Delaware Business Law Questions & Answers
Q: What's the best state to open a stock/real estate holding company with a nonresident alien and a legal resident owner
Before you start looking for types of "stock/real estate holding companies" you should call an Immigration lawyer and ask them if what you are trying to do is possible.
Q: Do I need to change my business name?
I registered my business in DE named “Goddess Financial”, after a trademark search I realized there is a company in Australia named “Financial Goddess”. (Registered their trademark in USA). We offer different services but both obviously in the financial industry. Do I have to change my... Read more »
I would recommend that you change your name to avoid future disputes. The standard for trademark infringement is a likelihood of confusion. Sounds like that is a possibility. Now, if you were using the trademark before the date of first use of the registered mark, you may want to seek... Read more »
Q: Can a min owner in a Delaware LLC be liable to the individual whose co was the majority owner of the LLC?
Can a minority shareholder, a privately held company, be liable to the individual whose Company was majority shareholder - in a Delaware LLC that has been sold? The individual is not a member of the LLC. Another company of his is. The Company has been sold. He could not sue prior to the sale,... Read more »
Anyone can sue anyone if you pay the filing fee. Your question is way too vague. Yes, the operating agreement governs. So does what the claim even is, which you have not stated. Thus, if your real question is the success of such a claim, no one could know based on your post.
Q: Can I contest action taken by shareholders on the basis of lacking authority to take action and voided corporation?
I cofounded a company (became shareholder, officer and director). The company was incorporated in Delaware by the other founder (CEO and board member). The CEO and I had various disagreements over the first 2 years... long story but I ended up citing him with grave misconduct and negligence in... Read more »
Sounds like a messy situation. A lawyer should review the organizational and board documents (bylaws and board resolutions in particular, as well as examine whether the special meeting was properly noticed). There are many questions here, and they can't be answered without reviewing those... Read more »
Q: Is there any difference in powers and authority of corporate secretary and assistant corporate secretary in Delaware law
No. The differences, if any, would be set forth in the company's bylaws.
Q: Can I charge a finders fee for leading someone to unclaimed property in Delaware?
Yes you can. You promise to provide information to another person in exchange for that person paying you a fee.
Q: Can a Delaware corporation not in good standing file a lawsuit other than under 278?
The answer is "Yes," but if the attorney representing the defendant discovers that the corporation is not in good standing, the attorney will file a motion to dismiss. If the corporation fails to become current with franchise taxes, the Court will grant the motion.
Q: Delaware Incorporated Company Byelaws re quorum. How can business be transacted in the event of absentee shareholders?
Byelaw states "If less than a quorum shall be in attendance at the time for which a meeting has been called, the meeting may be adjourned by a majority of the Shareholders present or represented by proxy without notice other than by announcement at the meeting" If minority shareholders do not... Read more »
Why are some of the shareholders not present? Is it a question of geography or is it a lack of interest? Do the bylaws provide for shareholder action without a meeting, such as by telephone? In answer to your specific question, Delaware law recognizes that your situation may occur, and has a... Read more »
Justia Ask a Lawyer is a forum for consumers to get answers to basic legal questions. Any information sent through Justia Ask a Lawyer is not secure and is done so on a non-confidential basis only.
The use of this website to ask questions or receive answers does not create an attorney–client relationship between you and Justia, or between you and any attorney who receives your information or responds to your questions, nor is it intended to create such a relationship. Additionally, no responses on this forum constitute legal advice, which must be tailored to the specific circumstances of each case. You should not act upon information provided in Justia Ask a Lawyer without seeking professional counsel from an attorney admitted or authorized to practice in your jurisdiction. Justia assumes no responsibility to any person who relies on information contained on or received through this site and disclaims all liability in respect to such information.
Justia cannot guarantee that the information on this website (including any legal information provided by an attorney through this service) is accurate, complete, or up-to-date. While we intend to make every attempt to keep the information on this site current, the owners of and contributors to this site make no claims, promises or guarantees about the accuracy, completeness or adequacy of the information contained in or linked to from this site.
