Corporate Attorney

California, Los Angeles, San Diego, Orange County

Brad Nakase, Attorney

Email  |  Tel 888-600-8654

California businesses should hire a corporate lawyer to ensure corporate compliance. A corporate lawyer advises a business client of the company’s responsibilities, rights, legal duties, and rights. When a corporation hires a corporate lawyer, the lawyer represents the corporation. The corporate attorney does not represent the corporate officers, employees, or directors. Under corporate law, a corporation is considered a “person” and is separate and distinct from the shareholders and natural person running the company. Our corporate attorney provide legal services for corporations throughout California, Los Angeles, San Diego, and Orange County.

What is Corporate Law?

Corporations are treated like people; they can sue and be sued. Corporations are legal entities that are authorized to conduct business. As separate legal entities, corporations are set apart from their individual owners and shareholders. Corporate law focuses on all the legal hurdles that corporations may face. There are so many state and federal requirements that corporations must abide by which is why most states make it mandatory that corporations hold annual meetings. An attorney along with owners and shareholders attend this meeting as to make sure that the corporation is following all rules and regulations.

Corporations also confront the normal everyday issues that businesses face, such as employment issues, disputes regarding contracts, and product liability issues, etc. Depending on the corporation’s size, they can either hire a legal team with various types of specialties, or one individual attorney with a broad range of experience.

Important Terms

  • Corporation. A corporation is a legal entity whose main purpose is conducting business. Corporations are either closed or public. Few people own the corporation when it is a close corporation, it also does not have its stock publicly traded. With public corporations, stock is traded on the stock exchange market.
  • S Corporation. This kind of corporation has a limited number of shareholders. Although the shareholders have some certain tax benefits, they have no stock options.
  • Piercing the Corporate Veil. The person with the highest ranking in a company, who is responsible for making decisions regarding management.
  • Chief Executive Officer (CEO). Appointed by board of directors, the CEO is the executive chief with the power to make decisions and authority to manage the corporation’s daily operations.
  • Board of Directors (BOD). Elected by the corporation’s shareholders, the board is a group of individuals that manage the corporation’s affairs and with power to appoint the corporation officers.

What to Consider When Hiring a Corporate Lawyer

Although corporations must be incorporated, they do not necessarily have to be in their home state. For example, Delaware is actually a popular pick when it comes to incorporation due to its tax benefits and the low costs of incorporation. However, corporations still need to register their corporation in states where they conduct their business. It’s always best to check with an attorney if you would like to incorporate out of state.

As mentioned above, corporations are heavily regulated by state laws and the federal laws. Actions like calling for board meetings, issuing stocks, appointing employees, and having communications with shareholders- are all actions which are governed by several state and federal statutes. Corporations that fail to follow statutes can be subject to heavy fines and even lawsuits. Taking this into consideration, it is extremely important that a corporation has a lawyer to help it navigate the murky waters of state laws and federal laws.

Corporate Lawyers Los Angeles Businesses Trust

Most Los Angeles business owners know that a corporate attorney can help their company with litigation, but there are a number of other ways corporate lawyers can help your business:

  • Small Business Legal Services – A good corporate attorney will provide legal counseling from startups, business formation, incorporation, and litigation. First, some general rules about dealing with lawyers: If you are being sued, it’s too late.

  • Partnership agreements – A partnership agreement details the responsibilities of each founder to the business. This might be in terms of the amount of resources they provide or the work that they do for the business. This agreement will also set provisions for profit-share, decision-making authority, and how to deal with the dissolution of the business.

  • Contracts – Strong contracts will protect your business from litigation and from other parties not fulfilling their responsibilities to your company. You will need business contracts with suppliers, clients, and employees.

  • Intellectual property protection – Trademarks, patents and copyrights will protect what makes your business unique. A lawyer can help you to file the paperwork properly to ensure there are no loopholes.

  • Business formation – If you need help weighing up the pros and cons of each type of business entity, then a corporate lawyer will be able to help. They will also assist with filling out and filing the formation paperwork.

  • Employment Lawsuit Defense – Even with strong employment contracts, employment disputes can happen. Corporate lawyers are experts at trying to prevent and resolve issues without litigation. If you are facing litigation, they can help with that too.

What Can’t a Corporate Attorney in California Help With?

There are a number of things a corporate attorney cannot help with, either because it is something that is more financially viable to do yourself or because it requires the help of other professionals. Here are some things that your corporate lawyer cannot help with:

  • Applying for an EIN
  • Filing formation papers
  • Choosing domain names and business names
  • Anything to do with taxes
  • Payroll
  • Applying for a business license
  • Writing a business plan
  • Hiring employees and independent contractors
  • Applying for business loans

A corporate lawyer is a great source of advice on the above topics, but they cannot perform those tasks for you. If you need to find an accountant, ask your corporate lawyer who they will recommend.

