Maryland Business Law Questions & Answers

Q: Can my manager put my name on company bulletin and/or dry erase boards without my permission.

1 Answer | Asked in Business Law and Civil Litigation for Maryland on
Answered on Feb 21, 2018
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Q: Company A has sued me for breach of a verbal employment contract, but has now admitted in deposition that

1 Answer | Asked in Business Law, Civil Litigation, Contracts and Employment Law for Maryland on
Answered on Feb 14, 2018

Perhaps. There is a common law duty of loyalty in the absence of a specific employment contract term, but in the context of an independent contractor that may be very limited if not legally nonexistent. There may be specific facts in your case that change any analysis, so meet with a lawyer to review options.
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Q: I need advice on what I am able to do about a company who owes me more than $5,000.

1 Answer | Asked in Business Law, Civil Litigation and Consumer Law for Maryland on
Answered on Feb 2, 2018

You could choose to file a lawsuit in the Maryland district court (assuming you have jurisdiction) to seek a judgment against the company. Consult a lawyer for your best options.
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Q: Is there an exception to MD for corp to be rep by an attorney if the corp is owned by husband & wife in a civil action?

1 Answer | Asked in Small Claims and Business Law for Maryland on
Answered on Jan 29, 2018

While an individual can chose to represent themselves, generally a corporation must have a lawyer represent in nearly all matters. Maryland law does have an exception where an officer / owner may represent a corporation only in small claims matters under $5,000. If the amount is over $5,000 the entity needs legal counsel.

See Md. Ann Code, Business Occupations & Professions, 10-206
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Q: Which specific statutes govern long arm jurisdiction for liability concerning online sales?

1 Answer | Asked in Business Law, Civil Litigation and Products Liability for Maryland on
Answered on Jan 25, 2018

Maryland Courts & Judicial Proceedings Code Ann. § 6-103. However, long arm jurisdiction is heavily litigated and the statute is only the starting point. You will have to research many appellate opinions, both Maryland cases and the US Supreme Court, to fully understand the limits and breadth of jurisdiction, and then apply that to the very specific facts of the case.
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Q: Do I have to pay Maryland annual back fees for an entity that has never conducted any business?

1 Answer | Asked in Business Law for Maryland on
Answered on Jan 24, 2018

I sympathize with you.

When you set up a business you do need to follow the state law requirements and pay all your dues. You should have dissolved the business if you weren’t making any money at all for the first year. That doesn’t mean not making a profit. It means literally not making any money.

At this point you may want to speak to Maryland to see if you can negotiate with them to pay less if you don’t have the funds to pay the back fees. Otherwise, just pay them.
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Q: 2 people 1in md 1in ct each have companies and agree to do business in africa together,the african country requires

1 Answer | Asked in Business Formation, Business Law, Civil Litigation and Contracts for Maryland on
Answered on Jan 12, 2018

You're encouraged to sit down with a lawyer experienced in international business law (many attorneys in and around DC have such skill sets) to go over the specific scenario at issue. An online post cannot realistically analyze such a fact pattern.
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Q: Pros/Cons on transfer of PA domestic corp. to MD. Also, suggest web links in case I have more questions. Thank you!

1 Answer | Asked in Business Formation and Business Law for Maryland on
Answered on Jan 12, 2018

Maryland law now recognizes entity conversions so that one can change an entity formed in another state to a Maryland entity (this could be a corp to a LLC, a corp to a corp, etc.). For more information you could look at the Corporations & Associations article of the Maryland Annotated Code, accessible online for free through either Lexis or Westlaw http://bit.ly/2D5NBa1 or even this site Justia. https://law.justia.com/codes/maryland/2016/

Without knowing the situation, an attorney...
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Q: Hello. Can a non-profit incorporated in MD vote by email or other electronic or internet procedure?

1 Answer | Asked in Business Law for Maryland on
Answered on Jan 2, 2018

The bylaws of a non-stock corporation should set the protocol for voting matters. A corporation (including a non-stock one) may elect to have meetings by means other than in-person meetings, for instance by real-time online conference. Generally speaking, all board members / trustees should have the ability to review whatever materials are presented, hear the discussion and speak in real time.

Most bylaws also authorize the passing of specific resolutions by unanimous written consent...
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Q: I'm starting a small business. Should I pay my business taxes using a business ID number or through my personal SS#? TY

1 Answer | Asked in Tax Law, Business Formation and Business Law for Maryland on
Answered on Dec 29, 2017

It depends on the nature of the business and what type of "business taxes."

