Posts Tagged ‘entertainment lawyer’

Copyright Protection and Other Rights Hard to Get in Social Media

Los Angeles, Calif. – Social media has now reached such a fever pitch in our society that people want to copyright their tweets on Twitter and Facebook posts. Los Angeles intellectual property attorney Anthony Spotora has received many calls recently for people wanting to copyright their words, sue others for copying posts, and for claims of social media defamation.

Right now copyright protection does not exist for social media users. Many of the sites’ terms of service policies show that by posting content an individual automatically grants the site to use, copy, display, and create a derivative work of any content posted or sent out. And should any site modify its rules, by simply using the site, the user consents to the new rules. Only in very rare circumstances can copyright protection be granted.

Case law shows that word count and originality do matter. As most posts and tweets are unoriginal – commentaries about a TV show, family outing, or breaking news – and factual, it is more difficult to establish its creativity and uniqueness. But certain celebrities command millions of followers and write catchphrases that become part of a social and product marketing frenzy. Also, accomplished and budding poets and writers can be well suited to writing haikus, for example, with Twitter’s 140 character limit. These individuals would not want to see their short yet brilliant works helping another person or company make a profit.

“What’s more practical is copyrighting a compilation of your tweets or catchphrases if they are legitimate enough to command protection for its commercial value or creativity,” said Spotora, who is the managing attorney at Spotora & Associates.

Copyright protection, should it be valid, does not get enforced automatically. An individual must register it with the U.S. Copyright Office to prevent use by a third party. Since most social media users don’t have valid claims, many of the social media sites have guidelines for software developers and reposting of material. Both Twitter and Facebook recommend that any posts or tweets to be republished should provide attribution of the author, maintain the integrity of the original content, obtain the author’s consent, and get permission if the content is to be made into a commercial product.

“Copyright protection is just one segment of the calls we’re handling right now,” Spotora said. “Others are calling about online partnership deals gone bad or instances where comments have defamed an individual.”

All of these scenarios have more legal repercussions and merit expert legal counsel. From his Century City offices off Santa Monica Boulevard, Spotora is well poised to keep updated about the intersection of new media, Internet, intellectual property rights, and the law. He and his team of senior-level attorneys represent both individuals and businesses with solid legal guidance and a hands-on approach.

For more information:
www.spotoralaw.com
Law Offices of Spotora & Associates, P.C.
1801 Century Park East, 24th Floor
Los Angeles, California 90067-2302

P (310) 556.9641
F (310) 556.9642
Toll Free: (877) 4U-EZ-LEGAL

To learn more, visit https://www.spotoralaw.com/.

Franchise Businesses Need Legal Representation for US and Global Success

Entrepreneurs and business-savvy individuals are looking at franchises as a way to kick-start their incomes and livelihood. Many U.S.-based franchises are generating interest globally in places such as China, India, the United Arab Emirates and Brazil as their markets crave American products and their investors still have money to dole out on business ventures. A recent survey by the International Franchise Association noted that more than 75 percent of franchises are planning to begin international projects in the next year.

Basic economics are attracting everyone from the stay-at-home mom to the experienced business investor to try franchising. Inc. Magazine listed the following franchises as the most lucrative and in-demand in the U.S. and abroad:

  • Healthy eating
  • After school education
  • Spas
  • Edible arrangements
  • In home elderly care
  • Cleaning services
  • Junk haulers
  • Fitness

Inc. Magazine shows how some franchises can be run out of your home with only a smartphone and laptop, or for those individuals wanting to have a storefront, signing retail or office space leases. Many franchises have low barriers of entry and consumers waiting in the wings to buy products and services. For the best chances of success, an individual looking to start, buy, and even sell a franchise should get a qualified business attorney to make sure the rules, restrictions, and fees are reasonable and understood.

