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Starting a corporation in California can be a great way to protect your personal assets and establish your business.

If you’re in San Diego, there are specific steps and rules you should know. Here’s a guide to help you through the process.

Step 1: Choose Your Business Structure

The first decision is selecting the right business structure. In California, the most common options include:

• C Corporation – Offers protection for your personal assets but may involve more rules and taxes.
• S Corporation – Provides tax benefits by passing income directly to shareholders, but limits on the number and type of shareholders apply.
• Limited Liability Company (LLC) – Combines features of a corporation and partnership, offering flexibility and protection.

It’s essential to choose a structure that fits your business goals. Consulting with a knowledgeable corporate attorney can help ensure you choose the structure that aligns with your business goals and tax preferences.

Step 2: File Articles of Incorporation

Once you’ve selected your business structure, the next step is to officially register your corporation by filing the Articles of Incorporation with the California Secretary of State. This document includes:

• The corporation’s name and address
• The purpose of the corporation
• Information about the registered agent
• Details of shares authorized

Make sure your business name is available and meets California’s rules by checking the Secretary of State’s website. It’s important to avoid any name conflicts or potential legal issues.

Step 3: Draft Corporate Bylaws

Bylaws are essential documents that outline the internal rules and regulations for managing your corporation. They cover:

• Roles and responsibilities of officers and directors
• Procedures for holding meetings and voting
• Guidelines for issuing stock and managing shares
• Processes for handling disputes or dissolving the corporation

Drafting clear and comprehensive bylaws ensures smooth operations and helps prevent conflicts down the road. It’s advisable to work with a corporate attorney who understands California-specific laws to tailor these bylaws to your business needs.

Step 4: Obtain Necessary Permits and Licenses

Operating a corporation in California may require specific permits or licenses, depending on your industry. For businesses in San Diego, this might include:

• Local Business Licenses – Required by the city of San Diego for businesses operating within city limits.
• State Permits – Certain industries, such as construction, health care, or finance, may require state-level licenses.

Visit the California Department of Tax and Fee Administration (CDTFA) and the City of San Diego’s Economic Development Department websites to verify which permits apply to your corporation.

Step 5: Hold the First Board Meeting and Issue Stock

Once your corporation is registered and bylaws are ready, you’ll need to hold your first board meeting. During this meeting, you should:

• Appoint corporate officers (e.g., CEO, CFO, Secretary)
• Adopt the bylaws
• Approve the issuance of stock to shareholders

Issuing stock is a key step, even if you’re the sole shareholder. This process ensures that your corporation is compliant with California securities laws and properly records ownership interests.

Step 6: Obtain an Employer Identification Number (EIN)

An Employer Identification Number (EIN) is like a Social Security number for your business, it is used for tax purposes and identifies your corporation. You can get an EIN for free from the Internal Revenue Service (IRS) website.

Step 7: Maintain Corporate Compliance

Incorporating your business is just the beginning. To maintain your corporation’s legal standing, you must:

• File a Statement of Information with the California Secretary of State every year
• Hold annual shareholder meetings
• Keeping records of meetings and decisions
• Paying yearly taxes and filing tax returns

Failing to stay compliant can lead to penalties, so it’s essential to stay organized and up-to-date with your filings.

Why Incorporating in San Diego & California Is Unique

California has its own set of regulations and requirements that differentiate it from other states, such as:

• California Franchise Tax – Corporations are subject to an annual minimum franchise tax, regardless of profitability.
• Employment Laws – California’s employee rights are some of the most detailed in the country, affecting your business policies.

San Diego has a strong business community, making it a great place for corporations to grow. But these unique aspects show why it’s helpful to work with a local business attorney who knows California laws.

Need Legal Advice?

Starting a corporation is a big step, and every decision matters. At Hoffman & Forde, our experienced business attorneys can guide you through each step, making sure your corporation meets all the California and San Diego rules.

