings related to the install, but you never know. The phone recording may be material, but oral statements are usually voided by any written agreement you signed. Justia's Q&A cannot provide specific legal guidance or advice, so the review of your case will have to occur offline with an attorney.
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Q: I am the predisent of a nonprofit. Do I have an obigation to provide personal banking information at the treasure?

1 Answer | Asked in Banking and Business Law for Colorado on
Answered on Mar 4, 2017

If you are seeking non-profit status from the IRS, a significant factor in the consideration is compensation. If you received a salary or percentage of the profits (e.g. a partnership) your total compensation and banking information are highly relevant. This is less for the non-profit itself, but for the IRS approval. If you do not receive any compensation from the non-profit, your bank accounts are not normally relevant.

You may want to consider hiring a lawyer. The work is tax...
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Q: US DOL granted former employer 3M credit for which she did not qualify. How is that being honored?

1 Answer | Asked in Employment Law, Business Law, Landlord - Tenant and Municipal Law for Colorado on
Answered on Jan 24, 2017

I am not sure how the US Dept. of Labor is related to landlord tenant issues. Are you asking how a person who allegedly has an uninhabitable apartment for lease can also receive a federal grant? If so, a US DOL grant is not related to civil landlord-tenant disputes; some criminal charges can impact grants. You will need to contact a lawyer directly if you have a landlord problem.
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Q: I live in the state of CO, and person 2 lives in CA. Person 2 is 15 years old. Is it illegal to commission art from him?

1 Answer | Asked in Copyright, Workers' Compensation, Business Law and Internet Law for Colorado on
Answered on Jan 9, 2017

There is nothing illegal with employing a minor provided that the employment stays within the limits of state labor laws (mostly related to hours working and ending at a certain time in the evening). If you are commissioning artwork it is likely that this employment does not run afoul with any state labor law. The other issue relates to the fact that an un-emancipated minor is generally not legally bound by the terms of a contract. If the contract includes the parents you may have greater...
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Q: Do a company need to give a UA policy before they hire?

1 Answer | Asked in Business Law for Colorado on
Answered on Dec 21, 2016

Generally no. If you are part of an union, there is a possibility that the addition of new terms to employment is outside the scope of an union agreement. If you are not part of an union, like most, an employer can UA provided that the practice is non-discriminatory
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Q: My husband is being forced out of the job he has been at with Wyndham Vacation Resorts for 15 years. We need a lawyer.

1 Answer | Asked in Employment Law, Business Law, Employment Discrimination and Sexual Harassment for Colorado on
Answered on Dec 14, 2016

More information is needed to make an accurate assessment of your case. This type of matter would be better served with an actual client consultation with an employment/discrimination lawyer (creating an attorney-client relationship and the privacy that this entails). Many attorneys offer free consultations.
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Q: How should this be handled properly? Bylaws were not followed perfectly but the "spirit" was. THANKS

1 Answer | Asked in Business Law for Colorado on
Answered on Dec 5, 2016

This is question requires a direct legal opinion. This is outside of the scope of Justia's Q&A which is restricted to general legal questions. You will need to contact a business lawyer directly to get a legal opinion.

As a general rule, the Secretary must fully comply with the requirements listed in the incorporating documents and bylaws before certifying any shareholder action(s).
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Q: Probate closed on an estate. The will was never fully executed. Myriad lies, & laws broken. Have atty lying on tape.

1 Answer | Asked in Business Law, Civil Litigation and Probate for Colorado on
Answered on Nov 2, 2016

Contact an attorney who handles probate litigation. As a general rule, the PR is personally liable for all errors and/or negligence in the management of the estate. As for recording in the lawyer's office, unless the location was a public place, the attorney likely has the right to prevent (including the removal) the use of the recording devices. However, these materials must be returned. Again, contact an attorney for details.
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Q: Do I pay taxes for my business if I'm operating at a loss?

1 Answer | Asked in Business Law for Colorado on
Answered on Nov 1, 2016

Yes and no. Some taxes (e.g. property tax, sales tax, employment taxes, ad valorem, etc.) are due regardless of income (or loss). For income tax at the federal and state level, most businesses operating at a loss do not have a tax liability, but are usually required to file a tax return. Even if a filing is not required, it is usually advisable to file for the NOL (net operating loss) carryovers. Also, if the entity is pass thru (i.e. the income or loss is reported on your 1040), the income or...
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Q: Can the $ paid to a contractor for labor/materials be written off as an expense instead of submitting a 1099 to them?

