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Eric J Camm

Eric Camm’s Answers

226 total


  • Should we hire a lawyer to draft an operating agreement for a venture capital startup?

    We are looking at investing in startups and pre-IPOs as an investment club or a Private Equity firm. We would like a nice solid operating agreement drafted for this. Should we go through a lawyer or draft one on our own?

    Eric’s Answer

    Yes. You should absolutely hire a lawyer in Ca to help you draft a solid partnership agreement or operating agreement. An experienced lawyer will be able to assist with issues such as dispute resolution, restrictions on transfers, and management authority for your venture.

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  • Adding equity partners to an LLC

    Good morning! I have a business (LLC) and I am about to start a new brand under this business. For this specific brand, I would to share equity with a couple of partners (non-investing) who would be helping with IT and marketing. What kind of ...

    Eric’s Answer

    • Selected as best answer

    If you want to limit the equity split to the new brand being created then you should consider forming a new or subsidiary entity to your existing company to house this brand. That would insulate your current business from this new venture to some degree, and would provide you the flexibility to divide up equity in the new enterprise based on anticipated contributions. It would also make it easier to wind down or dissolve in the event things do not go as planned.

    I would meet with an experienced business attorney in Austin to go over your options carefully. If your existing business is successful I would not proceed with this before consulting counsel and making sure that you are not jeopardizing your current success in launching this new endeavor.

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  • I want to start a t-shirt line in North Carolina. Do I need to copyright or patent my phrases?

    I want to start a t-shirt line in North Carolina. The t-shirts would contain phrases that I have come up with, different motivational phrases. Do I copyright or patent those phrases? I am lost as to what to do once I register the company name a...

    Eric’s Answer

    As is stated in the prior answers, your top priority right now should be getting your company formed and your name/logo protected (via trademark if you are already using it in commerce). Once you are set up and your IP protected, the works that are created through your entity that are unique will have copyright protection.

    I would sit down with a local business attorney to discuss this further. Getting started correctly is very important and the incorporation/formation process should not be overly expensive from a legal standpoint.

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  • What is the best way to be added on to a small business LLC with 2 current members/owners.

    I previously worked for a small business in CA for over 8 years and left. Now the owners want to sell but have not wanted to get a buyer. They will be moving out of state in 2 months and I will be working for them again. They want me to buy it and...

    Eric’s Answer

    If immediate funding is an issue and you are looking at a buyout over time, you could explore some revenue based financing options or, as Mr. Doland suggested, a buy sell agreement that maybe has some puts or calls in place over time to allow for a gradual buyout.

    In either scenario you should meet with a business attorney to get a full understanding of what your options are and how a deal could be structured.

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  • Does a business get any type of official notice that there is a judgement against the business.

    I was told by a third party that a company has a judgement against my company

    Eric’s Answer

    You should have received notice through your registered agent if any legal proceedings were initiated and properly served. Confirm with your RA that nothing has come through.

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  • Is there a way to terminate my ownership in an S-Corporation without my partner's involvement?

    I am part of an S-Corp for which there are two officers, myself and a partner. Two years ago our partnership ended badly. I own 40% of the shares and he owns 60% of the shares. He is NOT paying me dividends on any profits the company may be mak...

    Eric’s Answer

    You should also look through your governance documents to determine if there is an established protocol for forfeiting your interest, or for dispute resolution. As mentioned in the prior answer, you have statutory rights that can be enforced also, but check the Bylaws to determine what action you may be able to take immediately.

    I would talk to an attorney as soon as possible to make sure that your interests are protected and your liability is limited as much as possible.

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  • What necessary legal documents do I need with my new start up company? I want to make sure that everything legally is in line.

    The company buys and distributes disposable hookahs pens. A lot like e-cigarettes, but with no nicotine, tar or tobacco. Operates off water vapor. I know there are added legal issues in regards to these, but I am more or less looking for advice an...

    Eric’s Answer

    I would consult with a local attorney who works with start ups. They can help walk you through the formation documents you'll need as well as the other agreements you'll want to consider getting your venture off the ground (IP Assignments / Buy Sell Agreement / Operating Agreement or Bylaw, etc.).

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  • Can a private start-up issue restricted stocks to consultants/advisors similar to issuing them to employees?

    3 year old privately held consulting firm with 6 employees and two part time advisors/consultants. Only one director/CEO/Founder. I would like to avoid complicated issues involving 409A.

    Eric’s Answer

    You should retain an attorney in San Francisco to help you out with this. Exempt securities offerings are complex and if you are contemplating issuing restricted securities in lieu of compensation to third parties then there are a number of tax related issues that will have to be dealt with as well.

    I'd set up a consultation with an experienced business attorney in San Francisco that works on Securities related matters.

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  • What licenses are required for an internet base business like a social network in the California from the very beginning?

    We are a foreign company, currently in Malaysia, planning to run our social network and online services from California. We need to register a company and get the required licenses. We seek for an E-commerce familiar lawyer to consult with.

    Eric’s Answer

    There are numerous California business attorneys on avvo that consistently offer excellent answers to questions. I'd look at the business attorney leader board and pick out a few based in California to consult with.

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  • Company slogan and close name for similar business being used by a new business

    I have a business I established about 3 years ago. A new company very similar to mine is using a name very similar to mine and now is even using our slogan. We found out because we started getting customer service complaints from "customers" and c...

    Eric’s Answer

    This issue helps illustrate the importance of trademarking and protecting your intellectual property. Mr. Perry is correct that we use a "first in use" standard, so you are likely going to have the ability to enforce your rights - but having a recognized trademark to protect your IP will put future copycats on notice and make enforcing your rights much easier.

    Contact a business attorney who should be able to help you enforce your pre-existing rights as it relates to this copycat. I'd also price out trademarking your IP as you now know that others view it as valuable. Trademarks are relatively inexpensive from a legal perspective. The filing fees are where most of the costs lie.

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