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Richard
Richard, Attorney
Category: Business Law
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Experience:  32 years of experience practicing law and a businessman.
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Im part of an S Corp in California. There are two principals,

Resolved Question:

I'm part of an S Corp in California. There are two principals, myself and my partner whom resides in Hong Kong and is never in the US. Therefore I sign all papers.

Our company just received an additional invoice from Customs Border and Protection for $49,xxx. Our company does not have the money to pay this. The surety bond is for $50,000. When the surety bond company pays out on behalf of our company, can they come after my personal assets as principal? I plan on dissolving the company. The bond / indemnity was for our company but I signed on behalf as president.
Submitted: 1 year ago.
Category: Business Law
Expert:  Richard replied 1 year ago.

Welcome! My goal is to do my very best to understand your situation and to provide a full and complete answer for you.

Good evening. As long as you did not personally guaranty this bond, but simply signed on behalf of the president, you have no personal liability and the bonding company can only look to the assets of the corporation, if any, for repayment. You have no personal liability for the debts and liabilities of the corporation.



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Customer: replied 1 year ago.

Does this mean I personally guaranteed this bond as owner of the corporation?


 


Revsied: C Corp.


 


Below is part of the Bond and Indemnity form. All owners must sign as Indemnitor which I did.


 


In consideration of executing the Bond(s) applied for by Applicant, the Undersigned, now referred to as Indemnitor(s), acknowledge(s) that the above Indemnity Agreement has been read
and the Indemnitor(s) is (are) aware of the contents of the Indemnity Agreement. The Indemnitors(s) agree(s) to be bound by the Indemnity Agreement to the same extent as the Applicant.
The obligation imposes individual liability on the Indemnitor(s) as well as joint liability with the Applicant. The Indemnitor(s) has(have) sufficient interest in the performance of this
obligation to execute this agreement and is (are) fully empowered to exercise this agreement.

Expert:  Richard replied 1 year ago.

Did you sign the indemnitor in your individual capacity as an owner?

Just so you know, if I don't get right back to you, I may be taking my evening break. But, I will get back to you as soon as possible upon my return.

Customer: replied 1 year ago.

If I understand your question right, yes, I signed it as an individual capacity as an owner.

 

Below is a common application given to all importers, which I signed as owner. Given the wording on this application, can they hold me personally responsible?

 

http://www.phoenixintl.com/files/documents/Phoenix%20C1%20Bond%20Application.pdf

 

Thank you for your time.

Expert:  Richard replied 1 year ago.
Unfortunately, this is going to be considered a personal guaranty and each owner will have personal liability. I'm sorry!
Richard, Attorney
Category: Business Law
Satisfied Customers: 45530
Experience: 32 years of experience practicing law and a businessman.
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