Category Archives: Coporation

A prenup is an abbreviation of the term premarital agreement or prenuptial agreement. When two people want to get married, but also want to control part of the relationship. They can control the part of a relationship through an agreement.

The most common purpose of a prenup is to address issues. How to handle marital properties in case of a divorce. Most people use prenuptial agreements for the divisions of assets after divorce. Before marrying spouses, this agreement separates the property and inheritance rights.

Some prenups contain descriptions about being physical, debts and protecting debts from another, etc. And some prenups also decide who will keep the pets, during marriage and beyo

nd. Celebrities have prenups. To control addiction to illegal drugs.

How Long Does Prenuptial Agreement Last?

Prenups last, usually to their terms. Some agreements execute terms till 10 years of marriage. After completing 10 years those terms get expire. Prenups are generally a modern concept. Not all marriages have prenups. But if you are having a divorce, and have a prenup, then it is quite beneficial. You can talk to your family law attorneys. It becomes an easy task for the distribution of assets.

It is a contract between two people. Specifically, prenups last for a lifetime. The agreement is depending upon the stipulations included in it. In some cases, couples include a provision of the ”sunset” clause. In this clause, the provisions last for a specific period. When the period is crossed, the contract becomes void.

If there is no provision provided, it lasts for lifespan. Both sides can wish the prenup over after certain years. The choice is completely personal and unique.

Prenuptial agreement is an open gate for the couple. They can communicate about the wishes openly. Prenups are an advantageous tool in marriage.

What Does a Prenup Cover?

There are several things listed in the prenup. Differing according to one’s will. This include:

• Spousal support or alimony
• Estate plans
• Children from a previous marriage
• Family property
• Liabilities
• Payments of debts
• Savings and spending
• property division
• Separate marital property
• Ownership of business
• Financial obligations

Can You Change or Cancel a Prenup?

The simple answer is, yes. The terms of a prenup can be altered and canceled at any time, no doubt. But this can be done with a mutual decision. However, both partners should sign on the changes written. Couples sometimes change only one or two terms. Then the other will remain intact. If a couple voluntarily decides to terminate the whole agreement. Then they must submit their revocation in writing.

Can You Sign a Prenup After Getting Married?

Some couples may choose to make a contract after walking down the aisle. In such a case, the couple has to go through a ”post-nuptial agreement”. This is exactly similar to a prenup. And flexible just like a prenup. You can alter this agreement at any time. Postnups can also be altered and changed at any time. With the help of a legal professional changes can be taken.

How Long Does it Take to Get a Prenup?

It could take as short as a minute. Sometimes can take long as a couple of months. Getting a prenup, is totally depends on your situation. It is majorly advised that you should start before 2 or 3 months of marriage. Signing a prenup close to the wedding could end up getting void.

Things to Know About Prenuptial Agreement

• It is a private agreement between couples. It sets some terms before each other. Each state has its own laws regarding the enforcement of a prenup agreement. In, most states, the agreement has to be fair.
• The parties also have full disclosure of their assets.
• Present your prenup the month before. Making it just before marriage, won’t be a good idea.
• Get your counsel with a law attorney.
• Prenup offers a person’s property brought after marriage as his/her personal property.
• In the case of alimony, only one party cannot seek divorce.
• Most prenups allow enjoying their property.
• A prenuptial agreement cannot be signed for limiting the child. The legislature does not let couples bargain for their children’s rights.

Do You Really Need One?

Prenups are not a bad idea. But they are not always necessary. This is essential for couples with significant assets. A prenup can be a good idea for the management of assets from both sides. Mainly divorce is seriously affecting your credit.

Summary

Today, more and more couples are opting for it. The prenups are not a bad idea. Many people think, only Millenials do this. But this is not true. It’s worth good management of assets. Not only assets but also take care of many things.

It saves a lot of stress during a divorce. And also helps you to go into marriage without stress. Mostly, lawyers will agree to write up a prenup for you. And that is also for free.

Can a limited liability company (LLC) hire people? Yes, an LLC can hire an unlimited number of employees. When it comes to LLCs and their employees, however, some important distinctions must be made.

LLC?

