The Law Office of Eric Proos

02/09/2022

And we are back with FAQs re LLCs and Corps. Here is a good one on annual tax regarding LLCs. Yes, there is a minimum amount of tax an LLC has to pay. Check out the video for all the details.

All information is for educational purposes only and does NOT constitute legal advice.

02/01/2022

How do you form an LLC? Well, it's not as hard as some may think, but the devil is in the details. make sure that you are not operating only be registering with the state. you need to have an operating agreement and buy/sell agreement (if more than one owner). Make sure the agreements are catered to your business, you understand the agreements, and all provisions are agreed upon by the owners.

Proper incorporation is vital to a lasting business. It's the legal foundation for your business. You wouldn't build a house with a bad foundation, why build a business with foundational cracks?

All information is for educational purposes only and does NOT constitute legal advice.

01/28/2022

All smiles when you get to call your client and tell them that the motion to quash service was granted and the case is dismissed. In 2021, our out of state client was served with a lawsuit which included complaints from an ADA serial tester alleging violations of the Unruh Act. This complaint alleged that our client’s website was discriminatory against the visual impaired.

Over the last few years lawsuits alleging violations of the ADA and California state statute (Unruh Act) have increased since the Dominos Pizza case. However, our client’s case did not get out of the pleading stage. We successfully argued a lack of personal jurisdiction, our client’s website is not commercial in nature, and that the client’s website is not interactive in nature.

Needless to say, our client is very happy with the outcome. The plaintiff does have 30 days to refile, but based on the ruling issued by the Court there is no personal jurisdiction in order to bring our client into the case. Case results may vary and the results of this case does not guarantee any type of outcome for future cases. This case was very specific and facts were in our favor.

01/27/2022

The infrastructure bill that was passed in 2021 had a cash reporting requirement for the sale/transfer of digital assets that are $10,000 or more. This is similar to the current law that flags transactions fo $10,000. The new law does not go into place until January 1, 2023, but it’s great to know beforehand. All information is provided for education purposes only and does not constitute legal advice. ATTORNEY ADVERTISING.

01/26/2022

How will your LLC be taxed? I am not a tax professional, so this is very general advice regarding LLCs and how they are tax. Let’s remember that when an LLC makes money it is considered “pass through” meaning it will be claimed on the individual owner(s) tax returns. However, LLC’s do have the option to be taxed as corporations, but please do not rush and do this without speaking with your tax professional. If your LLC makes $200k in a year, then the personal income tax of the owner(s) will reflect that amount, minus any deductions.

All information is provided for educational purposes only and does not constitute legal advice. ATTORNEY ADVERTISING.

01/25/2022

Have you ever wondered when to start an LLC? Do it sooner rather than later. Let’s remember that one of an LLCs biggest advantages is that it provides its owners limited personal liability protection. So, if an owner of an LLC is sued because the product malfunctions, then the owners personal assets (house, car, jewelry, personal bank accounts, etc.) can be protected from the lawsuit. Of course there are exceptions to this rule, but generally the owner will be protected. It is best to form the LLC at the outset! Protect yourself and your assets right away.

All information is provided for educational purposes only and does not constitute legal advice. ATTORNEY ADVERTISING.

01/25/2022

Unsure if you have entered into a verbal agreement? Does the agreement have the four basic elements to a contract? Learn the basic elements of a contract in one of our latest blogs.

Business contracts are binding legal agreements between a buyer and seller of goods or services. A good contract clearly spells out the details of the exchange and what’s expected of each party. From credit card applications to hiring a roofer, or business-to-business agreements, a contract is a c...

01/20/2022

I was fortunate enough to be interviewed by Chere Estrin at Authority Magazine. We discussed a number of topics, such as my top five traits to become a top attorney, where I see the legal industry going and how the legal industry has changed since COVID-19 (among a few). Hopefully you enjoy the read and learning a bit more about me/my practice philosophy and other topics. Great start to this year! Thank you to all my clients/former clients/potential clients who make articles like this possible!

An Interview With Chere Estrin

01/14/2022

Robinhood filed a motion to dismiss the federal case in Miami that stems from when Robinhood halted trading on certain stocks including and and limited the number of shares users could buy of other stocks. Check out the full motion herehttps://fingfx.thomsonreuters.com/gfx/legaldocs/lgvdwjjxqpo/SECURITIES%20ROBINHOOD%20SHORTSQUEEZE%20motion.pdf

01/13/2022

The attorney-client privilege is the oldest privilege recognized in American jurisprudence, but it seems like people are forgetting what the privilege actually includes. In the most broad sense the attorney-client privilege ensures that anyone who seeks legal advice from a licensed lawyer is free of any fee that the advice will be disclosed. (This is the most general definition and there are exceptions to this.) Google, seemed to forget the “legal advice” portion. The National Labor Relations Board ordered Google to turn over 200 documents and potentially another 1,000 regarding the December 2020 complaint filed against Google which alleges it illegal fired and surveilled employees who were attempting to form a union.

https://www.nytimes.com/live/2022/01/10/business/stock-market-economy-news

07/13/2021

Does your company have legal counsel retained? Well, if it does remember that the attorney most likely only represents the company and not the individual officers, directors, or investors. The US District Court for the Northern District of California recent ruled that Elizabeth Holmes (Founder of Theranos Health) emails with the company’s lawyer were not protected under the attorney-client privilege. Most people do not realize that counsel for a company is only counsel for the company, unless separate fee agreements, waivers, and other documentation are executed by the individual who seeks the representation. The attorney-client privilege is not a protect all, especially in Theranos’ case. Link to the full article in the bio! This is a must read for all business owners!

06/30/2021

As of now, the Securities and Exchange Commission (“SEC”) has limited rules and regulations when it comes to blockchain and digital assets. However, with Gary Gensler now the Chairman of the SEC that is expected to change. “Chairman Gensler joined the SEC with considerable knowledge of both financial technology and digital assets, having previously been a professor at the Massachusetts Institute of Technology where his teaching and research focused on blockchain technology and digital currencies.” We may see some new rules and regulations as it pertains to the digital asset exchanges, or platforms like Coinbase, and others that facilitate users to buy and sell various digital assets such as Bitcoin, ETH, Doge, and others. Gensler has stated, “‘[t]he SEC has brought, I think, six to seven dozen enforcement actions over the last few years, but of course there’s hundreds of other tokens. I think there’s 1,600 tokens that purportedly have a market value of over a million and 70 or 80 over a billion. So we’re going to keep trying to protect investors as best we can under the authorities.’” Check out the link in the bio for the full article.