Franchise agreements can be complex and for new franchise ventures, it is key to secure trademarks and intellectual property rights to protect the brand. A business attorney can help ensure that when a business goes global, the franchise’s core concepts are followed, employee agreements are well thought out, and every step of the business plan analyzed for legal protection. Legal counsel is priceless to a franchise business and will save the business owner time and money in the long run. Successful businesses are oftentimes vulnerable to copycats, so legal representation will go a long way to squash others who are looking to feed off the business’ success.

In California, Los Angeles business attorney Anthony Spotora helps franchisors and franchisees with all their legal matters. The Law Offices of Spotora & Associates is accomplished at reviewing and negotiating franchises for prospective franchisees and is additionally accustomed to establishing the corporation or limited liability company for them. They are well-versed in reviewing leases too and should a dispute arise, taking the steps necessary to resolve it.

For more information:

www.spotoralaw.com

Law Offices of Spotora & Associates, P.C.

1801 Century Park East, 24th Floor

Los Angeles, California 90067-2302

P (310) 556.9641

F (310) 556.9642

Toll Free: (877) 4U-EZ-LEGAL

Anthony Spotora is a Los Angeles entertainment lawyer and Los Angeles business attorney. To learn more, visit Spotoralaw.com.

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Happy Days Actors Slam CBS with Breach of Contract Lawsuit

Four cast members of the popular “Happy Days” TV show are suing CBS in Los Angeles County Superior Court after tons of merchandise began being sold with their images, without pay. Anson Williams, Don Most, Marion Ross, Erin Moran, and the estate of Tom Bosley, all have contracts stating that they are to be paid five percent from merchandising net proceeds if their image is used solely and two and a half percent if in a group image. CBS does subtract 50 percent off the top as a handling fee.

The actors, who shot to stardom during the show’s original run from 1974 to 1984, recently were amazed by all the products with their images on them, including “Happy Days” slot machines. Comic books, trading cards, scrapbooks, greeting cards, t-shirts, games, lunch boxes, dolls, toy cars, magnets, and DVDs with their images kept popping up. There is even a licensing deal in the works for a suite of “Happy Days” lotto games.

“When these slot machines came out, it was like Barnum and Bailey came to town,” said Anson Williams, who played ‘Potsie’ in the show. “We were bombarded with, oh look at these pictures, they’d be all over the country.”

CBS claims it only owes the actors between $8,500 and $9,000 each for products with their images sold during the last four years. The actors in their breach of contract lawsuit show they are due millions of dollars for the products. The parties tried mediation earlier in the year to resolve the dispute with no luck. Ron Howard, known on the show as “Richie Cunningham”, and Henry Winkler, the iconic “Fonzie”, are not involved in the lawsuit and had separate contracts with the studio.

“’Happy Days’ is the type of show that represents the best we can be,” Williams said. “It’s something warm, something tactile when life was good and life was simple. When friends were there and neighbors were neighbors… I think it’s going to ring in peoples’ hearts because it’s going beyond this show.”

“There’s a huge juxtaposition for ‘Happy Days’ to represent the coldness of big business, the wrongdoing of big business and the greed of big business,” Williams continued. “And the idea that they don’t have to abide by contracts, and they can get away with anything as long as they are not caught. And they picked the wrong show.”

In the fast-paced world of Hollywood and television, it benefits to have legal counsel review an actor’s contract, merchandising and licensing agreements, and represent your interests to the big studios. The right Hollywood entertainment lawyer can save actors a lot of headaches and financial pain.

The Law Offices of Spotora & Associates has a wealth of experience representing actors, writers, producers, agencies, and studios. Their Los Angeles entertainment attorneys have counseled many individuals from hit television shows in negotiations, drafting contracts, securing intellectual property rights, and litigating when their client’s rights needed to be upheld. Anthony J. Spotora, Esq., is the managing attorney at Spotora & Associates, and is known for a hands-on approach, giving clients individualized attention, and for his experience from working for the big studios in their legal departments.

For more information:

www.spotoralaw.com

Law Offices of Spotora & Associates, P.C.

