Corporate Maintenance, Annual & Special Meetings

Our California Corporate Counsel ProgramSM is a business entity maintenance program, offered for an annual fee of $495 (compare similar services currently offered by online incorporation services, but without legal advice, at $500+.).  This service, available on a flat fee basis to most privately held California corporations and LLCs, includes the agent for service of process service, along with preparation of annual and special meeting consent minutes, preparation of resolutions for corporate actions as needed, the preparation and filing of the required annual Statement of Information with the California Secretary of State, and reasonable telephone or email attorney consultations regarding corporate status and maintenance issues.  Some exclusions reply - see retainer agreement for details.

Maintaining a corporation or limited liability company is one important part of avoiding the piercing of the corporate veil, where the corporation's (or LLC's) limited liability may be voided by the courts at the behest of a creditor, including the IRS, or civil court plaintiff, and its owners held personally liable for its debts and liabilities.  Annual meetings are also required by California law for corporations.

Your California corporation or limited liability company must be in good standing and have been properly organized and maintained in order to qualify for the above quoted rates.  If your business entity was a do-it-yourself incorporation; the corporation or LLC was formed online or by a paralegal or document preparation service; or the corp./LLC has been around for a couple of years or more and no maintenance has ever been performed nor meetings held, then it is highly likely that your entity is not in proper order and not yet eligible for the Corporate Counsel Program.  If so, then we will first need to perform a corporate "tune up" and, to the extent possible, correct any prior errors or omissions.  Such legal work is performed at a $400 hourly rate in most instances; on a case by case basis, a flat fee of approximately $1,000 may apply.

Failure to properly maintain your corporation or LLC and to pay taxes may result in it becoming suspended.  A suspended California corporation may not sue or defend a lawsuit, do business in California, and contracts made by such a corp. or LLC can be voided at the option of the other party.  Also, it may be a criminal act to attempt to exercise any of these powers.  Clearly, then, suspension is a serious situation, and should be avoided by proper corporate maintenance and corrected as soon as possible if an entity becomes suspended by reviving the company to active / good standing status.  Reviving suspended California corporations and limited liability companies is handled on an hourly basis.  If a corporation or LLC has been suspended, it is highly likely that further corporate maintenance should also be performed in order to clean up the corporate books.

A Nevada corporate maintenance package for corporations and for LLCs is also available, at $795* per year including prepaid annual list filing and prepaid state business license filing included, or $1,000* for combined Nevada and California maintenance and resident agent service.  Some exclusions and limitations apply.  Stand-alone Nevada resident agent service is available, as well.

* As of July 1, 2015, add $300 for corporations, due to substantially increased annual list filing fees for Nevada corporations (does not apply to LLCs).

Our advice to clients is to focus on what you do best - running and growing your business - and let us handle your corporate maintenance work.

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California Corporate Counsel - Annual Corporation Meeting - Special Meetings / Nevada corporate maintenance