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New York Business Formation Questions & Answers
1 Answer | Asked in Contracts and Business Formation for New York on
Q: What to do if a confidential discussion happened before business formation?

I am an independent consultant and was asked by a client (medical institution) to sign a CDA (not an NDA, a CDA) to cover conversations from 8/23 regarding the nature and commercialization of scientific research with patents still pending.

What benefits are there to signing as manager of a... View More

Ali Shahrestani,
Ali Shahrestani,
answered on Jan 26, 2017

The confidentiality agreement, if properly written, should bar any disclosures by you of confidential information, regardless of your title. The best first step is an Initial Consultation with an Attorney. You can read more about me, my credentials, awards, honors, testimonials, and media... View More

1 Answer | Asked in Business Formation for New York on
Q: could I use just sweat for a fitness business?
Ali Shahrestani,
Ali Shahrestani,
answered on Jan 23, 2017

Your question needs more facts. The best first step is an Initial Consultation with an Attorney. You can read more about me, my credentials, awards, honors, testimonials, and media appearances/ publications on my law practice website. I practice law in CA, NY, MA, and DC in the following areas of... View More

4 Answers | Asked in Business Formation, Business Law, Civil Litigation and Contracts for New York on
Q: Can I sue an art dealer for not doing due diligence to realize the commercial value of my art work?

I entered into a contract with an art dealer (over 100 pieces of art) for a 13 month termination date. I met the dealer during an "art road show" that came to our village church. I took him at face value and looked at his website. I later found out that his "building" was... View More

Michael David Siegel
Michael David Siegel
answered on Jan 17, 2017

It will depend upon the terms of the agreements that you signed. If your work will be given to the highest bidder, and you want to stop it, you are going to have to go into court with an order to show cause ASAP.

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2 Answers | Asked in Business Formation and Business Law for New York on
Q: How do I bring a sole proprietorship into an existing LLC? Any legal docs need signing? Any proof needed?
Michael David Siegel
Michael David Siegel
answered on Jan 11, 2017

It depends if there is a separate tax ID for each, and if the LLC is a single member LLC owned by the sole proprietor. The tax filings are the most important issue.

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1 Answer | Asked in Business Formation for New York on
Q: Should I had formed my new business before the end of this year for tax purposes?
Michael David Siegel
Michael David Siegel
answered on Jan 7, 2017

No. A corporation can declare any quarter as its tax year. It does not matter.

1 Answer | Asked in Business Formation, Contracts and Mergers & Acquisitions for New York on
Q: I am moving my s corporation to NY from NJ. Should I do it through Merger and then dissolve NJ Company?

Can they have the same name- so it would be easier for my clients?

Also- if I dissolve NJ within the first month of 2017 - do I have to still pay the minimum tax for the entire year?

Would really appreciate your help!!!!

Michael David Siegel
Michael David Siegel
answered on Dec 30, 2016

Unless you have some undisclosed reason for doing it, there is no reason to do this. Just register the company as a foreign corporation in NY. It is a few hundred dollars.

1 Answer | Asked in Business Formation for New York on
Q: Should I reincorporate a business I'm taking over from my father?
Michael David Siegel
Michael David Siegel
answered on Dec 9, 2016

Unless there is some special reason to do so it is usually better to leave things as they are.

1 Answer | Asked in Business Formation, Business Law and Contracts for New York on
Q: Can a foreign company be a subscriber by memorandum to a US based company. If yes what are the requirements?

I will also like to know the requirements for opening a subsidiary of a foregn based company in the united states . What state is best to register such a company if they are lookihng to do coal business

Barry E. Janay
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answered on Dec 5, 2016

Not sure what you mean "subscriber by memorandum" to a US based company, but as to the second part of your question it's best to register in Delaware, a foreign company can own 100% of a domestic subsidiary, they just have to pay taxes on profits and may be subject to certain tax... View More

1 Answer | Asked in Business Formation for New York on
Q: I am starting an initiative to connect people with their congresspeople. How should this be legally classified?

The initiative will consist of:

- A website

- Paid staff

- Donations-based income

I have looked into non-profits and NGOs and, since the main output of the initiative will be information, neither of these seem to apply.

Michael David Siegel
Michael David Siegel
answered on Nov 14, 2016

It would typically be a non-profit, if you are taking donations.

1 Answer | Asked in Business Formation for New York on
Q: What is the best way to figure out sweat equity in a company?
Michael David Siegel
Michael David Siegel
answered on Oct 26, 2016

It can be whatever the shareholders agree upon.

