Business Fundamentals: What is a “Sole Proprietorship”?

We get this question all the time. Derived from the word “proprietor” – and first used in 1537 – a sole proprietorship offers the most flexibility and greatest freedom of all the business forms. However, it is not a separate entity and has no separate existence from that of it’s owner. Often times, businesses begin as sole proprietorships and graduate to more complex business forms as the business develops. A sole Read More

Business Fundamentals: California Corporations

A corporation is a useful way to start a new business, because as soon as you file the business’ Articles of Incorporation, the new business entity immediately becomes a separate legal entity with many of the legal rights of an individual. The choice to form a corporation, rather than conduct business as a Sole Proprietorship or Limited Liability Company, could be based on liability concerns, tax considerations, or Read More

Business Fundamentals: What is a Limited Liability Company (LLC)?

A Limited Liability Company (or "LLC") is the easiest and most straightforward separate business entity to establish, and is also often times the next "step" in the business start-up progression after the "sole proprietorship." Contrary to a sole proprietorship, the formation of an LLC does create a legal entity separate from owner or owners, typically termed "members" in the business' operating agreement. Because Read More

Business Fundamentals: Benefit Corporations

Benefit Corporations are probably the most recognized business entity available to social entrepreneurs. Establishing your business as one offers many benefits for a socially conscious enterprise, but there are several legal and administrative requirements to be aware of before taking the leap. First, much like a nonprofit, Benefit Corporations in California have a "general public purpose" baked into their Read More

Fun Facts about Corporate Minutes

Seriously? You were expecting fun facts about minutes? We’re more interested than the average law firm in drafting effective corporate documents, but even we don’t think minutes are fun. But they are important. Corporate minutes are much more than meaningless formalities or mere note-taking; they are legal requirements of substance that have important consequences. That’s what we wrote in “Breach of Fiduciary Read More

Business Fundamentals: Flexible Purpose Corporations

What are Flexible Purpose Corporations? UPDATE: In January of 2015, California revised the name of this corporate form to a Social Purpose Corporation. A Flexible Purpose Corporation (Flex C) is one of two new corporate structures that became available in California beginning January 1, 2012. The other corporate form that became available in 2012 was the Benefit Corporation. Flexible Purpose Corporations, like Read More