Rosana G Herrera’s Answers

Rosana G Herrera

San Diego Corporate / Incorporation Lawyer.

Contributor Level 9
  1. Can I open a LLC in state of Nevada for a rental place I have in california?

    Answered over 2 years ago.

    1. Rosana G Herrera
    2. Michael Charles Doland
    3. Robert John Murillo
    3 lawyer answers

    Yes, you can organize a limited liability company in the state of Nevada, which will hold the California rental property; however, organizing in Nevada will not solve your financial concern. You will still be required to pay the $800 fee in California, as the rental property, which is the source of the business income generated for the company, is located within the state of California. If the company, regardless of its state of formation, is doing business in California, it will be...

    11 lawyers agreed with this answer

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  2. I have very little in assets left and was wondering why I should go the the expense of setting up a corporation or LLC?

    Answered over 2 years ago.

    1. Frank Wei-Hong Chen
    2. Rosana G Herrera
    3. Michael Charles Doland
    4. Bryant Keith Martin
    4 lawyer answers

    I agree with my colleagues. You will want to focus on the risks within your business and the intended revenue (It is a good idea to draft a sound business plan) before spending the money to form a business entity. Make sure that you obtain a business license in the city in which you wish to operate. You can typically download the business license application, complete it and mail it in with the fee. I also recommend that you obtain an employer identification number (in addition to the...

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  3. Registering as a Foreign LLC in California - how long do I have?

    Answered over 2 years ago.

    1. Kenneth Allyn Sprang
    2. Rosana G Herrera
    3. Dana Howard Shultz
    4. Andrew Kevin Jacobson
    5. Kevin Arnold Spainhour
    5 lawyer answers

    "Doing business in California" can be defined in various ways. The California State Board of Equalization, for example, considers the following "doing business in California": If you have an office, sales room, warehouse, or other place of business in this state (even if the location is only temporary), or; Have a sales representative, agent, or canvasser operating in this state, or; Receive rental payments from the lease of tangible personal property located in this state. The...

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  4. My corporation and business partner were sued - am I also liable?

    Answered over 2 years ago.

    1. Frank Wei-Hong Chen
    2. Rosana G Herrera
    3. Michael Charles Doland
    3 lawyer answers

    I recommend that you contact a litigation attorney at your earliest convenience. A corporation will typically protect its shareholders from personal liability if the shareholders operate and manage the corporation like a business entity and not like an extension of the individual. Thus, if you maintain a separate bank account(s) for the corporation, enter into contracts as a director/officer of the corporation, maintain appropriate records of material corporate actions, etc., your...

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  5. Can an LLC partner with a non-profit in a fundraising event? Is this legal? (California law)

    Answered over 2 years ago.

    1. Rosana G Herrera
    2. Michael Charles Doland
    3. Bruce Allan Wilson
    4. Jonathan B. Lefkowitz
    4 lawyer answers

    A non-profit may be able to partner with a California non-profit entity under certain circumstances. California has strict laws governing a non-profit's association with individuals or entities soliciting funds on its behalf. In California, a party or company soliciting funds on behalf of a charity or for charitable purposes may likely be classified as a commercial fundraiser. California Government Code Section 12599(a) defines a commercial fundraiser as either: (i) An individual or...

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  6. Can a company hire corporate officers and other employees before the articles of incorporation are filed with the SOS?

    Answered almost 2 years ago.

    1. Michael Charles Doland
    2. Luca Cristiano Maria Melchionna
    3. Rosana G Herrera
    4. Arthur Henry Skola
    5. Steven Halbert Wilhelm
    5 lawyer answers

    Technically, a business entity is formed when the secretary of state in the state of formation approves the formation documents. In this case, as the Nevada Secretary of State had not yet processed and approved the corporation's Articles of Incorporation, the corporation did not yet exist and any action taken by proposed shareholders of the corporation does not have a legal effect as those actions regard the corporation (again, as the corporation does not yet exist). If the proposed...

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  7. How do I legally search for a company's dba names?

    Answered over 2 years ago.

    1. Rosana G Herrera
    2. Nina Yablok
    3. Robert Forman Smith
    3 lawyer answers

    You should determine the specific county in which the fictitious business name was recorded and search the name in that county's recorder's office. Most if not all counties in California have website where you can search the fictitious business name or names.

    8 lawyers agreed with this answer

  8. Do I need a sellers permit to sell online?

    Answered over 2 years ago.

    1. Rosana G Herrera
    2. Phillip Monroe Smith
    3. Bruce Allan Wilson
    3 lawyer answers

    You are generally required to obtain a California seller’s permit if you sell or lease merchandise, or other tangible personal property in California. The permit is easy to obtain. Go to www.boe.ca.gov

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  9. CA Corporation Dissolution

    Answered over 2 years ago.

    1. Phillip Monroe Smith
    2. Rosana G Herrera
    3. Robert Forman Smith
    4. Scott Richard Kaufman
    4 lawyer answers

    I agree with my colleague. You will be required to file a certificate of merger form and a plan of merger with the California Secretary of State for approval. The plan of merger should set forth the particulars regarding the merger, such as the assumption of liabilities and the assignment/purchase of assets from each company to the surviving company or a new company. You will need the appropriate written consents approving the merger from each of the companies. Technically, you do not need...

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  10. How do we add an officer to a "s"corp in CA

    Answered over 1 year ago.

    1. Rosana G Herrera
    2. Jonathan Pierre Lacour
    3. Loren A Piel
    3 lawyer answers

    Adding an officer to your corporation is an internal process. The board of directors appoint the officers of the corporation and should do so on an annual basis. This can be done through a meeting or, if approved unanimously by the board of directors, through a unanimous written consent. You should check the corporation's bylaws to determine if the date/timing of the annual meeting is identified in the bylaws. If so, you should conform to that date. Alternatively, it can be held at any...

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