LLCs, or limited liability corporations, are a very popular business structure. LLCs provide the benefits of corporate liability protection without the need for separate tax return filings or the risk of double taxation.

Employees can work for your LLC regardless of whether it is managed by its members or by managers. And regardless of how many members it has. To be an LLC member, it’s not compulsory for an employee. But members may choose to be employees as well.

Employee?

An employee is defined legally as an individual hired for a wage, salary fee, or payment to perform work for an employer. Remember that employees are not the same as independent contractors. The former works for the company directly, whereas the latter does not.

This distinction is significant when determining whether specific laws apply to the business. As some laws become effective only after a company has attained a certain number of employees.

It can also affect whether an individual is eligible for worker’s compensation. Or whether the LLC can be held liable for any damages caused by an individual. An LLC will be subject to limited liability for any damages caused by an employee, but the protections will not apply to the company’s employees. This means that members cannot be held personally liable for the loss caused by an employee, but the LLC can. If an employee’s actions result in company liabilities, the liability protections apply only to members, not employees.

IRS does not consider LLC employees as self-employed. Whereas the IRS considers LLC owners as self-employed. According to state law, LLC members are neither LLC partners nor LLC employees. Of course, if you are an LLC owner, you work for the LLC, but this does not automatically imply that you are an employee. Employees of  LLC are not. This necessitates the filing of returns and payroll taxes, just like any other type of business.

Employees and the LLC

LLCs are popular due to the liability protection they provide to a company’s owners. In the event that an employee’s actions result in liabilities for the company. These safeguards apply only to the owners and not to the employees. Even though the company’s owners are not personally liable for the actions of its employees, the LLC is. Any damage caused by an LLC may hold an employee responsible for that.

Who Is Eligible to Work as an Employee?

The first step in determining your individual tax status is to clarify your role within an LLC and how you earn income. To be in compliance with the law, you must also understand how the IRS will tax your LLC income.

In order to hire employees, an LLC must obtain an Employer Identification Number (EIN) from the IRS. Tax reporting and other documentation, as well as for other financial and taxation purposes are some uses. Such as opening a business bank account. In certain states, in addition to the other initial LLC enrollment filings, you must enrol as an employer.

This employer categorization is typically used for tax purposes. It may also implement annual registration requirements or statutory compliance reports. The IRS requires LLCs to file returns and pay payroll tax, like all other business entities that directly hire employees.

Workers’ compensation insurance is required for any company that employs people. Certain posters informing employees of their rights and the responsibilities of their employers under labour laws must be posted in the workplace.

Exceptions for Members and Employees

If the LLC chooses to be taxed as a corporation, it can also choose to hire its members as employees who are paid a “reasonable” salary based on industry standards. State regulations determine the terms and conditions of appointing a member as an employee. They may vary from state to state and from year to year, so please research your state’s laws.

The IRS may consider earnings to be employment income if it is the result of services offered to or on behalf of the LLC in exchange for a guaranteed payment. If a member is hired, his or her salary is subject to regular federal withholding taxes rather than self-employment taxes. This can be extremely beneficial.

If you’re a member, another option is to hire your spouse as an employee. The LLC’s reported profits would be reduced and also the self-employment tax because of their salary. It’s critical to think about the proper and legal ways to do this. And your spouse must actually perform the duties expected of an employee.

Author’s Note

So, the answer to the question Can an LLC have employees is yes. An LLC may own unlimited employees. Few exceptions are always there. The LLC has to follow a basic procedure stated by the IRS or state to hire an employee. It has to follow all the guidelines regarding the owners and employees. 

Churches have historically acted as unincorporated associations, which subjected the church and its personnel to legal responsibility for debts, injuries, and adverse acts performed by workers under the church’s oversight. Can a church be incorporated? Many churches have chosen to incorporate in order to benefit from the benefits.

It gives privileges afforded by the corporate legal system. In other words, the process of merging your church differs by state, but there are several similarities. Therefore, most states allow churches to incorporate as a charitable entity under nonprofit corporations law.