1801 Century Park East, 24th Floor

Los Angeles, California 90067-2302

P (310) 556.9641

F (310) 556.9642

Toll Free: (877) 4U-EZ-LEGAL

Anthony Spotora is a Los Angeles entertainment lawyer and Los Angeles business attorney. To learn more, visit Spotoralaw.com.

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Businesses Yearn to be Green but Need to Ensure They Can Truly Make this Claim

Los Angeles, Calif. – Being a “green business” is a big buzzword as more consumers are looking to be healthier and better to the Earth. But with the upcoming Earth Day on April 22, not all businesses are truly green, even though they make claims to it.

“Greenwashing” or false advertising claims about being eco-friendly will be prosecuted by the Federal Trade Commission, denied a trademark with the U.S. Patent & Trademark Office and challenged by the National Advertising Division of the Better Business Bureau.

“In recent years, businesses have increasingly used ‘green’ marketing to capture consumers’ attention and move Americans toward a more environmentally friendly future,” said FTC Chairman Jon Leibowitz. “But what companies think green claims mean and what consumers really understand are sometimes two different things.”

Before a company pours money into sales and marketing efforts, it is advised to get an accomplished trademark attorney to make sure product claims can be backed up with scientific data. A good trademark attorney will research, register, and protect a business’ trademark rights and ensure its claims to being green and environmentally friendly are valid.

“The U.S. Patent and Trademark Office has thousands of trademark applications with the word green in it,” said Los Angeles trademark attorney Anthony Spotora of Spotora & Associates. “You want your trademark to be original, as well as any tag line or line of products you’re creating.”

Last year, the FTC issued a warning to 78 companies, including Target, Wal-Mart, and Kmart that were selling “bamboo” eco conscious products that actually turned out to be rayon textiles. Rayon is a manmade fiber from plant and tree cellulose, but in the process of making it harsh chemicals are used that release air pollution.

“Deceptive labels and advertising to appeal to the green consumer is not something to be taken lightly,” Spotora said. “Make it a point to check out the FTC’s Green Guides before you embark on product development.”

Consulting a trademark attorney can save a business time and money. The Law Offices of Spotora & Associates represents clients’ trademark, intellectual, and business rights throughout Los Angeles, the U.S., and abroad. They have extensive experience in trademark law and have helped companies from start-ups to multinational corporations with all their business needs. Their senior-level counsel is also well versed in product launches, development, and business plans.

To learn more, visit https://www.spotoralaw.com/.

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Seek Legal Counsel to Ensure a Solid Terms of Service Agreement Online

Los Angeles, Calif. – The small print on a website seems hardly interesting, but the terms of service (“TOS”) agreement on a business’ home page is a must have to protect the business and its users.

A recent incident on Electronic Arts’ Dragon Age 2 online message board is a great example of what a terms of service agreement can do. Electronic Arts bought Dragon Age 2’s creator, BioWare, in 2007, and now a gamer must open an online account with EA to play the game. One of them voluntarily wrote on the BioWare message board, “Have you sold your souls to the EA devil?” Because EA had a terms of service message, they could prevent this gamer from logging into his EA online account for three days.

Businesses can cover a lot of issues in a TOS agreement, but they must be sure not to copycat another site’s TOS content. TOS agreements are actually copyrighted and since every business has unique rules and systems, it is best to get a qualified business attorney to assist in its creation and enforcement.

A terms of service section will go over the rights and responsibilities when a user accesses a website for e-commerce, research, or pleasure. By continuing to click on a site’s unique pages, users will be viewed as agreeing with the TOS statements. Business attorneys will give legal guidance on rules for online privacy, safety and account security, interactions with other domestic and international users, advertising and copyright policies, as well as dispute resolution and termination of services.

“Today’s marketplace is not an easy one to thrive in,” said Los Angeles business attorney Anthony Spotora of the Law Offices of Spotora & Associates. “An experienced business attorney can assist a website and business owner with making sure they have thought of every facet on their terms of service page so the business has the best chances for success and the best possibility of avoiding issues that were otherwise preventable.”

