Skip to main content
John P Corrigan

John Corrigan’s Answers

3,189 total


  • May I claim Work-related personal injury in NY against a NYC LLC that retained me as 1099 independent contractor abroad?

    TIME SENSITIVE: While employed under a 1099 independent contractor agreement two years ago by a NYC-based LLC, I sustained a serious elbow/triceps fracture as the result of what I deem to be a WORK INJURY. The injur...

    John’s Answer

    My colleagues give great answers and only thing I want to add is that the determination of employee vs, independent contractor is based on what is known as the 20 factor test.....which is essentially set forth in IRS Form SS-8. It is a fact based analysis once looking at level of control by the employer, the freedom to work for others and the degree to which the employer controls the process and results of a project and if others who are employees are doing the same thing as what people are labelled as " independent contractors". At the end of the day the govt. Will always conclude someone is a part time employee vs. An independent contractor. If you are working 100% spending your time with one customer and such Spanish is 1-2 years then it is unlikely you could win in any legal action fighting the classification.

    See question 
  • The best way to remove the minority member from my LLC?

    My partner has (even by his own admission) not kept to the responsibilities that he committed to in our operating agreement. The LLC is a NY LLC. I will likely just offer him some money and he will take it and go. How do I go about removing him l...

    John’s Answer

    The Operating Agreement may have provisions which deal specifically with your issue and the process of how things are to unfold...but, frankly, the agreement is superfluous if you both have a deal in mind that works for both sides in which case you sign an settlement agreement which allows you to agree to a new deal. The membership purchase agreement will set forth the terms and also act as a settlement and release agreement as well.

    See question 
  • I have discovered that a trust established for my benefit has life insurance to benefit someone else.

    That someone else is apparently the trustee, his family, and/or a former trustee and his family. The issue is, will any local criminal investigatory agency recognize this as a crime, or is it too complex an issue for them to get involved? The ti...

    John’s Answer

    No offense but your post is rambling. What exactly is question you are asking us? You do not give any information to even if there is a crime goingon and we don't know the details of the trust instrument and what it's purpose is. Try repost and be clear on a question that can be answered.

    See question 
  • How long does redrafting a trust fund take?

    I have a trust fund what that only is allow to give me funds for school and medical bills. Im in a tough spot in life right now and i need the trust fund to allow me to use it to pay rent and emergency needs. Is it also possible to pay an attorney...

    John’s Answer

    The trustee may or may not have the discretion to do anything outside of the two categories you mentioned yourself. However, with that being said, the trust creator (grantor) may have allowed the trustee the power to lend you money to assist you in your current plight. Is of course not a free distribution given you will have to sign a prmissory note to repay the funds advanced but it is at least a potential source of cash to help you in your time of need. At he end of the day the right to access funds is tied to whatnthe grantor intended in setting up the trust in the first place.

    See question 
  • Can my LLC in NJ earn 80% of its revenue from 1 client

    I am an EAd holder working as a freelancer. I will be moving back to india but continue to work for clients here. I wish to open an LLc to maintain my clients here and payments processing. Can i open one and can >80% of revenue be from 1 ingle cli...

    John’s Answer

    There is no limit on revenues derived from one client. However, with that being said, I think what you may be asking about is whether you personally are in substance an employee of this client or an independent contractor able to avoid the issue hiding behind an LLC. If I am correct then the issue is not for you to be worried about but the client who may be avoiding workers como and unemployment insurance issues required for employees. This appears to be a payroll tax matter and state law circumvention issue.

    See question 
  • Opening a corporation, what should be par value for a Delaware corporation?

    According to some articles par value should be as low as possible. for example 10M with 0.0001 par value makes the corporation value 1K, is this going to be a problem when I start raising money?

    John’s Answer

    Some thoughts:
    1. A Delaware corporation pays an annual franchise tax based on aggregate par value so that is why you are seeing articles telling you to keep it low.
    2. Good news is par value completely irrelevant when it comes to selling shares to investors interested in becoming shareholders as par value has nothing to do at all with fair market value of an enterprise which is how you set price to sell the stock.

    See question 
  • Do the shareholders and creditors have a right to sue a director for breach of fiduciary duty?

    A question that crossed my mind. Thank you.

    John’s Answer

    Attorney Marks gives a more precise answer as a director initially has duties only to shareholders (not creditors) until such time as the company liabilities exceed assets (called insolvency) at which time a directors duties switch to that of creditors. Accordingly, if a director takes actions which favor shareholders over creditors then this would be a breach of such director's fiduciary duties.

    See question 
  • Where can I find an attorney to help with potential MIcrosoft/corporate partnership contract negotiations/WA state business law?

    Most large firms I have spoken with retain Microsoft as a client so it's a conflict and I'm not sure where else to reach out-

    John’s Answer

    Look for a law firm that has sued Microsoft in a business dispute/contract matter.

    See question 
  • I need a legal opinion on this corporate bylaw: Article 6 Section 8. Vacancies. A vacancy occurring in the Board of Directors

    may be filled by a majority vote of the remaining directors, though less than a quorum, as defined in Article VII, Section 6, below, or by the sole remaining director; a vacancy created by an increase in the authorized number of directors shall be...

    John’s Answer

    • Selected as best answer

    No. This provision is for situations where aan appointed director departs prior to the designated term. So for example, if a director is appointed forn1 year and 6 months into the term then a vacancy arises to be filled. Other sections of the Bylaws Woukd deal with the normal election of directors and how accomplished such as a vote of shareholders for reelection type issues. Absent understanding your focus and the Bylaws in totality then the answer provided may not be useful if you have an express strategy. Normal expiry is different than filling vacancies and therefore a full read of the Bylaws is required to properly address whatevernunstated concern you may have.

    See question 
  • If my fathers life insurance was left to my deceased mother do I have rights to it?

    My father split his belongings between my brother, sister and myself through a last will in testament. My sister is executor and has plans on keeping the entire 200k policy that our father had left. The will does not state anything about life in...

    John’s Answer

    A few thoughts:
    1. Life insurance policies can bypass probate if Dad left a beneficiary designation other than his estate.
    2. Your Mom was listed as primary and that (if she was living) would override Dad's will.
    3. The question is whether dad listed one or more alternate/contingent beneficiaries on file with the insurance company.
    4. If Dad made his estate the alternate to Mom then his Will will now control who gets the money.
    5. If no alternate beneficiary remains then Moms estate will be the owner in which case we need to know if Mom dies Keith a will or without a will.
    6. If Mom dies with a will and her estate has been closed then you can reopen the estate for the supplemental assets and the money will go as her will stated.
    7. If Mom did not die with a will and her estate was not probated then a petition for administration would be filed to start the process of getting the policy proceeds to her children as lawful legatees.

    See question