Difference between chairman and president in a Company?
United States of America perspective The President of a corporation typically is the most senior corporate officer (frequently also the Chief Executive Officer). The President typically reports to the board of directors. The Chairman is called, more formally, the Chairman of the Board. This is the board member who is chosen by the […]
Does an LLC need an Operating Agreement?
This post answers the following question: Is an operating agreement required? As is the case for many issues pertaining to limited liability companies, the answer varies from state to state. To answer this question, we need to examine the relevant statutes for each state. Most States, Operating Agreement Not Required Most states do not require that an LLC […]
Can a Girlfriend’s Name Be on a Deed and Not on the Mortgage?
If your name is on the deed but not on the mortgage, your position is actually advantageous. The names on the deed of a house, not the mortgage, indicate ownership. It’s the deed that passes real estate ownership from one entity to another. Title Deed Vs. Mortgage The person whose name is on the […]
Can I Sign Contracts for a Corporation?
This issue comes up here and there. Authorization to sign contracts is addressed in the corporation’s bylaws and / or in resolutions of the board of directors. If specific authorizations are set forth in the bylaws, changing those authorizations can cause some problems, because the bylaws must be amended. Thus, it would be better to have specific […]
Why use “Amended and Restated”?
“Amended and restated” is a term used by lawyers quite a bit. This post discusses that term’s meaning and why attorneys use it. “Amended and restated” can apply to any type of legal Agreements. Examples: Certificate/articles of incorporation; Corporate bylaws; Limited liability company operating agreement; Any other type of agreement; What is Amended and Restated… […]
Moving My Corporation to Another State
I find that for most entrepreneurs, it makes sense to incorporate in the state where the entrepreneur resides. Incorporate in the state in which you are doing business, unless there is a good reason to do otherwise [in which case the other state chosen probably will be Delaware]. Why Move a Corporation to Another State? However, if the entrepreneur […]
Fictitious Business Name Publication
A fictitious business name (FBN) is California’s term for a DBA (“doing business as”). This post explains the State’s FBN publication requirement and describes how I have selected newspapers for this purpose. Once you file your FBN statement with the clerk of the applicable county, you have 30 days to arrange for a “newspaper of general […]