Anthony Spotora has decades of experience in business law. From start-ups to large, multinational corporations, he counsels on terms of service agreements, intellectual property rights, business contracts and partnerships, and business plans. The firm represents clients in many industries, from restaurants, nightclubs, web-based businesses and accounting firms, to Hollywood studios, production houses, entertainment agencies, technology firms, pharmaceutical companies, and land-based retail outlets.

To learn more, visit https://www.spotoralaw.com/.

Protect Yourself and Your Brand by Trademarking Your Name

Why in the world would someone feel compelled to trademark his or her name? Individuals already have legal documents and identification showing the name their parents gave them at birth, so what’s the big deal about protecting a name?

For celebrities, business people, and other notable individuals, your name can be everything. Lady Gaga, Julian Assange and even Bristol Palin have trademarked their names. Trademarking your name will protect the commercial use of your name and subsequently prevent others from others using it in the sale of goods or services.

Moreover, trademarking your name will safeguard the name in particular categories, such as entertainment services, and further cover the conceivable uses of that name. For example, Lady Gaga might want to trademark in multiple categories to prevent a company from using the Lady Gaga name to sell clothing. Registration can cover different classes of use, including video, film, books, calendars, and posters, just to name a few. This in turn gives the individual legal protection and rights to go after counterfeiters and false endorsements.

“It’s not about restricting free speech,” said Mark Stephens, Julian Assange’s lawyer. “It’s not that he’s out there trying to make huge amounts of money. It’s about protecting himself from being associated with things he doesn’t know about or approve of.”

Typical trademark applications take many months for approval. In California, Los Angeles entertainment lawyers and Los Angeles trademark lawyers counsel on the many legal requirements, strict deadlines, and complex paperwork that goes into securing a trademark or service mark. An experienced attorney is also critical to assist with any legal questions that the U.S. Patent and Trademark Office might have.

Once a trademark registration is approved the individual can:
• prevent the import of infringing foreign goods through the U.S. Customs and Border Protection Service
• take legal action in the federal court system to protect their intellectual property rights
• use the U.S. trademark as a way to get registered in foreign countries

The registration lasts as long as post-registration documents are maintained and paid for at the five-to-six-year timeframe and again between the ninth and 10th year. From thereafter, the registration will need to be updated every 10 years.

Los Angeles entertainment attorney and Los Angeles trademark attorney Anthony Spotora counsels celebrities, musicians and bands and other notable persons and businesses on how trademarks can protect their identity, brand and financial livelihood. The Law Offices of Spotora & Associates, P.C., has decades of experience with the trademark process and litigating to fight for their client’s rights throughout California, the U.S., and abroad.

For more information:
www.spotoralaw.com
Law Offices of Spotora & Associates, P.C.
1801 Century Park East, 24th Floor
Los Angeles, California 90067-2302

P (310) 556.9641
F (310) 556.9642
Toll Free: (877) 4U-EZ-LEGAL

Anthony Spotora is a Los Angeles entertainment lawyer and Los Angeles business attorney. To learn more, visit Spotoralaw.com.

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Same Sex Cohabitation Agreements on the Rise in California and Nation

Gay and lesbian partners treat each other like family, even though California law still does not allow them to marry each other. California does permit domestic partnerships however and the American Academy of Matrimonial Lawyers has recently noted a rise in couples seeking cohabitation agreements by 39 percent.

These agreements are not only key to establishing the rights and responsibilities of each partner, but they additionally serve as a guide throughout the relationship. And, should things eventually turn toward a breakup, proper expectations for the division of property and assets are already laid out within them.

Domestic partnership attorneys can assist in making the cohabitation agreement a legal, binding document. It will designate property, assign assets as the couple sees fit, and establish roles for parenting and child custody should that be relevant. The agreement will also define how property and assets will be divided should a separation or death occur. Essentially, same sex couples are creating the equivalent of a premarital or prenuptial agreement with the cohabitation document, and many LGBT couples are wise to have this agreement in place before registering their domestic partnership with the state.