The Church – Non-Integrated

A non-incorporated church is, by definition, a voluntary group of individuals who have agreed to collaborate on a common cause. Some of the legal features of such an organisation are as follows:

• The trustees serve on behalf of the entire membership. 
• Religious Organizations Land Act (ROLA) allows trustees to own the property.
• While the church does not have a legal identification independent from its members when it has its own name.
• Cases are brought by or against the trustees if brought against the church. And Trustees, officials, and members are collectively responsible for the church’s behaviour.
• Moreover, church liability insurance does not have a full safeguard.

The Church Incorporated

The group has a distinct legal entity from its members since it is an incorporated church. This gives the membership structure as well as limited liability. The following are some of the legal aspects of a consolidated body:

• Separate legal body – the church operates independently of its membership.
• A corporation can own land in its own right.
• Indefinite life – the company remains in perpetuity.
• Limited liability for members – offers some protection for members’ personal properties. 

• Officers’ indemnification – the church can buy Directors and Officers benefits. It provides leadership with insurance against personal loss
• With a few exceptions, the Church will purchase, sell, lease, and mortgage property much like any other company.

Why incorporation of church is done?

When a company becomes incorporated, it gains the same legal rights and responsibilities as an individual. There are numerous reasons why churches and other ministries should think about incorporating. After all, the most important is to shield individual members from personal liability resulting from fellow members’ negligent actions.

If your church or ministry is already incorporated, many states require annual paperwork to maintain your corporate status. This includes submitting a straightforward annual report to the Secretary of State’s office.

The Benefits of Incorporation

The following are a few examples of when integration can be advantageous:

• Building programme or extension carries debt, negligence, third party or volunteer risks. participation
• Taking on debt – a risk associated with fundraising efforts
• Hazardous ministries – unsafe operations such as schools, camps, children’s clubs, or mission trips, etc. ministries to the society
• Jobs – chance of unfair termination, etc.
• Volunteers – threats associated with church discipline, child neglect, and so on.

Disadvantages to Incorporation – 

There are certain drawbacks to incorporation that may lead a church to rethink. Among these are: 

• Expense – For a small congregation, the cost of incorporation may be prohibitively expensive. The majority of the expense would, of course, be legal fees. If the incorporation committee is capable of doing preliminary research and writing documents. Some lawyers are willing to do pro bono work, particularly if they are church members.
• Time – the process is lengthy, with most churches taking 12 – 18 months to complete the entire process. It is preferable to take one’s time, properly prepare the papers, and go through the process the first time.
• Greater regulation/compliance – It is appropriate to comply with applicable legislation once the church is organised. And also to pay more attention to the procedures outlined in the new bylaw.

How can a church be incorporated?

1. Approval of members-

Obtain the approval of church members before incorporating. Usually, this means convening a conference of the church hierarchy to vote on the suggestion. When the church leadership agrees to integrate and the question is taken to the church members for approval by a general vote of certain denominations.

2. Appointment

Appoint someone to serve as the incorporator, who will handle the paperwork. Anyone who is able to prepare and file the articles of incorporation will serve as the incorporator. It does not have to be a church elder. 

3. Registered Agent

Choose a registered agent. A steward is an individual or organisation with a physical address in the state who may receive official mail on behalf of the church. Some states allow the church to function as its own registered agent by using the physical address of the church. Similarly, in certain states, you must appoint a person or a corporation to serve as your registered agent.

4. Non-profit articles

Prepare nonprofit articles of incorporation that are in accordance with the laws of the state in which the church is based. Many states have a template that can be downloaded from the website of the secretary of state. Also, there is another state website for the department that manages business registrations.

The fill-in-the-blank template guides you through the bare minimum of details required to prepare suitable posts. The nonprofit articles of a church should usually identify it as a membership-based nonprofit corporation. Rather than the sort of nonprofit corporation that requires a board of directors. In addition, the church would also almost certainly want to incorporate an intent clause from the church’s constitution or another governing document.

The state must get the filled the nonprofit articles of incorporation. Therefore, the incorporator must sign the papers. States also accept mail and fax by mail for nonprofit publications. Some states have an electronic filing system that can be accessed through the Internet. The article must include the filing fee for the state. The incorporation completes after the approval by the state.

Author’s Note

In conclusion, church incorporation can be done in various ways. The rules differ from state to state. Thus, the incorporation process has both advantages and disadvantages at the same time.