A sole proprietor who files on a Schedule C and has no employees may elect to use their own social security number for their estimated tax payments, but most small businesses would benefit from forming an entity and getting an EIN. A sole proprietor can apply for an EIN to pay employees even if they have no separate business entity. That being said, taxes will fall on the individual owner if it is a...
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Q: as a small business owner is there a limit to the amount of a late fee I can charge for services?

1 Answer | Asked in Business Law and Contracts for Maryland on
Answered on Dec 29, 2017

You may wish to look at the Commercial Law article, title 14, and in particular statute Md. Ann Code, Commercial Law § 14-1315.

For consumer contracts, late fees may be capped at a certain % (e.g., 1.5% of the amount past due) and/or limited to the number of times imposed (e.g., $5 or 10% late fee but can be imposed no more than 3 times). The law also requires certain disclosures of late fees.

This post does not offer legal advice or attempt to analyze how the law applies to...
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Q: I am in Maryland,My corporation is a Nevada Corporation My finance person is in connecticut We made a verbal or parole

1 Answer | Asked in Business Formation, Business Law, Civil Litigation and Contracts for Maryland on
Answered on Nov 21, 2017

An attorney cannot reasonably answer a question on the validity of a multi-jurisdiction contract without seeing the contract and understanding where the contract is to be performed and where the dispute has arisen.

You are strongly encouraged to consult legal counsel, ideally one skilled with international business law, with questions on the validity of a specific contract.
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Q: I have a new business and would like to know what is the cost for Hiring an attorney for my small business

1 Answer | Asked in Business Law for Maryland on
Answered on Oct 27, 2017

Attorney cost depends on the stake and risk so involved in your business and the kind of advice & paperwork so involved...
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Q: Is legal for landlords to withhold utility bill from tenants when sharing costs

1 Answer | Asked in Business Law, Civil Litigation, Contracts and Landlord - Tenant for Maryland on
Answered on Oct 13, 2017

No. What percentage of sharing was agreed? Whether tenant has to pay a fixed amount then showing of bill is not mandatory. If bill sharing is on the basis of usage then bill showing or copy thereof need to be given to tenant.
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Q: I paid cash for a house and am now renting it out. Is it possible to form an LLC and mortgage the house from myself?

1 Answer | Asked in Banking, Business Formation, Business Law and Real Estate Law for Maryland on
Answered on Sep 28, 2017

If the question is "can an individual make a loan to a business they own," the answer is "generally, yes." The individual would of course need to report any interest income received. If the question is "can a business make a loan to an individual who owns the business" the answer is "it depends." Maryland law licenses mortgage lenders and usually a business cannot make a mortgage loan to any individual if the lender is not licensed. Additionally, mortgages require payment of transfer...
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Q: We own a small business (LLC - 4 partners)IS it correct that WE are required to have WC for ourselves?Thanks!

1 Answer | Asked in Business Law and Workers' Compensation for Maryland on
Answered on Sep 28, 2017

A business owner in Maryland generally has the option of either purchasing Workers Comp for themselves or waiving it. Naturally the business must provide workers comp for all its employees. Typically the LLC members are not true "employees." Any workers compensation carrier should be able to quote different rates for including or excluding owners.
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Q: If my Business was forfeited, can I start a new buisnes with a similar name but not the exact same?

1 Answer | Asked in Business Law for Maryland on
Answered on Sep 28, 2017

Generally any available name can be registered so long as it is not "misleadingly similar" to an existing name.
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Q: my previous employer refuses to pay me for work completed prior to them going out of business. $1,950.00 is initial pay

1 Answer | Asked in Business Law, Civil Litigation and Employment Law for Maryland on
Answered on Sep 28, 2017

Employees not paid wages generally have two options: file a complaint with the Dept of Labor and let the government investigate or file suit. Maryland law specifically allows an employee to recover up to 3x the amount of unpaid wages plus their legal fees if they win a case against the employer for unpaid wages.

That being said, where an employer goes out of business one should analyze what resources the potential defendants might have to pay a lost wage claim before filing a civil...
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Q: is the contract content agast the real estate laws?

2 Answers | Asked in Business Law, Contracts and Real Estate Law for Maryland on
Answered on Sep 25, 2017

Don't sign the contract? I suppose you could have a lawyer review it, but, generally, a contract for sale of real estate, particularly between commercial parties, as in an auction, is binding.
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Q: All partners do they have a vote in llc

1 Answer | Asked in Business Formation and Business Law for Maryland on
Answered on Sep 18, 2017

The Operating Agreement should describe how the owners ("partners") vote on decisions in a particular LLC and also explain what % vote is necessary to pass a resolution. If an LLC does not have an operating agreement it would be wise to create one. Maryland does have some default provisions in the limited liability company act.
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