A cohabitation agreement is also a fantastic way to have an open conversation about finances. Some partners might bring certain debts or big assets to the relationship that need to be discussed. A frank conversation about how credit cards will be handled, how money should be set aside for savings, and whether to keep accounts separate or joined is relevant to have. Goal setting is appropriate too, so any future property purchases and business ventures should be discussed. Domestic couples will most likely want to update the cohabitation agreement should a big step like this occur to protect each other’s rights.

In tandem with the cohabitation agreement, it’s wise to create estate planning documents so a couple can actually transfer property and assets should death occur. A will, living trust and power of attorney can be easily created by the same attorney in California.

Without these key agreements and documents, your life’s work could wind up in court and your partner could have to engage in a courtroom battle to keep assets, oftentimes ending up in the middle of a family squabble too. Creditors could also come after the surviving spouse for debts.

Each partner is advised to hire a separate California domestic partnership lawyer to create, review and sign the cohabitation agreement. Los Angeles domestic partnership lawyer Anthony Spotora commonly counsels same-sex couples to create cohabitation agreements, estate plans, and qualified domestic relationship orders. The Law Offices of Spotora & Associates, P.C., is skilled in making sure the financial issues, tax concerns, and each partner’s rights are upheld. Their expertise will safeguard your wishes during the partnership and the livelihood of your estate and heirs.

For more information:
www.spotoralaw.com
Law Offices of Spotora & Associates, P.C.
1801 Century Park East, 24th Floor
Los Angeles, California 90067-2302

P (310) 556.9641
F (310) 556.9642
Toll Free: (877) 4U-EZ-LEGAL

Anthony Spotora is a Los Angeles entertainment lawyer and Los Angeles business attorney. To learn more, visit Spotoralaw.com.

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The Battle Between Jean Back Pocket Designs Highlights Trademark Dilution Concerns

Jeans are big business with people wanting to be seen in the latest trends and willing to shell out hundreds of dollars to look good in a pair. So it comes as no surprise that the Levi Strauss v. Abercrombie & Fitch back pocket design lawsuit is going through so many twists and turns.

In February, the Ninth Circuit Court of Appeals denied the U.S. District Court for the Northern District of California’s analysis of the Trademark Dilution Revision Act (“TDRA”), thus allowing Levi Strauss another chance to debate its claims that Abercrombie is trying to mimic Levi’s famous arch design on the jean back pocket.

The Ninth Circuit asserts that the Trademark Dilution Revision Act does not only mandate that a design must be “identical or nearly identical”, but for a dilution claim to be valid, the plaintiff must show six factors, including the prevalence of similarity and that a junior mark is “likely to impair the distinctiveness of the famous mark.” Soon enough, the District Court will be hearing the case again since the Ninth Circuit deemed Levi’s has enough of a claim.

Levi’s has been selling blue jeans since the 1870s and its trademarked “Arcuate” back pocket design with two connecting arches has always been a strong visual identifier for the brand and its wearers. Jeans with this back pocket design equal an estimated 95 percent of Levi’s sales and in the last 30 years raked in $50 billion in revenue. In 2006, Abercrombie began using a “Ruehl” design with two less-pronounced arches that Levi feels dilutes their stitching mark.

Apparel companies and businesses in general spend tons of money and lots of creative effort to have their brands stand out from the competition. The lawsuit brings up questions of how the courts will rule for similar design and logo concepts. In this instance, will the courts allow all jean companies to use arches, therefore diluting this identifier in infinite ways? Some say it is akin to letting other computer companies use the sign of the bitten apple, diminishing the power of a visual cue that a company has cultivated for its own benefit in the public’s consciousness.

The TDRA requires that a company alleging dilution by blurring of the designs show an overwhelming degree of dilution. The ruling can compensate for likely, not necessarily actual, dilution and separately, injunctive relief.