In layman’s term, a non compete agreement can be defined as a type of contract, where an employee promises not to enter into any kind of competition with the employer after the employment period is done with.  These contracts primarily deal with the protection of confidential information and an unfair playing field for the company. And information falling into the hands of a competitor or a market adversary. The validity of the contract depends on various factors and sometimes may come with certain incentives for the person signing the contract after his employment period is complete. Many people remain worried if they can be fired for not signing a non compete. Employees, consultants, agents, contractors, everyone may come under the purview of this clause.

Protection- 

Protecting the company’s foothold in the market and protecting it from malicious intentions of the investors are the main causes of the emergence of this contract. Although, proper steps should be taken before both the parties enter into this contract to make sure. That it does not get lopsided at any point and is equally beneficial to both the parties considering the various factors which come into play. Like the geographical location and the duration of the agreement. 

The legality of a non competes agreement differs greatly from one place to another.  Although steadily gaining importance in various crucial fields like telecom, media and information technology among others, from the perspective of Indian Law. A non compete agreement is not at all binding and can be considered null and void in court. 

Non-Disclosure Agreement 

Another term that lies in the same ballpark as a non compete agreement is a Non Disclosure Agreement (NDA). A Non Disclosure Agreement is an agreement where two or more parties enter into an agreement to not disclose any of the information. That is passed between them during the course of the venture to protect the interests of the concerned parties. It is a legally binding document that allows the parties to freely share sensitive information between them.

Difference between a Non-Compete Agreement and a Non Disclosure Agreement 

Although both the contracts are powerful legal instruments enforced to safeguard the integrity and privacy of the organization and employee alike. There are some subtle differences between a non compete agreement and a non-disclosure agreement. 

In the non compete agreement, the recipient who is resigning or whose contract is being terminated enters into an agreement. To not compete with the party with whom they are signing the contract in adherence to certain factors like duration, incentives and field of business. It protects the company from unfair competition and thus levelling the playing field. One of its special characteristics is that it’s usually a one-way contract.

 A non-disclosure agreement, on the other hand, restricts the independent employee, contractor and agent to share sensitive information. Like the company’s trade secrets to external parties. It is a mutual contract that cannot come into existence without the consent of both parties.

Although similar in nature, a non compete agreement and a non-disclosure agreement specifically perform a distinctly different function. Which leads to the protection of the interests of the parties.

Can I be fired for not signing a Non-Compete Agreement?

With the non compete agreement being a characteristically one-way contract. Employees after entering into a new workplace may deal with the dilemma of choosing between signing and non-signing a non compete agreement. Is its long term impact on his growth and progress of the company.

To summarize the facts of the matter, a non compete agreement is made in the best interest of the company to keep parties. Like the employees, contractors, agent, etc. from competing against the company itself in the long run after the resignation or the termination of their contracts. 

Keep in Mind –

Keeping in mind the fact that an employer can neither force you nor you are in any way obligated to sign a non compete agreement. The decision is ultimately in the hands of the employer. He or she may choose not to hire you or pose the signing of the contract as an ultimatum towards your future in the business. The signing party also has the backing of the legality of the courts as a whole. Because the court does not really approve of a non compete agreement. 

Upon dispute between the employer and the employee regarding matters of the contract. It will go over the contract to see whether the contract is practical and biased. And does not favour the employer in an unhealthy manner. With the premises of the contracts seemingly favouring the employer who holds the strings regarding hiring or promotion of the employee.

Like the geographical aspect of the contract. The contract is certainly not fair if signing a non compete agreement within the given geographical boundary. It will hamper the employee to make a living after resigning or getting terminated from the company. There are also aspects like duration and incentives where a specific duration for the adherence of the non compete agreement. It is given in the agreement itself and another one where, after the resignation/termination.

Certain incentives or bonuses are given to the employee to save. Or relieve him from any distress caused by not being able to function efficiently. To expand his new enterprise or not being able to find a livelihood. Due to the signing of the agreement in the last job respectively. 

