In its operating agreement, a Limited Liability Company, or LLC, may specify a termination date or other event that will result in the dissolution of the LLC. On the termination date or occurrence of another specified event, the LLC is “dissolved” (Corporations Code section 17707.01(e)), with only limited powers to “wind up” its affairs (Corporations Code section 17707.04).
Generally, after the dissolution has occurred, a certificate of dissolution must be filed with the California Secretary...
Recently, the United States Supreme Court denied certiorari in 616 Croft Ave., LLC v. City of West Hollywood (2016) 3 Cal.App.5th 621, in which the issue for review was whether the City of West Hollywood’s in-lieu housing fee was an exaction. While the Supreme Court did not rule for or against the homebuilder claiming city fees were invalid, the decision not to hear the case affirms precedent. Just five months earlier, the Supreme Court...
Ezer Williamson Law is proud to announce its formal affiliation with Century City’s Leven & Seligman, LLP. With this association, both firms build on their reputations for superior quality, client service, and results.
The association will enable both firms to add depth and breadth to their existing practice areas of Real Estate Law and Litigation, Business and Corporate Transactions, Business and Commercial Law and Litigation, Partnership and Member Disputes, Shareholder Rights, Business Formation, and Estate...
Restrictive covenants are contract clauses that limit a contracting party’s future conduct. A restrictive land covenant prevents certain use of the land. In this article, we will discuss restrictive land covenants, and how to enforce them in California.
In general, restrictive land covenants serve the purpose of enforcing neighborhood presentation standards. These are your restrictive easements, Covenants, Conditions, and Restrictions (“CC&Rs”), and other Home Owner’s Association rules. They can range from mandating where a home owner...
There are many reasons why parties may end up dissolving a joint venture. Their efforts may have been unsuccessful, their project may me complete, there could be clashing management styles, or there could simply be a need for a new characterization of the businesses.
If the parties to the joint venture have a written agreement governing the relationship, that agreement will likely contain the provisions that will determine the process for dissolution. In the absence of an agreement,...
Previously on our blog, we discussed what a joint venture actually is and how to create one. Now we will share a few tips for making a joint venture relationship more successful.
Have a Written Agreement
By its very nature, a joint venture is a commitment by two or more different individuals or entities to work together on one single goal. Much like any relationship, this set up leaves a joint venture vulnerable to management...
A sole proprietorship is the most common business form because it is simple to establish and easy to maintain. For the same reasons that it is easy to start a sole proprietorship, and dissolving a sole proprietorship is relatively simple as well. If you own your own business and run it as a sole proprietorship, you can close your business in a few simple steps.
Because only one person can own a sole proprietorship, dissolving one is...
Title insurance protects real estate owners and lenders from property loss or damage that could arise from defects in the title to the property, or damages due to liens and/or encumbrances. Each title insurance policy is different, as each one will have different terms and conditions.
For most types of insurance (such as car or health insurance), the insured generally pays a monthly premium to protect against potential future events. With title insurance, the insured...
The discovery of mold on rental property usually means costly remediation and litigation between the tenant(s) and the landlord. However, California is one of the few states that have taken steps toward establishing permissible mold standards. California's "Toxic Mold Protection Act of 2001" authorizes the state's Department of Health Care Services (“DHCS”) to set permissible levels of indoor mold exposure for sensitive populations, which include children and people with compromised immune systems. The California law also allows the DHCS...
California law provides tenants with a right of quiet enjoyment of the property they are renting. This right requires a landlord to ensure that tenants’ use and enjoyment of the property will not be disturbed. The right to quiet enjoyment is heavily protected in residential lease agreements and cannot be waived. However, the right to quiet enjoyment may be waived in commercial lease agreements, and therefore showing constructive eviction in commercial leases is often more...
