A corporation’s bylaws, also called company bylaws or just bylaws, are a legal document setting forth key rules and regulations governing the corporation’s day-to-day operations. By articulating the procedures management must follow, these rules help ensure a corporation runs smoothly, efficiently, and consistently.Continue reading “What Are Corporate Bylaws?”
Blumberg announces the publication of the most comprehensive New York State free-market lease form ever written. The revised Blumberg form is entitled. No. 57, Apartment Lease for an Unregulated Apartment, with Guarantee, 8-21.Continue reading “Revised Comprehensive New York Free-Market Apartment Lease.”
Thirty-Six years ago, Steven Spielberg produced a Summer blockbuster titled Back to the Future. The movie tells the story of a scientist helping a young time traveler to return home. The scientist’s creative use of lightning as a power source shows the benefit of thinking outside the box. Law firms can likewise use out-of-the-box solutions to encourage lawyers and staff to return to their offices.Continue reading “Getting Lawyers Back to the Office”
Blumberg today announced that it now offers its popular Ex Libris® corporate/LLC kit and presentation binder in black suede vinyl. The new binder features tight dust protection in the closure without the need for a separate slipcase and matches its brown sister binder.Continue reading “New Ex Libris® Corporate/LLC Kit and Presentation Binder in Black Suede Vinyl”
Starting your own business? Chances are, you’ll probably need some employees to help run it. There’s a lot more to hiring and managing employees than meets the eye. Read on for advice on business law from the legal experts at Handin Law.Continue reading “Business Law 101: Hiring And Managing Your Own Employees”
In today’s environment, business entities such as corporations or limited liability companies are no longer formed by lawyers or accountants, they are formed directly by the entrepreneurs. For this reason, it is important to understand the prudent ways of protecting valuable business documents like stock and interest certificates because, if they are lost or stolen, they may not be recoverable by the original owner and may lead to contentious disputes between owners and family members.
When you purchase shares of stock in a corporation or an interest in a limited liability company, you usually receive a physical certificate which identifies the company, the owner and the value of the share or interest. The certificates are dated and signed by an authorized officer, member or manager of the entity. Like checks, stock certificates are numbered sequentially, and those numbers are never duplicated. Only one set of originals of any stock certificate or certificates should be maintained by the entity. This prevents fraudulent issues of duplicate shares or interests in the company by others. Like a check, the same information is entered on a like-numbered stub. If lost or stolen, those numbered certificates should be voided and replaced with a newly issued certificate.
Unlike checks, entities maintain a Transfer Ledger. It is a record of certificates issued, sold, assigned or surrendered. An original issue of a certificate, the certificate number, recipient’s name, number of shares or interest and date is entered under the alphabetical listing of the shareholder or member. If a certificate is assigned to another party, it should be returned to the entity, voided and attached to the stub of the original issued certificate and a new certificate issued to the assignee.
One cannot simply tear up or discard a stock certificate and “redo” or reissue the same one. A stock certificate which is invalid, incorrect or otherwise discarded would have to be formally voided and noted on a transfer ledger to show a chain of title to the shares or interests. When a sale or transfer of an issued certificate is made, the old certificate is usually surrendered to the entity and a new certificate is issued to the new holder. The old certificate is voided and attached to the original stub in the certificate book. This not only protects against fraudulent issues of stock or interests but it would also serve to curtail any disputes among shareholders or other owners, who might receive shares that have been duplicated.
When certificates are purchased, it is best to order them bound in a booklet with a specimen certificate and interleaved with like numbered stubs. The specimen certificate will be annexed to the resolution adopting the certificates in the organizing minutes of the entity. Unbound certificates can be lost or stolen and it may be months if not years before it is discovered. It would be much easier to fraudulently issue loose certificates than ones that are properly and securely bound with sequentially numbered stubs.
While many people may opt to have business documents which include securities such as stock or membership certificates kept with the company’s attorney or accountant, many others prefer to keep those documents themselves. Regardless of where business documents are kept, it is wise to purchase bound books of certificates customized with the name of the entity, state of organization, capitalization or type of LLC interest, signing officers’ titles and sequentially numbered. Blank certificates are prone to error and fraudulent issues and look less professional. Having been in this business for generations, Blumberg provides professionally printed certificates and transfer ledgers to maintain proper chains of title of the certificates.
Ransomware attacks are rising, big law firms and small solo practitioners firms are equally both at risk. Experts believe up-to 1500 companies across the U.S. have been targeted this year alone.Continue reading “How to Prevent Ransomware Attacks”
When filing a new limited liability company in New York, the question often comes up, “Does my LLC need a physical office in New York?” The short answer is, “No”. The longer answer is a bit more complicated.Continue reading “Does my LLC need a physical office in New York?”
As grandparents, we know how much you love your grandchildren. The retirement phase of life allows many older adults to spend time with their favorite young people. While they may be young now, it’s natural to be concerned about their financial future. Throughout your adulthood, you may have accrued a substantial retirement that will sustain you through the twilight years – and beyond.
As you continue to age, perhaps you’ve wondered about leaving some assets behind for your beloved relatives.Continue reading “How To Responsibly Share Your Inheritance With Your Family”