The Conclusion- 

Can I be fired for not signing a non compete? This a general concern. Like in all legally binding contracts the above-mentioned points are some of the niches of the non compete agreement. Which the employee should pay keen and proper attention to before entering into or signing the agreement. Keeping in mind the different ramifications associated with the act in relation to his hiring, future in the company. And future employment opportunities in not only the same fields but also in other different fields.

How to close a corporation in California? Some corporations, run their business, gain profit. And sometimes face defeat and voluntarily the corporation decides to close the business. If you have reached that point to close your California corporation, then you need to look into some tasks.

Dissolving the Corporation

Your business is registered with the California state. Officially ending this business entity from the registry of states, and putting it beyond all claims. This is a task of dissolution. While a corporation is dissolving involuntarily, then it includes court decrees. This article is about voluntarily dissolved corporations. Dissolving a corporation voluntarily will involve special procedures. Only a corporation’s shareholders can decide the dissolution. It involves the consent and majority agreement of all shareholders.

California’s General Corporation Law (GCL) provides the laws for voluntary dissolution. If shareholders holding shares, at least voting over dissolving corporation should be 50%. The statutes of California State do not allow actions by the board of directors before the shareholder’s vote. The board of directors should call a meeting of shareholders and notify them about dissolutions. In case of dissolution, you should give an advance 10 days notice of vote over dissolution.

GCL allows you to avoid meetings of the shareholders, only if they have shares of less than 50%. If they hold more than 50% shares then they must have to sign over knowing as a ‘’consent’’ of each shareholder. However, you have no consent written then you can make a strict notice for those who did not sign for consent. This notice is known as ‘’prompt notice’’.

Winding Up

After approving the dissolution, your corporation continues to exist only to take care of the rest of matters. That collectively called winding up the corporation. Winding up includes the matter of remaining assets, paying debts, etc. The Corporation’s first obligations to take care of liabilities. The first liability is, paying business taxes and creditors. Other, then assets may be distributed to the shareholders. GCL provides, your board has the power to wind up and settle the affairs of your business.

Certificate of Election to Wind Up and Dissolve

If all the outstanding shares of your corporation vote in the favor of dissolution, then you don’t need to file a Certificate of Election to Wind up and Dissolve. With the Secretory of States (SOS). However, if the voting is less than required, then you can file for the certificate with SOS.

The certificate must provide this information:

• A statement that the corporation has elected to be dissolved.
• If the certificate is signed by a shareholder then it executes the statement.
• You can submit the certificate by mail or in person. There is no fee for the certificate sent by mail.
• The document handling fee should be handover to the SOS office.

Notice for Creditors and Claimants

Under GCL, the approval has been made for dissolution. Now you need to notify the creditors. This should be a written mail commencing a voluntary dissolution of a corporation. The winding-up to all creditors and claimants has been done. If you are not in the favour, consult your business attorney. This is to ensure that notices include all legally required information.

Certificate of Dissolution

After winding up your business, you must file a Certificate of Dissolution with the SOS. The certificate includes:

• A statement that ensures the corporation has been completely wound up.
• The corporation’s all known debts and liabilities should be successfully paid.
• Statement executing the corporation is dissolved.
• The instructions of Certificate of Dissolution, are available online too from the SOS websites.
• You can submit this certificate by main of in person. It does not acquire any kind of fees.
• In search of how to close corporation in a California? Be aware your business name will become available to use for other businesses after dissolution.

Some Important Notes

• Articles of incorporation must be filed within the last 12 months.
• Your corporation has no debts and liabilities left.
• Any existing tax liabilities and other liabilities will be satisfied. And assumed.
• Any final tax return will be filed with the Franchise Tax Board.
• If your corporation has not issued shares, and if the corporation has received payments for shares, those payments have been returned.
• Your corporation has not done any business.
• The majority of the directors authorized the dissolution.
• The assets have been distributed to the entitled person.

Clearance of Tax

The California State does not require to obtain tax clearance before the dissolution of the corporation. But as mentioned in the Certificate of Dissolution, you must affirm the final Franchise Tax Corporation.

Additional Information

How to close a corporation in California? Is for those who want to close the establishment of their corporation. Dissolving and winding up your corporation is the only process of closing. And you can find additional information on SOS websites.