How to Pay a California Corporate Lawyer

A corporate attorney will use a number of different fee structures when charging you. Certain fee structures are more appropriate for different services. Here are the five most common fee structures:

  • Retainer – By hiring an attorney on retainer, you buy a certain amount of their time per month. This means that you can seek advice and questions from them anytime you need, and you will receive a quicker response because that time is set aside for your business. This fee structure is beneficial for new business owners or those that may need a lot of assistance.
  • Contingency Fee – For lawsuits where a client will win damages or compensation if they win the case, a lawyer might work on a contingency fee. The client will not pay any legal fees upfront (though they may need to pay court fees), and the attorney will take their fee as a percentage of the compensation they win. If your attorney does not win the case, then you will not pay them.
  • Flat Fee – For simple services, a corporate lawyer will charge a flat fee. This means that you will only pay them this fee for the task, no matter how long it takes them. Attorneys will usually allow flat fees for routine tasks that will not vary in the amount of time or work they take.
  • Hourly Rate – For tasks that may vary in the time it will take or those that need negotiation with another party, your attorney will charge an hourly rate. This means that you will pay them for the time they spend on each task.
  • Business Equity – This is not a common fee structure, but if your attorney believes in your business, they may offer their services in return for business equity. They will come on board as a legal partner as they are more invested in the success of your company.

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Material Breach of Contract

A material breach of contract occurs when a party fail to perform a contract's terms making the primary purpose of the contract not met, the breach is considered material.

What Type of Business Is a Partnership?

A partnership is the simplest business structure where two or more people are owners of a business. The types of business partnerships include general partnership, limited partnership, and limited liability partnership.

What Is Company Culture?

A company culture is how things get done in the workplace. Company culture can more be described as core values or operating principles used to set the tone for the company's overall operations and success.

What is a sole proprietorship?

A sole proprietor is someone who owns an unincorporated business by himself or herself. A sole proprietorship is a business that can be owned and controlled by an individual.

Sole Proprietorship vs. LLC

Sole proprietorships are popular for self-employed professionals, freelancers, and contract workers, while LLC offers personal liability protection than sole proprietorship.

Is it legal to sell homemade food in California?

Yes, you can sell food from home so long as you have California-required health and food handling permits and business licenses. You must get a permit to sell food from home from the county health department in California. 

How to Incorporate a Small Business in California?

To incorporate a small business in California, file an Articles of Incorporation with the California Secretary of State's office. After you file the Article of Incorporation, create corporate bylaws, and elect your initial director(s).

6 Steps for Planning a Business Grand Opening

1. Create Goals for the Event, 2. Begin Planning Early, 3. Stick to the Budget, 4. Have the Right Insurance, 5. Advertise Before the Event, 6. Offer Food and Entertainment

10 Facts About Business Before Starting A Business

1) More than 50% of new businesses survive their first year in business. 2) Less than 50% of family-owned businesses are passed to their children. 3) 40% of business experience challenges in the supply chain…

S Corp vs C Corp – Differences and Benefits

The main difference between an S Corp and a C Corp is that for a C Corp, the corporate profit is taxed to the company, and the dividends to the shareholders are also taxed. In contrast, for an S Corp, the profit is taxed to the shareholder but not to the corporation. Generally, small businesses are S Corps, and major companies are C Corps, e.g., Apple, Microsoft, Caterpillar, John Deer, etc.

How to Form a Corporation in California?

To form a corporation in California follow these steps: 1) Write a one page Article of Incorporation, 2) File the Article of Incorporation with the California Secretary of State, 3) Elect corporate board of directors, 4) File Statement of Information with Secretary of State.

What are the benefits of a corporate lawyer?

The are many benefits of hiring a corporate lawyer for your business which includes: avoiding litigation, enforceable contracts, develop employee policies, proper licensing, etc.

What is Commercial Litigation?

Commercial litigation refers to litigation (lawsuit) that involves commercial or business disputes in court between two or more parties.

How to Get Rid of a 50 50 Business Partner.

How to Get Rid of a 50/50 Business Partner. One method to get rid of a 50/50 partner is to file a business partnership dissolution in the state your company was formed to end the partnership.

Personal Assistant Scam

A personal assistant scam typically involves a perpetrator putting out an ad to hire a personal assistant. Then, when the perpetrator purportedly hires the personal assistant, the assistant is asked to buy something with their own money with the promise to be repaid. The perpetuator then disappears after receiving the goods.

Fiduciary Responsibility Definition

A fiduciary responsibility refers to an organization that must put another person’s best interest first. A fiduciary duty is the highest standard of care in law. For example, a lawyer owes a fiduciary responsibility to the clients, a doctor owes a fiduciary duty to a patient, and a trustee owes a fiduciary duty to a beneficiary.

What is profit formula and how to calculate profit formula?

A business profit is revenue minus expenses. The profit formula in accounting calculates the net gains or losses incurred by the business for a period by subtracting the total expenses from the total income: Total Income – Total Expenses - Profit

What is invoice reconciliation?

Invoice reconciliation is the process of matching bank statements to incoming and outgoing invoices. The purpose of invoice reconciliation is to confirm that the data entry is correctly matched with every invoice.

What Makes a Verbal Contract Valid

A verbal contract is valid when contractual elements are satisfied, such as evidence of an offer, acceptance of the offer, and consideration which is an exchange of value between the parties.

Marketing Transport Company

The easiest way of growing your list of clients is to schedule a meeting with businesses that do a lot of shipping and introduce your transportation company. Then, engage an internet presence to market your transportation business.

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