The six factors include the:

degree of similarity between the mark or trade name in question and the famous mark

– degree of inherent or acquired distinctiveness of the famous mark

– extent to which the owner of the famous mark is engaging in substantially exclusive use of the mark

– degree of recognition of the famous mark

– whether the user of the mark or trade name in question intended to create an association with the famous mark

– any actual association between the mark or trade name in question and the famous mark

The Ninth Circuit court drew a line in the sand to follow the rationale of the TDRA and not any pre-TDRA rulings that required marks to be substantially similar to seek dilution decisions.

“The degree of similarity between the Ruehl and Arcuate marks may be insufficient to support a likelihood of dilution, but that conclusion can come only after consideration of the degree of similarity in light of all other relevant factors and cannot be determined conclusively by application of an ‘essentially the same’ threshold,” said Kenneth F. Ripple, Senior Ninth Circuit Court Judge.

In California, Los Angeles intellectual property attorney Anthony Spotora is paying close attention to how the case will be decided. This case as well as other business needs show that legal counsel is crucial early on for a brand. From trademarks, copyrights, product launches, and contractual agreements, an experienced attorney can help protect a company’s rights from the start-up stages to ensuring its assets are safeguarded each and every day.

The Law Offices of Spotora & Associates defends clients’ intellectual property rights throughout California, the U.S., and abroad. They are known for their senior-level counsel and personalized attention to give each client exceptional results.

Anthony Spotora is a Los Angeles entertainment lawyer and Los Angeles business attorney. To learn more, visit Spotoralaw.com.

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Entertainment Attorneys are a Band’s Best Asset

Music festivals are becoming huge moneymakers over single concerts. Rolling Stone reports that festivals are booming because fans are willing to pay $250 to $500 to see 130 artists versus watching only a solo show.

Big music acts and up-and-coming stars can rake in quite a bit of income playing at festivals such as the upcoming Coachella Music Festival in southern California. Especially when backed by ample marketing budgets and social media, it is no wonder the festival sold out in three hours. Now it remains to be seen if the 2013 festival tops this year’s record number of 255,000 fans.

Behind the scenes, one of the most important players for musicians and bands is an entertainment lawyer. With big festivals and large venues, bands will want to be prepared to sign performance agreements and oftentimes need an experienced entertainment attorney to ensure they understand the agreement and that their rights are being upheld. An attorney can be vital to negotiating the payment terms, merchandising agreements, cancellation clauses, permissible video and audio recording equipment, and ensure the band will not be liable for any and all damages that could occur while performing in the venue.

Most musicians might not love this side of the business, so that is why getting legal counsel early on can leave the business of entertainment to the attorney and the band can continue focusing on its creative output. Legal counsel shows everyone a band deals with that they are professionals and are serious about what they do. Attorneys are great at looking over the necessary agreements and any side contracts for loopholes and further enforcing contract terms when other parties decide not to meet the stipulations agreed to beforehand.

Beyond big festivals and concerts, entertainment attorneys can provide guidance on management agreements, recording contracts, copyright and trademark matters, licensing and royalty agreements, and endorsements and partnership contracts, just to name a few. Some entertainment attorneys can also give clients business planning and career advice. The music business is full of horror stories about bad promoters, shoddy venues, and broken promises, so a good entertainment lawyer can help a band through the complex music industry.

A hands-on entertainment lawyer is a key part of a band’s success. It takes a team approach to make it big in the music industry, so having a lawyer who will be proactive with all the other team players – agents, booking agents, record labels, and other key contacts – will only increase a band’s buzzworthiness and chances of financial success.

In California, Los Angeles entertainment lawyer Anthony Spotora has many years of experience with bands, musicians, songwriters, record companies, and music publishers. The Law Offices of Spotora & Associates has extensive music industry contacts and a reputation for individualized attention and dedication to helping creative individuals thrive in the music business.

