Law Office of Christopher Scott-Dixon APC

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Law Office of Christopher Scott-Dixon APC Legal services for the small business.

Who can own part of your therapy practice? In California, it depends on their license not on how much you trust them.In ...
10/12/2026

Who can own part of your therapy practice? In California, it depends on their license not on how much you trust them.

In a California professional corporation, shares may generally go only to licensed people. That rules out a spouse, a practice manager, or an outside investor, no matter how involved they are.

A different license may still qualify in an MFT corporation, psychologists, clinical social workers, and professional clinical counselors can sometimes be owners too. But together, they generally can't hold more than 49% of the shares.

Before you offer a colleague a percentage, confirm their license fits your corporation and check the ownership mix that results.

Comment "WHOCANOWN" for the ownership checklist. 👇

Formed an LLC? Your showrooms may not know it yet.Your showrooms may still have your previous business's permit number o...
10/07/2026

Formed an LLC? Your showrooms may not know it yet.

Your showrooms may still have your previous business's permit number on file meaning the resale certificates you use for purchases may no longer reflect your current entity. In California, forming an LLC counts as a change of ownership, and the LLC generally needs its own seller's permit (it's free). A resale certificate runs through that permit, so if the permit changed, the certificates your showrooms have on file need to change too.

Update in this order: new permit in the LLC's name, the resale certificate, the account name, then the billing entity at each showroom.

Comment "UPDATE" for the step-by-step list. 👇

You, your studio, or your LLC whose name is actually on your trade account? That answer decides who the showroom comes a...
10/06/2026

You, your studio, or your LLC whose name is actually on your trade account? That answer decides who the showroom comes after when an order goes wrong.

Order through your own trade account, and the showroom generally looks to the account holder for payment, not your client. If a client refuses a custom piece, the vendor still expects to be paid. As a sole proprietor, that's generally on you personally. In a properly formed and maintained LLC, it generally stays with the business unless there's a personal guarantee on the credit application, which generally reaches you anyway.

Before your next large order, check the name on each account and which ones you've personally guaranteed.

Comment "WHOSENAME" for the trade account checklist. 👇

10/05/2026

Your LLC is filed. You have your Articles and your EIN. Are you done? Not even close.

Formation should involve more than filling out a form. Your operating agreement needs to be customized to your business who owns it, how it's managed, how contributions work, what happens if an owner leaves or dies not pulled from a generic template.

Here's why that matters: say you're forming an LLC for a software consulting business and bringing in a developer to build your code. Who owns that IP? If it's not addressed up front, you could end up disputing who owns the thing you thought you were building.

Your filing isn't the end of the legal work. It's the beginning.

10/02/2026

You're a California business. The other side wants its state's law to govern the contract. Does that mean if there's a lawsuit, you have to litigate there?

Not necessarily. Governing law and venue are two different things. A governing-law clause decides which state's law applies to the contract. A venue clause decides where a lawsuit can or must be filed and they don't always point the same direction.

So don't just ask "whose law applies?" Ask "where could I actually end up litigating this?" Agreeing to another state's law is one thing. Agreeing to fly there for a lawsuit is a very different issue.

Link in bio

10/01/2026

Your business is headquartered in California, you live in California, your company was formed in California, but you have customers in other states. Do you have to register as a foreign corporation everywhere they are?

Not necessarily. Having customers in another state doesn't automatically mean you're doing business there. It takes a real look at what your company is actually doing in that state: employees, an office, a physical presence, regularly performed services. And foreign qualification is only one piece state taxes, sales tax, employment rules, and licensing can all come into play too.

Some states are far more aggressive than others about what counts as "doing business." There's no one-size-fits-all answer here, it's a state-by-state analysis.

Link on bio.

An unpaid invoice isn't the deadline that actually matters. The dates before it are.On California private construction p...
10/01/2026

An unpaid invoice isn't the deadline that actually matters. The dates before it are.

On California private construction projects, three separate deadlines protect your right to payment. First: the preliminary notice, generally due within 20 days of first providing work or materials a late one only covers the last 20 days. Second: recording the lien, generally before the earlier of 90 days after project completion or 60 days after a valid notice of completion or cessation. Third: filing a lawsuit to enforce that lien within 90 days of recording it, or it becomes unenforceable.

Miss any one, and you can lose your right to collect without ever losing the actual dispute.

Comment "PAID" to start the conversation. 👇

Link in bio.

09/30/2026

You recruit the employee. You train them. You put them on your client's account. Then your client says, "We'd like to hire them." Can they?

It depends. Your contract may be silent, or it may try to restrict solicitation during the engagement and after but in California, non-solicitation provisions can raise real enforceability issues, often evaluated under a rule-of-reason test. And if your contract says "hire our employee, pay us $25,000," that's a liquidated damages clause, which is its own legal issue.

Don't just copy a two-year, $50,000 no-hire clause into your contract because you saw it somewhere else. Who's covered, what's prohibited, how long it lasts, and what the remedy is all of it needs to be drafted around your actual business, not borrowed from someone else's.

Comment "POACH" and we'll send you what to check before your next client contract goes out. 👇

Link in bio.

Who actually needs your 20-day notice? It depends on who hired you and sending it to just that person may not be enough....
09/29/2026

Who actually needs your 20-day notice? It depends on who hired you and sending it to just that person may not be enough.

Hired under another contractor? You generally need to notify the property owner, the contractor hired directly by the owner, and the construction lender, if there is one. Hired directly by the homeowner instead? You generally only need to notify the construction lender, if one exists.

Either way, timing matters: give the notice within 20 days of first providing work or materials. A late notice can still protect later work, but it generally only reaches back 20 days.

Comment "20DAY" and we'll send you the one-page checklist. 👇

Link on bio.

09/29/2026

You can form an LLC or corporation online in an afternoon. So why hire an attorney?

Because formation isn't just paperwork it's decisions with real legal consequences. LLC or corporation, or professional corporation? Should your revocable trust hold ownership? How should voting rights be structured? What happens if an owner leaves or dies? An online formation service can complete the forms. It can't advise you on what those choices actually mean, because unless you're an attorney, you can't give legal advice.

It also shouldn't stop at formation. A business attorney can flag issues specific to your business contracts, licensing, IP, employment, buy-sell agreements and help you maintain the entity properly afterward. Skip the annual filings, resolutions, and minutes, and you risk the kind of liability that comes with piercing the corporate veil.

You wouldn't ask the person at the DMV whether to buy a Prius or a truck. Comment "ENTITY" and we'll send you what to actually think through before you file. 👇

Address

3130 Fifth Avenue, Suite 1
San Diego, CA
92103

Telephone

+16198951066

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