Corporate & Securities Law

Economic Assistance Programs for California Small Businesses Affected by Coronavirus (COVID19)

Posted on March 22, 2020
Federal, state, and local governments are announcing economic aid and loan programs to assist small businesses impacted by COVID-19 (coronavirus). These include: U.S. Federal government (IRS): https://www.irs.gov/coronavirus?utm_source=Summit+CPA%2C+Inc...

How to Avoid Tax Audits by Incorporting Your Business

Posted on September 16, 2019
Updating my 10-year old post, How to Avoid an IRS Tax Audit: Incorporate Your Small Business, the IRS' own most recently available data (for tax year 2017), show that, for a taxpayer with $100,000 or more in gross revenue, the chances of being subjected to an audit vary substantially based on whether the business was operating as a sole proprietorship reporting taxable income on Schedule C of the owner's personal income tax return (1040) or an incorporated business reporting income on a corporate tax return (1120 for C corporations, 1120S for S corporations), with unincorporated sole proprietors being 12 times more likely to be audited by the IRS:Sole proprietor:  2...

Out-of-state Online Retailers Now Required to Collect California Sales Tax

Posted on January 08, 2019
As a result of the U.S. Supreme Court's Wayfair decision, starting 2019, California will require remote sellers with no presence in the state to register and collect and pay over to the state sales taxes (technically, "use tax") on sales made to California consumers...

FTB Loses in Out-of-State LLC "Doing Business" Tax Case

Posted on December 10, 2018
The recently created California Office of Tax Appeals (OTA) has issued a ruling in the Satview case against the Franchise Tax Board (FTB)'s position that a 25% member of a California limited liability company was "doing business" in California and subject to California's minimum annual corporate franchise tax...

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California Supreme Court Ruling Makes Independent Contractor Classification More Difficult

Posted on June 04, 2018
The California Supreme Court has made an important change to employment classification law for California employers, that will make it more difficult for companies to appropriately classify workers as independent contractors. The new "ABC" standard is simpler but more strict than the prior classification scheme...

SCOTUS Rules for Employee Arbitration Class Action Waivers

Posted on May 22, 2018
The Supreme Court has resolved a conflict amongst the U.S. Federal Circuit Courts, and once again the Ninth Circuit has been overruled. This time it was for SCOTUS to confirm that class action waivers in employee arbitration agreements are enforceable (if properly drafted)...

Suspended Corporations and LLCs Lose the Right to Conduct Business in California

Posted on December 02, 2017
Jonas M. Grant was recently quoted as a California corporate law subject matter expert in an article in an online journal covering Los Angeles real estate news:[The] corporation ... continues to conduct business even though the state of California suspended its registration over two months ago...

Does LegalZoom Handle Its Own Trademark Registrations?

Posted on May 14, 2017
LegalZoom offers trademark filing services, so naturally, when it comes to its own trademarks used to promote this and other of its online, non-attorney document preparation services, it trusts these to its in-house team, the same ones used by its customers, right?  Wrong...

Why don't TV/film studios and producers accept unsolicited material?

Posted on March 21, 2017
Why Do TV Networks Have 'No Unsoliciated Materials' Policies? One reason:LAWSUITS. Networks do not want to get sued because you thought they stole your idea. When creators pitch an undeveloped idea anybody could have come up with ... they think a show that has anything do with their idea was stolen from them...

Screenwriters: How to Find An Agent

Posted on October 07, 2016
ScreenwritingU is offering a free teleconference on a topic many new screenwriters have lots of questions about - how to land an agent. Sign up here.

Tips for Starting a Part-Time Side Business While Still Employed

Posted on September 19, 2016
Tips for Starting a Side Business from balance.com include:[C]onsider running your business as a part-time operation alongside your current job... understand and follow your employment contract to the letter, especially if it makes reference to inventions and intellectual property (IP) that you develop as part of your job...

Screenwriters: Find An Agent (or Manager) with Script Contests

Posted on September 16, 2016
Getting representation from an agent or manager in Hollywood is not easy. You have to find someone who believes in you and your work, and you need to believe that they are both capable and willing to sell your work.One of the better ways to get noticed by agents, managers and producers is script contests...

Inspirational Quotes for Entrepreneurs

Posted on July 13, 2016
Some of my favorite quotes of interest to entrepreneurs and small business people from a collection of 20 Small Business Quotes ("20 Small Business Quotes That Will Inspire You", about.com, March 15, 2016):?The critical ingredient is getting off your butt and doing something...

Client Launches New Science Fiction Website

Posted on June 02, 2016
Today, a client launched a new website - www.recursor.tv - "The Future Reflected" - dedicated to original and aggregated science fiction videos and web series. Please visit and enjoy!

California personal income taxes

Posted on April 18, 2016
Two-thirds of California's overall tax revenue comes from personal income taxes, with the top fifth of income earners paying 90% - and the top one percent paying 45% - of these taxes.Source: The tax man cometh, and California rich ? getting richer ? pay mostSee how California compares to other U...

