Usually officers and directors of corporations are provided with a limited immunity shield from personal liability by statute. I do not practice in CA so you will have to consult a CA attorney to determine the scope of that shield under CA law. There are also exceptions, however, under which someone can proceed against you individually. Contact a business litigator ASAP to discuss what your personal exposure under this litigation may be.
I would seek out an attorney in TX who works with medical/dental professionals to examine a couple of possibilities. The first would be to work with the state to reduce the infraction, or, in the alternative, see what kind of options you have to appeal the infraction. I am not familiar with TX administrative law as far as this goes so there's no guarantee there would be anything that could be done - but it's worth looking into. The second option would be to examine the documents regarding...
This is likely going to be a very complex situation that will require you to retain a lawyer to review the documentation that was signed when your husband was bought out, as well as the obligations that are now being imputed on him by his former partners.
The facts surrounding this situation will be very important and to give good advice a lawyer would need a lot more information. Most business attorneys offer a free consultation. I'd sit down with one to discuss this matter further.
Realistically you are going to have a very difficult time finding a lawyer to take a prolonged civil dispute on a contingency fee arrangement. Not that it doesn't happen, but it's going to be tough. I would research the law schools close to you and see if any of them offer free legal services through clinics. Sometimes law schools can be a good resource for legal disputes where resources are tight.
LLCs can elect to be taxed as S Corporations. There is a deadline for filing the S Corporation election, however, so you may have to consult with your accountant to determine what can be done for this year if the deadline has passed.
Generally there are some tax advantages to being taxed as an S Corporation, if your company is generating a decent amount of revenue and you'd be able to pay yourself a fair salary and still have funds left over for distribution as a dividend. Again - you'll...
Corporations are owned by their shareholders and governed by their Board of Directors and Officers (CEO, CFO, etc.). LLC's are owned by the "members" and are either managed by the members or managed by a designated manager.
As Dana suggested it may be a good idea to consult with a business attorney and lay out a clear understanding of how you want the business to be structured so they can walk you through how to set that up (or assist in doing so).
An "S" Corporation is just a tax election and as is set forth in the previous answers you must meet certain guidelines to elect to be taxed as an "S" Corporation.
If you want to form a business you should look at either an LLC or a "C" Corp. Sit down with a business attorney to get more information. Most offer free consultations so getting educated on your best options moving forward will not cost you anything but time.
If you filed online then you likely went through the 'short form' articles of incorporation (ie created them online while forming company) and they should have been received when you got your certificate of formation from the Secretary of State.
If you filed long form articles of incorporation then they would be stamped by the Secretary of State as of the date on the certificate of formation.
I agree with Michael that it would be wise to sit down with an attorney, even if it's just a consultation, to discuss IP issues. Additionally, it would probably be a good idea to discuss other issues such as how to protect your ownership and control over the business, the appropriate entity for your business, and how to reduce liability concerns if you plan to hire employees or retain independent contractors.
Protecting the IP is definitely a big concern - but corporate governance and...
In Washington state non-profits are generally not "owned" by anyone. They cannot issue stock and are usually comprised of a board of directors and the officers. If your investment is a loan and they are in default on repayment then you may be able to sue for damages. The discovery process would enable you to obtain the books and records of the company.
You should likely contact a lawyer to ensure that the business is set up in manner consistent with Washington State law, including RCW...