2 Answers | Asked in Business Formation, Business Law and Civil Litigation for New York on
Q: when a sole proprietor of a corporate entity dies, must a fiduciary be appointed to wind up the corporation?

is any pending litigation stayed subject to the appointment of a fiduciary

NYS 2nd department law only

Michael David Siegel
Michael David Siegel
answered on Sep 27, 2016

You are mixing legal terms. A sole proprietor is the opposite of a corporation. A corporation might have a sole shareholder. If that is what you mean and the individual is not a defendant, then there is no statutory stay of the case. Who has authority to act will be determined by the bylaws, or... View More

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2 Answers | Asked in Contracts, Business Formation and Business Law for New York on
Q: I am interested in starting a computer repair business out of my home. I am looking to limit liability due to the nature

I am interested in starting a computer repair business out of my home. I am looking to limit liability due to the nature of the work and potential data loss. What are my insurance requirements, as well as if I were to hire a small work force 1-10 employees, what are my requirements. I do understand... View More

Michael David Siegel
Michael David Siegel
answered on Sep 22, 2016

The issues are a mix of tax issues and planning for what will happen. Everything is easy to set up, but the choices matter.

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2 Answers | Asked in Business Formation and Business Law for New York on
Q: Can I be the president and secretary of my company?
Barry E. Janay
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answered on Aug 12, 2016

Yes you can. As a business owner you will have many roles and positions and it is perfectly legal.

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1 Answer | Asked in Business Formation, Business Law and Contracts for New York on
Q: I am a India based Exporter and I exported goods to one company based in Ny for USD 35000 but they have not paid

they have not paid my money and they are not reachable, it was a very old and good company, can you help me in this case.

Barry E. Janay
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answered on Aug 8, 2016

Sure, I can look into whether I can help. Send me a private email at bjanay@lobej.com

1 Answer | Asked in Business Formation, Business Law and Collections for New York on
Q: Buying a LLC that has licenses for collection agency. Will I need to reapply for all the licenses it already has?

What happens if I purchase an existing company that has Certificates of Authority and Collection Licenses (including fingerprints and disclosures for states that require them) in many states? Will all the licences still be valid even though they had the name of a different manager on them? Or will... View More

Barry E. Janay
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answered on Aug 5, 2016

The question is extremely difficult to answer since you'll need to look into the laws of each state. Most states however have a provision for any license to be assigned without the necessity of starting from scratch, it's usually a more limited form that includes the assignor... View More

1 Answer | Asked in Business Formation for New York on
Q: Can I open a company that charges people a monthly fee of 50$ only to return them the money minus 5%

I want to setup a company that does that but does it require any special approvals, I don't want to be a bank or something, I am selling a service to people where they can keep money for a year and get it out after a year.

Is that legal?

Adam Studnicki
Adam Studnicki
answered on Feb 12, 2016

Talk to a local banking lawyer to see if those laws apply.

Please Take Notice: I am not your lawyer unless we enter into an engagement agreement in writing. This is only general information. It is NOT legal advice, and it may not work for your specific situation. It is impossible to...
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1 Answer | Asked in Business Formation for New York on
Q: Is it possible to create a Delaware or Nevada LLC, if im importing goods in miami and doing Wholesale along EastCoast

Im a non-resident in the united states. Im creating with and American partner an LLC for importing goods in the US and then selling them to retailers or distributors (wholesale). She lives in New York, and the importation is done through the Miami (Florida) port. Due to NYC high cost for... View More

Adam Studnicki
Adam Studnicki
answered on Feb 6, 2016

You can form the entity in any states. DE is often not the best choice for a variety of reasons, but it depends. As a non-resident, there may be additional tax considerations for you. You may have to register as a foreign company in states where you do business. Talk to a business lawyer in the... View More

1 Answer | Asked in Business Formation for New York on
Q: Can i convert an NYC llc to Delawarec-crop?
Charles Snyderman
Charles Snyderman
answered on Jul 4, 2014

Yes.

1 Answer | Asked in Business Formation for New York on
Q: Do i need a lawyer to start a non profit organization
Rodney John Alberto
Rodney John Alberto
answered on May 11, 2011

of course, you don't need a lawyer to do any legal matter, just in the same way that you don't need a doctor to use web md to kinda figure out what your illness is. however, a lawyer's level of discretion will help you through not only the technical aspects of starting the... View More

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