Category Archives: News

29 Dec

Corporate Transparency Act Imposes New Reporting Requirements

What is the Corporate Transparency Act? The Corporate Transparency Act (“CTA”) is a new federal law that is designed to create a national database of any entity (corporation, limited liability company, etc.) that is created in any state in the US.  The goal is for the US Government to have one central database, where they

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04 Aug

New Entity Filing Fees Temporarily Suspended

The Budget Act of 2022 (“Act“) was officially signed into law on June 28, 2022.  The Act covers several items, one of which is a suspension of certain initial corporate filing fees from the California Secretary of State through July 30, 2023.  In other words, generally speaking, the cost to file articles of incorporation (for

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23 Apr

New Successor Liability Reporting Requirements for Businesses

If you went online to file your annual statement of information with the California Secretary of State in the last few weeks, you should have noticed that not only could you not file a “No Change” statement, but they also added some new language that each filer must now acknowledge.  The “new language” is the

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16 Sep

Biz Brief: Owning the Business is Not Sufficient to Take a Salary

In In re Village Red Restaurant Corp. d/b/a/ Waverly Restaurant, the Bankruptcy Court held that simply owning a business was not fair consideration in exchange for a salary. Village Red Restaurant Corp’s (“Village Red”) operated a restaurant in New York.  The sole shareholder was Christine Serafis (“Christine”), who received the shares from her father as

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25 Jul

Biz Brief: New Law Creates New Reporting Obligations for Businesses

In an effort to combat “money laundering,” Congress passed the Corporate Transparency Act (“CTA”) on January 1, 2021.  The CTA is not technically in effect yet; however, we anticipate that it will be the law by January 1, 2022, unless Congress enacts the regulations sooner.  As such, “owners” of business entities need to be aware

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10 Nov

Biz Brief: Homestead Exemption Increased for California Debtors

It has been over eleven years, but on September 18, 2020, Governor Newsom approved and adopted Assembly Bill 1885 (“AB 1885”), which dramatically increases the homestead exemption in California to at least $300,000. Under existing law, which was last amended in in 2009, an individual debtor may exempt $75,000 in his primary residence, and depending

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27 Aug

Biz Brief: What is “Commercially Reasonable” During a Pandemic?

On June 23, 2020, the Supreme Court of New York enjoined a secured creditor from foreclosing on its security interest.  In D2 Mark LLC v. OREI VI Investments LLC, the creditor was attempting to conduct a foreclosure sale on the debtor’s membership interest in the Mark Hotel (a landmark property in Manhattan), after the debtor

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23 Jul

Biz Brief: Recent Case Affirms the Importance of Corporate Formalities for LLCs

An Ohio appellate court recently held in Denny v. Breawick, L.L.C., 2019-Ohio-2066, that the doctrine of piercing the corporate veil applied, and found the sole member of two limited liability companies was personally liable for a judgment.  This case, although not binding in our Circuit, is a reminder of the importance for maintaining corporate formalities.

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