State of the San Francisco and Los Angeles, California Legal Markets 2015 / 2016

Posted on April 15, 2016
A recent survey of 15,000 California lawyers uncovered the following statistics concerning the Los Angeles and San Francisco legal markets and the lawyers who work there:New business growth slowed by 16 percent in Los Angeles and 26 percent in San Francisco; however, growth in Los Angeles (2...

2016 California Minimum Wage Increase

Posted on April 04, 2016
California has implemented legislation that is slated to increase the state minimum wage to $10.50 for larger employers on January 1, 2017, with employers of 25 or less employees following behind a year later. Further annual increases will push the state's minimum wage to $15...

Hillay Clinton Calls for Estate Tax Increase

Posted on February 07, 2016
As part of her campaign, Democratic candidate for president Hillary Clinton has called for increasing the estate tax rate and the number of estates the tax would apply to. Specifically, her proposal calls for reducing the individual estate and gift tax exemption from its current level of $5...

Form Operating Agreements Not Recommended For Multi-Member LLCs

Posted on June 25, 2015
New York "business divorce" lawyer Peter Mahler blogs about his experiences involving two members of a New York limited liability company who relied on LegalZoom to draft their LLC's operating agreement. New York's LLC act differs from California's, but the key takeaways may be the same for Californians considering entering into a partnership based on an online, cookie-cutter document:[When] the members? relationship turned bitter ...

Independent Contractors Versus Employees in California

Posted on June 20, 2015
The California Labor Commissioner has determined than a driver for Uber was misclassified as an independent contractor rather than as an employee.  The decision is under appeal and will not therefore immediately affect Uber's operations in California, although it could lead to more similar claims against them inside and outside of California, as well as more claims of misclassification by nominal independent contractors of other California companies...

New California Laws for 2015

Posted on January 03, 2015
California's many new laws for 2015 include some of interest to employers, including local minimum wage increases in Richmond, San Jose, and other California cities and mandatory paid sick leave starting in July.

California Local Minimum Wage Increases 2014

Posted on November 05, 2014
In the November 2014 elections, voters in the Northern California cities of San Francisco and Oakland have approved local increases to the minimum wage, that will apply to employees working within the city limits: San Francisco: The minimum wage will rise to $15 per hour in 2018...

Mayor Proposes City of Los Angeles Minimum Wage Increase

Posted on September 24, 2014
Following an increase in the California state minimum wage (with another coming in 2016), Los Angeles mayor Eric Garcetti has proposed raising the City's minimum wage by steps to $13.25 by 2017. San Francisco already has, and San Diego recently passed, a minimum wage ordinance that exceeds that required by California (which in turn exceeds the U...

How Not to Leave an Inheritance to a Child

Posted on September 09, 2014
A good example of why it's often not a good idea to leave an inheritance outright to a young child, and better to instead consider an ongoing trust, staggered and/or contingent distribution schedule, or simply a greater age than 18, 21, or 25 for outright distribution:From Trust Fund Kid to Average Joe: What Blowing a $250K Inheritance Taught Me, as told to Marianne Hayes, LearnVest...

California Minimum Wage Increase for 2014

Posted on July 01, 2014
California's minimum wage increased from $8.00 to $9.00 per hour today (a 12.5% increase), and will rise again to $10.00 on January 1, 2016 (a further 11.1% increase). California employers must pay the higher of the applicable federal, state, or local minimum wage...

2011 EDD Employer Payroll Tax Changes

Posted on March 01, 2011
The EDD has announced additional online services for small business, as well as highlighting other 2011 payroll tax changes.

IRS targets S corporation tax savings

Posted on February 02, 2011
The Wall Street Journal reports on a recent court case, David E. Watson P.C. v. U.S., in which the IRS took on an accountant-taxpayer for not paying himself enough salary as an employee of the subchapter S corporation he co-owned:For Sub-S owners, this issue isn't going away...

Social Security Payroll Tax Holiday 2011

Posted on January 25, 2011
For 2011 only, there is a minor payroll tax holiday, where the employee half of Social Security tax will be paid out of the U.S. federal government's general fund, instead of deducted from employees' paychecks. This is part of the overall tax compromise bill, which Congress passed, extending the Bush tax cuts for two years, as well as adding this tax cut...

LegalZoom.com Accused of Unauthorized Practice of Law and Privacy Violations

Posted on December 15, 2010
Legal Zoom (legalzoom.com) is accused of the unauthorized practice of law, as well as disclosing to third parties customers' private information:LegalZoom and Washington State Reach Agreement Over Unauthorized Practice of Law, IP Watchdog[T]he most egregious charge leveled against LegalZoom is that they sold, transfered or otherwise disclosed consumer information to third parties...

New California Employer Workplace Poster and Pamphlet

Posted on September 22, 2010
Effective October 8, 2010, two new regulations impacting California employers go into effect:1. All employers must post the new Notice to Employees, Injuries Caused by Work 2. Each new employee who begins work must be provided with the new Worker's Compensation Pamphlet, available here...

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