Contact us today at (619) 546-7880 for a consultation and let’s help you build a strong foundation for your business.

Disclaimer: The information in this post is considered attorney advertising under applicable California Law. The contents of this post is for informational purposes only and is not legal advice. The information may be incomplete or out of date. No representations, testimonials, or endorsements on this web site constitute a guarantee, warranty, or prediction regarding the outcome of any legal matter.

As of April 1, 2024, California’s new legislation, Bill SB 567, has introduced important changes to the rules governing no-fault just cause evictions. This law now affects both landlords and tenants, setting clear guidelines for ending leases and ensuring fair treatment for all parties involved.

Here’s a detailed overview of the key aspects of this new law and what it means for you:

1. Key Updates for No-Fault Just Cause Evictions

Under the new rules, if a landlord terminates a tenancy for a no-fault reason—such as wanting to move into the property—they must comply with specific requirements:

• Mandatory Moving-In Timeline – Landlords must move into the property within 90 days after the tenant vacates. Additionally, they must use the property as their primary residence for at least 12 continuous months. If the landlord fails to meet these conditions:
  • The landlord must offer the rental unit back to the tenant who vacated it, at the same rent and lease terms that were in place before the tenant left.
  • The landlord is also required to reimburse the tenant for reasonable moving expenses that exceed any relocation assistance previously provided.

These provisions are designed to ensure that no-fault evictions are used fairly and not as a loophole to displace tenants unjustly.

2. Relocation Assistance Requirements

When issuing a no-fault eviction notice, landlords must now provide one of the following forms of assistance to the tenant:

• Direct Financial Assistance – Landlords must give the tenant money to help with moving costs.
• Rent Waiver – Alternatively, landlords can waive the rent for the final month of the tenancy. This waiver must be provided in writing before the rent is due.

These measures aim to ease the financial burden on tenants who are displaced due to no-fault evictions, making the transition more manageable.

3. Property Withdrawal and Remodeling Notices

If a landlord decides to withdraw a property from the rental market to remodel or demolish it, they must:

• Provide the tenant with written notice detailing the planned work on the property. This notice must include specific information about the scope of the remodel or demolition.

This requirement ensures that tenants are fully informed about significant changes to their housing situation and have clear information about what to expect.

4. Legal Risks and Penalties for Landlords

• Penalties for Violations – Landlords who attempt to recover possession of a rental unit in violation of the new provisions may be liable for damages up to three times the actual amount of damages, in addition to punitive damages.
• Excess Rent Payments – If a landlord collects rent payments that exceed the maximum allowable increase, they may be liable to pay back up to three times the excess amount, especially if the overcharging was done willfully or fraudulently.
• Enforcement Actions – The Attorney General, city attorney, or county counsel have the authority to seek injunctive relief against landlords who violate these rules. This means that legal action can be taken to enforce compliance and protect tenants’ rights.

What This Means for You

For Tenants

Bill SB 567 provides stronger protections against unfair evictions and ensures that you receive appropriate assistance with moving costs if you are displaced due to a no-fault eviction. This helps to safeguard your rights and reduce the financial impact of relocating.

For Landlords

Understanding and adhering to these new requirements is crucial to avoid potential legal issues and financial penalties. By following the new rules, you can manage your rental properties more effectively and maintain good relationships with your tenants. Ensuring compliance with the law will help you avoid disputes and legal challenges.

Need Legal Advice?

With the new legislation now in effect, it is essential to ensure that you are fully informed and compliant.

If you have any questions about how Bill SB 567 affects you or need guidance on navigating these changes, our experienced team is here to assist.

Contact us today at (619) 546-7880 for a consultation to discuss your specific situation and learn how we can support you in managing these new requirements.

Disclaimer: The information in this post is considered attorney advertising under applicable California Law. The contents of this post is for informational purposes only and is not legal advice. The information may be incomplete or out of date. No representations, testimonials, or endorsements on this web site constitute a guarantee, warranty, or prediction regarding the outcome of any legal matter.

