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Recent business law questions

I'm bringing on a new partner to my S-Corp to have 30%

I'm bringing on a new partner to my S-Corp to have 30% stake in the company. Currently, I own 70%, and the company owns 30%. We'd like to change it to the company = 10%; new partner = 30%; and I = 60%. Is there an easy way to accomplish this? Do I need to sell him 10%, and then have the company sell him 20%? Or is there a method to just do one transaction for him?

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What's the difference between LP, LLC and inc?

What's the difference between LP, LLC and inc?

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Loren

Juris Doctor

 
34,560 satisfied customers
The original member of a LLC wants out, company has not

The original member of a LLC wants out, company has not transacted business. Need simple forms to record the necessary resolutions in the records books, need to change registered agent with state of florida (where the entity is domestically organized), change primary business address to our business address in NY and mutually release each other (original member of LLC and the company)

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Irwin Law

Juris Doctor JD

 
8,050 satisfied customers
My partner in our LLC has embezzled funds (taken ATM

My partner in our LLC has embezzled funds (taken ATM withdrawals to use for gambling) for 5 years. How do I handle this? I am not interested in pressing criminal charges but I also want to eliminate any negative tax consequences on me.JA: Can you tell me what state the LLC is registered in?Customer: MDJA: Have you talked to a lawyer yet?Customer: briefly but they weren't much help. They said there is a challenge when it is a partner since they have some "rights" to the funds. What about fiduciary responsibility etc?JA: Anything else you think the lawyer should know?Customer: We are planning on having her sign off of the corporation immediately.JA: OK. Got it. I'm sending you to a secure page on JustAnswer so you can place the $5 fully-refundable deposit now. While you're filling out that form, I'll tell the Corporate Lawyer about your situation and then connect you two.

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legalg

Juris Doctorate

 
12,166 satisfied customers
I need a sample clause LLC operating agreement (member

I need a sample clause for an LLC operating agreement (member managed) which grants the organizing member an equity interest in the LLC. Four other members will contribute $25K each. The organizer has obtained the location, the conditional use permit and will obtain the dispensary license. The organizer intends to be an equal member (20%) for organizing the LLC and obtaining the necessary permits and licenses.Existing boilerplate wording:NITIAL CONTRIBUTIONS. The Members initially shall contribute to the Company capital at least one share/($X,000.00) and the company shall keep record of the amount each members shareholdings.Please provide sample alternate wording

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Law Educator, Esq.

Attorney At Law

Doctoral Degree

 
104,184 satisfied customers
We are 15% owners of an LCC in The Woodlands, Texas and also

We are 15% owners of an LCC in The Woodlands, Texas and also own 15% of the same company in The Netherlands. After three and a half years of being constantly bullied and oppressed by the other shareholders, my husband was fired in January by the majority shareholder without any explanation. We sent them an email a week after that offering our shares to the rest of the shareholders (right of first refusal). Five months went by without getting an official offer for our shares, they constantly came up with excuses for the delay. Also, they would never answer the phone when my husband called them. They took weeks to answer our emails. They finally gave us their offer last month which was less than half of what we were expecting and also demanded we sign a non-compete for the remaining of the year. We have been negotiating since but we can't seem to come to an agreement. They want all their conditions met and are not conceding in a single thing we are asking. Not one.In their offer they demand to have all the shares here in Texas and in the Netherlands at once but get SEVEN months to pay for them. Also as I have already mentioned, they want us to sign a non-compete until December 31st, 2016. As you can understand this is unacceptable for us as the amount they offer for our shares is way less than we should get (no formal valuation was done). How do they except us to survive the rest of the year without being able to earn a living and also waiting seven months to receive full payment of our shares which is short of what we should get in the first place? As I said, we have tried to negotiate on this but they won't budge. We have considered selling our shares to a third party but in the operating agreement it is stipulated it has to be unanimously approved by the other shareholders. They have already expressed intentions of not approving that so we have hit a wall here.We are desperate, what should we do? Please help us. I would highly appreciate any help you can provide

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Legalease

Attorney At Law

Doctor of Law w/ highest honors

 
14,512 satisfied customers
If I own a membership interest in an LLC, is my member

If I own a membership interest in an LLC, is my member interest located at my personal residence? On the list of members included in the operating agreement it shows my home (residence) address as my address. The principle place of business for the LLC is a different address.

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Loren

Juris Doctor

 
34,560 satisfied customers
If a person is a member of an LLC, where is the membership

If a person is a member of an LLC, where is the membership interest deemed to be located? Is it located in the state under whose laws the LLC is formed? Is is located wherever the person who is the member happens to be at any particular time? Is it located where the Operating agreement sits in a file etc?

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Loren

Juris Doctor

 
34,560 satisfied customers
I have an LLC registered in Arizona and am going to do

I have an LLC registered in Arizona and am going to do business in other states, not Arizona; I am a going to register my LLC in the States that I am doing business as well (along with a statutory agent in each). My question is…is my LLC governed by the laws of Arizona, since that is where I have originally registered, or by each state in which I am doing business? I just need to know so I can put that in my Operating Agreement. thanks

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Loren

Juris Doctor

 
34,560 satisfied customers
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