Anthony Spotora is a Los Angeles entertainment lawyer and Los Angeles business attorney. To learn more, visit Spotoralaw.com.

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Piercing the Corporate Veil via the Alter Ego Theory Can Devastate Shareholders

Liability protection is one of the biggest advantages to incorporating a business. When forming a corporation, LLC, or similar entity, a “corporate veil” is formed that creates a separation between the entity and personal shareholder assets. In some instances, courts will pierce this protection and hold shareholders personally liable for the debts and liabilities of the corporation, if the shareholders are found guilty of having misused the corporation as their alter ego.

Many lawsuits apply the legal theory of the “alter ego” wherein the corporate entity is shown to be a sham and/or an alter ego of one or more individuals that have brought on injurious conduct and who essentially utilized the entity as a blanket to hide behind. Oftentimes this allegation comes into play when a corporation’s assets or insurance are inadequate to pay debts or claims. The shareholders can become personally liable.

In California, two requirements must be met to pierce the corporate veil:

1) Unity of Interests – the shareholders in question must have treated the corporation as their alter ego; and

2) Inequitable Result – the shareholders sanctioned fraud or injustices.

A step-by-step process is commonly used to examine and ultimately determine if alter ego liability is appropriate in a lawsuit. The landmark case of Associated Vendors Inc. v. Oakland Meat Packing, Co. spells out the steps to determine the severity of their actions:

1. Did the individual(s) act in bad faith?

2. Did the individuals contract with one another with the intent to avoid performance by using a corporate entity to shield against personal liability?

3. Did the individuals divert assets from a corporation by or to a stockholder, other person, or entity to the detriment of creditors?

4. Is the corporation dominated by a few key individuals?

5. Is the same office or business location used by the individuals and corporation?

6. Did the individuals and the corporation employ the same attorney?

7. Did the individuals use the entity to procure labor, services and merchandise for another person or entity?

8. Did the individuals fail to adequately capitalize the corporation?

9. Did the individuals fail to maintain minutes or adequate corporate records?

10. Will there be an inequitable result if the court fails to pierce?

A plaintiff has the burden of establishing alter-ego liability. Courts do not typically make a distinction between different forms of corporations, whether they are non-profit or for-profit, so alter-ego liability is evaluated equally.

If a corporation is properly created and maintained, shareholders will not be liable for corporate debts or exposed to lawsuits. Shareholders must uphold corporate formalities and avoid any misuse of corporate funds, property and means of manipulation.

The keys to making sure an entity stays separate from its shareholders are:

1) Documentation and Formalities: Ensure that all letterhead, business cards, and corporate signs include the words “Inc.” or “Incorporated”, for example. Shareholders who sign contracts or documents should sign them in a corporate capacity indicating their corporate position. Create by-laws, issue stock, maintain corporate minutes, have separate account books, file annual reports, and have regular board meetings with all directors.

2) Avoid Co-mingling: Never co-mingle corporate assets with those of the shareholders. Corporations should have their own separate bank account. If you borrow from or lend to the corporation, record an appropriate resolution, sign a promissory note, charge a fair market rate of interest, and make regular payments.

3) Capitalization: Capitalize the corporation sufficiently and purchase adequate liability insurance.

4) Employment Agreements: Establish one between you and the corporation.

5) Multiple Corporations: Avoid identical stock ownership of several corporations along with similar officers and directors. Use different business addresses, telephone numbers and employees.

This valuable advice is critical to minimize a corporation’s exposure to litigation and help them manage their operations. Small and big companies need to understand the importance of having a lawyer to help them with increasing complexities in today’s business environment.

The Law Offices of Spotora & Associates has decades of experience for both businesses and the shareholders that run them. Their services range from counseling individual and corporate clients domestically and internationally, to assisting in business management and maintaining corporate records.

Anthony Spotora is a Los Angeles entertainment lawyer and Los Angeles business attorney. To learn more, visit Spotoralaw.com.