Florida Corporate Legal Questions

Not every financial decision requires a board meeting. The necessity for a board meeting to approve financial decisions depends on the company's governance structure, the significance of the decision, and the specific bylaws or operating agreements governing the organization. While significant financial decisions generally require board approval, day-to-day financial management is often delegated to executive officers within pre-approved limits. The specific requirements depend on the company’s governance documents and applicable laws. Boards typically reserve their involvement for strategic, high-impact financial decisions, ensuring that the company's overall direction and financial health are closely monitored... Read More

Dress code is very important in the workplace. If the manager wants all to wear Vineyard clothing, employees must honor that decision. In a corporation, your manager has a boss and a boss over that boss. So most likely, he is being told to enforce such rules and if he does not his job can be put in danger. Its all about workplace politics. You can try to speak to the manager, if that does not work you can start looking for work in a non-dress code environment.... Read More

Generally, an officer of a business does not acquire an ownership interest in the business. When you incorporated, you should have created Articles of Incorporation that spell out who owns the corporation. If you have claimed payments to her as distributions on the corporate tax return, that may muddy the waters as well as any evidence of your "handshake agreement." Oral agreements can be enforceable, but often lead to long and expensive litigation.  Partnership and employment agreements should always be in writing. If this is truly a concern for you, you should regularize the agreement by reducing it to writing. If it's going to lead to problems, then you will at least now know - before you have spent years of time and effort on the business. Good luck!... Read More

Unfortunately, the answer to your question regarding the amount of legal fees required to prepare, file and attend a hearing on a motion to dismiss is "it depends".  If the facts of your case are not complex, the case is filed in the State court (as opposed to Federal Court) and the basis for the motion to dismiss is fairly straightforward then the cost could be as minimal as $750-$1000.    If the case is filed in Federal Court and there are legal/factual complexities, it could cost between $2000-$4000.    You will only have twenty days to file an answer to the lawsuit from the date the you are served so you will want to retain an attorney as soon as reasonably possible.  ... Read More

It sounds like you’ve got quite a complex (and frustrating) situation on your hands.  I don’t mean to be obtuse here, but, in my experience, at least, your best bet may be to see an attorney and discuss all of the details in a confidential environment.  There’s a lot that goes into the purchase and sale of a business, and this just isn’t the environment to go through it all.  And then there’s the actual non-compete and whether or not is enforceable.  Set up an appointment with an attorney to discuss everything and see where you stand in your legal options. ... Read More

The most conservative posture in a Chapter 7 liquidation is that the intellectual property was part of the bankruptcy estate and therefore is the domain of the Trustee to administer.  Once the Trustee has "abandoned" the assets or found it to be a "no asset" case, then you may claim your rights.  You may have contractual rights that would change this answer.  More likely than not, within a Chapter 11, the asset would remain a part of the Debtor In Possessions asset base and needed for the operation of the business -- in this case the DIP (Chapter 11 Debtor) does not lose rights to the asset.... Read More

Go to: https://efile.sunbiz.org/e_cert.html   This is not intended to be legal advice, and is general in its nature. No attorney-client relationship exists or is formed by this information. Furthermore, this does not represent the views or opinions of LexisNexis or its affiliated companies.... Read More

He cannot open a new company under a different name to develop the same piece of software.  It is an unlawful use of the company's proprietary information and know-how, and the usurpation of a corporate opportunity unto himself.  The question i would have is does the company owe your partner any debt? and could he get to the same place by collecting on the debt and foreclosing on your asset, the software code.... Read More