The owners of the LLC are called members. The members are the LLC equivalent of corporate shareholders. Rather than shares, these members have membership interests. The members enter into an Operating Agreement which governs the LLC and the member’s rights and responsibilities. The Operating Agreement is the LLC equivalent of corporate bylaws. An LLC Operating Agreement can generally be viewed as allowing a high degree of flexibility in structuring member financial interests in comparison to an S Corporation.
An Internet Advertising Agreement is an agreement typically between a company seeking to advertise and an Internet advertising provider, and typically covers concepts such as: the advertising services provided, the items to be provided to the advertiser and the advertiser’s duties with respect to distributing the advertisement, a license from the company to the advertiser to use the advertising material, provisions outlining the proprietary rights and intellectual property rights between the parties, an outline of any applicable content restrictions, customary (and any special) representations and warranties, indemnification obligations, an outline of the term and termination provisions of the agreement, and the pricing and payment terms.
If you run a small business and hold an ownership interest with others in an S Corp, it often makes sense to consider having an S Corp Shareholder Agreement (sometimes also referred to as a “Buy-Sell Agreement”) prepared that provides for an orderly transition of your ownership interest in the event of the happening of important events that can affect you and the business.
S Corporation versus Limited Liability Company – one of the most important decisions a new California business owner can make is to choose a legal entity through which to conduct business. Often times, the decision is narrowed down to two types of entities: (1) the California S Corporation (S Corp), or the California limited liability company (LLC). Both the California S Corp and the LLC provide varying levels of personal asset protection for the business owner, varying tax advantages and disadvantages, and varying complexity in the day to day operations of the business, amongst other differences. The purpose of this article is to highlight some of the key differences when making the choice between a California LLC or a California S Corp.
Dissolution of a corporate entity often makes a lot of sense when it is no longer operating, and all shareholders are in agreement as to dissolution, as it can save a substantial amount in corporate maintenance fees over time, including the $800 annual minimum franchise tax.
Does your small business need a legal opinion in connection with the issuance of an EV SSL Certificate? If so, our attorneys are experienced with the process and can help your business through the process by providing a verified legal opinion.
On an annual basis, we remind our clients of their responsibility to maintain a minute book and document annual meetings of Shareholders, Directors, Managers and other formal actions taken and recorded either in a Unanimous Written Consent or meeting minutes.