1 Answer | Asked in Business Law for Colorado on
Answered on Sep 28, 2016

Generally no. It may be possible to not define a person as an employee/independent contract based on the circumstances. Contact a tax professional (tax attorney or CPA) for guidance.
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Q: Is it okay for an attorney to setup a corporation and act as the company's legal counsel in exchange for stock?

1 Answer | Asked in Business Formation and Business Law for Colorado on
Answered on Sep 28, 2016

It is possible, but for the attorney there are significant conflict of interest issues. Many attorneys will not work under this type of arrangement, but some will. Contact the attorney(s) you are interested in hiring to see if they will accept these terms.
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Q: My business partner (49% ownership in small sub-S) has filed chapter 7 personal bankruptcy.

1 Answer | Asked in Bankruptcy and Business Law for Colorado on
Answered on Sep 27, 2016

If you did not guarantee anything then you are not liable for strictly corporate debts. Concerning the stock, if it has any market value the trustee will try to sell it. Minority ownership interests in a closely held corporation are often worth very little, but I would need more information to determine that. You can always make an offer to the trustee. If he can't sell it to you or someone else, it will abandoned to the debtor upon case closing.
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Q: If a business says they're open until 7p, but locks their doors at 6:45p, is this False Advertising?

1 Answer | Asked in Consumer Law and Business Law for Colorado on
Answered on Sep 25, 2016

False advertising claims require the following elements (all must be meet for a legitimate claim): (1) false/misleading statements about a product; (2) deception (or tendency to substantially deceive); (3) the deception is material; (4) likelihood of injury to a party; and (5) interstate commerce (for federal claims only).

Turning to closing, there should be no false/misleading statements about a product/service, no material deception or likelihood of injury. In short, a false...
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Q: My ex husband and I, along with a third party, own a business together. It is in our separation agreement as so.

1 Answer | Asked in Business Law for Colorado on
Answered on Sep 22, 2016

Without looking at all the incorporation documents I cannot discuss all the potential way in which an owner's interest could be bought-out, so I will focus on general corporate rules. If you are an interest recorded in the incorporation documents, you cannot be forced out under any conditions (no lawyer with infinite money can force a lawful owner to leave). The other parties can offer to buy you out of your interest (this is wholly voluntary). You are correct that a separation agreement can...
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Q: What info needs to be on an attachment to amend an LLC? 3 partners all agree that 1 partner is withdrawing from the LLC.

1 Answer | Asked in Business Law for Colorado on
Answered on Sep 9, 2016

Amending the ownership change is a relatively simple filing with the Sec. of State's Office; that is, you need the same information that was providing with the most recent filing (or incorporation filing). There are significant tax concerns related to how the withdrawing owner is compensated for his/her departure and the impact of the LLC. I recommend that you contact a business or tax lawyer before you proceed.
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Q: What does cleaned to a professional standard mean in a contract?This is a signed contract.

1 Answer | Asked in Real Estate Law, Business Law and Contracts for Colorado on
Answered on Aug 8, 2016

This is not a standard "term of art" for the legal community. Try looking at the document to see if a definition is provided. If not, you need apply to a "plain and ordinary reading". My personal reading is that a professional or a non-professional can clean, but it must look at least as good as a professional cleaning job (whatever that means...). This terms is open to interpretation. The safest approach is to hire a service (and keep records), but it is a personal choice.
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Q: I work for a company based in FL, but I work and pay taxes in CO. Do I fall under Colorado or Florida labor laws?

1 Answer | Asked in Business Law for Colorado on
Answered on Aug 5, 2016

Check your employment contract to see which applicable state law applies. As a general rule, FL law should control unless the company has a physical presence in CO or conducts significant business in CO. If you want specific advice you may want to contact an employment lawyer.
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Q: Should I report a corporation filing Chapter 7 and hiding its main asset in a US shell LLC & has also commingled funds?

1 Answer | Asked in Bankruptcy, Business Formation, Business Law and Civil Litigation for Colorado on
Answered on Jul 16, 2016

There are a lot of things to consider here. I understand that you want to do the right thing, but you may be subject to NDAs (non-disclosure agreements) and other potential violations of privacy/confidentiality. The best advice is to contact a lawyer directly (at least the discussion will be confidential). There are some risks and potential rewards to whistleblowing--it is important to you know all the consequences before making a decision. Free to low cost attorneys can be found here:...
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Q: I have completed a deferred felony sentence. CO state license application defines a conviction as "having plead guilty"

1 Answer | Asked in Criminal Law and Business Law for Colorado on
Answered on Jun 25, 2016

I recommend that you review your plea agreement. Does it require that you plead guilty as a condition of the plea?
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