James W. Martin Law Blog

Let’s say you are starting a business all by yourself. No partners, no investors, just yourself. Which would you choose: to do business with unlimited personal liability or to do business with limited personal liability?  Well, unless you like to be sued, you would choose to limit your personal liability. How do you do that? In Florida you do that by forming a corporation or a limited liability company. If you go into business by yourself without an entity, then you are a so... Read More

When a Florida employer terminates a Florida employee, the employee will join the ranks of the unemployed. The unemployment rate is at its highest in 26 years. The employee might not find another job in time to meet monthly obligations and might not have enough money to pay for subsidized COBRA health insurance. Other than collecting unemployment, the employee might not have any rights against the employer.... Read More

In all the excitement of starting a new business, coming up with the name is probably the most fun, challenging and difficult items in your checklist. It gets even more exciting when you consider the legal aspects of naming a business. Business names often become trademarks because they identify the source or origin of goods or services. Trademarks are protected in all states as well as federally. There are millions of other businesses in the U.S. This means there is a high risk of choosing a na... Read More

Here are 10 steps to starting a business in Florida. Sure the economy sucks. But for many people, this is the best time to start a business. It’s one way to create another revenue stream. And it’s not difficult to start. And there’s no better place than Florida. In fact, it’s the most popular state for opening a business. More new businesses are opened in Florida than any other state. So here are the 10 steps to opening a business in Florida:... Read More

Florida requires anyone who transacts business under a name different from the legal name to register it as a fictitious name. This is not the same as registering a trademark. It is separate and distinct registration. And ever since 2001 it was not necessary to publish a notice in a newspaper. All you had to do was file a registration application with the Florida Division of Corporations.... Read More

It’s very easy to form a Florida corporation these days. Perhaps too easy. All you have to do is go to www.sunbiz.org, fill in names and addresses, answer a few questions, and charge the filing fee to your credit card. Then whammo you’ve got a new Florida corporation. The problem is if that’s all you did then you’re missing a lot of documents. And a lot of planning opportunities.... Read More

It’s important for all Florida corporations to hold an annual meeting of shareholders and an annual meeting of directors. Even if it’s not a Fortune 500 company. Even if it has just one shareholder. Why? To elect directors and officers, review annual financial statements, and do the other things that corporation shareholders and corporation directors are supposed to do.... Read More

Forming a new business in Florida usually means creating a new entity. Otherwise it’s just a sole proprietorship with unlimited liability. The most common entities for new Florida businesses are corporations, LLCs and partnerships. Here’s a quick review of the pros and cons of each type of business entity in Florida.... Read More

What are the duties of an LLC president? You need to know the answer if you are the president. But this question is also asked by Florida LLC members and managers. Especially when they don’t like what the president is doing.... Read More

Articles of Incorporation is the title of the legal document that is filed with the Florida Division of Corporations to form a new Florida corporation. Articles of amendment are filed to amend the articles of incorporation. The articles of incorporation state such matters as the corporation’s name, address and other matters.... Read More