If you are renting an apartment or house, it’s always best to try to remain on good terms with your landlord; nobody wants their housing situation to become a source of stress. Sometimes it can’t be avoided, though, when the landlord is violating your rights or refusing to honor their contractual commitments. In these cases, pursuing a legal remedy may be your best option.

Here are the most common reasons to sue your landlord.

1. The Landlord Has Kept Your Security Deposit

Landlords in California have 21 calendar days to return your security deposit after you’ve moved out of the property. After that, they must provide an itemized list of deductions if they keep any money. Common reasons for deducting money from the deposit are:

• Unpaid rent.
• Damage to the property.
• Cleaning costs (the apartment must be at the same level of cleanliness as when the tenant moved in).

However, a landlord cannot charge the tenant for normal wear and tear, such as faded paint, worn carpet, or loose doorknobs.

2. The Landlord Is Entering the Property Illegally

Landlords have a right to enter and inspect their property, but this is balanced against the tenant’s right to privacy in their home. Unless it’s an emergency, California landlords must give 24 hours’ notice before entering the property. Even then, if the landlord is repeatedly entering with little or no reason, you might still have a harassment case.

3. Housing Discrimination

Federal and state laws prohibit landlords from discriminating against current and prospective tenants based on certain protected characteristics. In California, these include race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, age, sexual orientation, veteran or military status

4. Failure to Reimburse for Repair Costs

Leases may vary, but it is typically the landlord’s responsibility to repair the property. Sometimes the two parties may agree that the tenant will make repairs, and the landlord will reimburse the tenant for the cost. However, if the landlord refuses to honor the agreement, the tenant can sue for this money. So be sure you talk to the landlord before making any repairs.

5. Injury Due to Landlord Negligence

Tenants may sue their landlords if they are injured because the landlord fails to maintain safe conditions. For example, if a ceiling piece falls on your head or a handrail gives out while leaning against it. A major factor in such cases will be whether the landlord knew or should have known about the unsafe conditions.

6. Failure to Disclose Hazardous Conditions

If hazardous conditions on the property can affect the tenant’s health, the landlord must disclose these in advance. Common examples are lead paint and mold. If you are harmed due to the landlord’s failure to disclose such hazards, you may have a case.

7. The Property Has Become Uninhabitable

Landlords are required to keep rental properties in “habitable” condition. If uninhabitable conditions arise and the landlord refuses to fix them, the tenant has legal recourse, usually in the form of vacating the property and seeking reimbursement for associated costs. Examples of uninhabitable conditions include lack of hot water, entry doors that don’t lock, and leaking sewage or gas. Remember that you must first give the landlord a chance to make repairs, and if you vacate the property and don’t successfully prove it was uninhabitable, you will likely be liable for unpaid rent.

8. Illegal Provisions in the Rental Agreement

Tenants have rights under state and federal law, and a rental agreement generally can’t require a tenant to relinquish those rights. So, for example, a lease can’t require the tenant to vacate the property immediately on notice of eviction or allow the landlord to enter without notice.

9. Illegally Raising the Rent

Some California cities have laws limiting how much a landlord can increase an existing tenant’s rent per year. Outside of those cities, however, there is no such limit. Landlords must provide adequate notice to the tenant before the increase goes into effect. Most increases require at least 60 days’ notice, or 90 days if the increase is more than 10%. There are exceptions to this rule.

10. Illegal Eviction

A landlord must have legal cause to evict a tenant and go through a formal process. If the landlord evicts you without cause or tries to do it outside the required procedure, you may have a legal claim against them.

Landlord-Tenant Specialists in Southern California

Landlord-tenant law is complicated, especially in California. When your home, and potentially your health, is on the line, the best thing you can do is consult with an attorney. Our team has years of experience in this field and can help you reach a fair outcome that protects your rights. Contact us today to schedule an appointment.