My dad has 5 cases of FUGITIVE HOLD 4 in Jefferson County 1 in Lakewood. He does have one fta warrant. : I am just confused on the holds. And why there is so many and with so many different cities. And he is staying at the Denver jail for the warrant. All the holds are offense codes of 1-1-1
Andrew’s answer: Fugitive hold means that your father likely has warrants out of other jurisdictions. Jefferson County is holding him until he can appear on those cases and have bonds set. Assuming he has bonds he can post, he would then be released. Otherwise, he will stay in custody and be transported to the county where his bond could not be posted. Hope this helps. Good luck!
Non accredited investors in a private placement. : How many non accredited investors can one have in a 506 Private Placement?
Andrew’s answer:
According to the SEC.gov website, under a 506(b) offering, securities may not be sold to more than 35 non-accredited investors (all non-accredited investors, either alone or with a purchaser representative, must meet the legal standard of having sufficient knowledge and experience in financial and business matters to be capable of evaluating the merits and risks of the prospective investment). If non-accredited investors are participating in the offering, the company conducting the offering: must give any non-accredited investors disclosure documents that generally contain the same type of information as provided in Regulation A offerings (the company is not required to provide specified disclosure documents to accredited investors, but, if it does provide information to accredited investors, it must also make this information available to the non-accredited investors as well)
must give any non-accredited investors financial statement information specified in Rule 506 and
should be available to answer questions from prospective purchasers who are non-accredited investors.
You also have to comply with CO securities law, which isn't always the same as federal.
All that being said, if you are attempting to manage an offering of securities, and you don't have a securities attorney helping you, you are risking civil, and in many instances, criminal, securities fraud violations, broker-dealer violations, and the selling an unregistered security. The SEC, and CO securities commissioner, are cracking down on improperly exempted offerings. I've recently defended two separate securities fraud cases because the business owners thought they could do an offering correctly on their own. If you are not perfect in the PPM disclosures, you are in for a world of hurt. Seriously, don't dabble in this, get a securities lawyer.
How to structure an llc for an entertainment company.:
1. The company was created for live music events and other business operations (primarily for events and live and virtual entertainment). The company is already registered. Is it necessary to change the name and add entertainment, events, or production, after the company name before "llc"?
2. Will it be beneficial to create a parent and children company to diversify liability? Currently it is a single member llc.
3. Is it recommended to get quotes from all contractors, venue, and state services, then contract investors and sponsors to cover those services and fees? If not what does the process look like?
3.5 How do i find sponsors and investors for an event?
4. How do i gather all legal information for the event (and services)? Will i need to hire a lawyer or will the state website have all the information i need to make sure the company receives all applicable licensing.
Andrew’s answer:
Alright, you bring a lot up in your question. I will do my best to break it down and address each subtopic individually. Your best bet is to hire a lawyer to go over these in more detail with you. But here it goes:
1. To avoid piercing the corporate veil of limited liability for LLCs the LLC should ensure that it holds itself out to the world as an LLC by including the LLC suffix from its name on all communications, letterhead, signage, and business cards. If the owners desire to carry on business with the LLC's name but without the LLC suffix or, for example, under the entity's Internet address, it is strongly recommended that those names be registered with the Colorado Secretary of State as "trade names" of the entity, pursuant to article 71 of title 7 of the Colorado Revised Statutes. By taking these steps, all people who deal with the LLC will know immediately that any recourse sought will only be available from the company itself and not from its members. Therefore, I do not think it is necessary to change the name to include entertainment, events, or production before LLC as long as LLC is included in the name.
2. I think that regardless of the creation of a parent company may provide some means of diversifying liability while the creation of children subsidiaries will not because the parent company will remain liable for damages if the subsidiary violates the law or defaults on loans.
However, an LLC has been able to have a single member and statutory limitation of liability at the same time, unlike the most closely applicable business form, the sole proprietorship, which does not provide any limitation of liability for the business owner. However, while the single-member LLC may be appropriate for liability protection if properly operated and attention is paid to the piercing the veil rules, it does not provide the same protection for assets of the company in the state of Colorado since a creditor of a member may attach the membership interest and, upon foreclosure, may become a member in lieu of the debtor member.
3. I would say yes… I think it would make sense to have an estimate of what it will cost to run the company/ conduct business operations and the capital that will be required to make a profit. And again, creditors may seek to collect a debt against an LLC member or enforce a judgment or other obligation against the member.
3.5 Obviously, marketing will be the biggest strategy. Sponsors want to bring as much consumer awareness to their brands as possible. Demonstrating that consumers have a significant interest in the company’s events and showing a large consumer base both presently and in the future will entice companies to sponsor events. I would argue that demonstrating to potential sponsors that the company has a clear vision, organization, plan, and substantial capital will be important. The acquisition of one major sponsor will provide leverage to gain additional sponsors as well.
4. I would recommend that a lawyer should be hired to draft all licensing contracts as these will likely get quite complicated depending on the type or identity of the person/s/group/s performing and the sponsors of the event.
... and remember, don't skip the legal!