Category Archives: Personal Liability

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Stephanie came to my office fearing lawyers. Threatened by a lawsuit, she needed to get her corporate records in order. Her personal savings might be at risk. Learn how she found the G&V Corporate Records Program and how it gave her peace of mind.

For many business owners, just thinking about hiring an Orange County small business lawyer provokes fear. You’ve heard the horror stories – expensive hourly rates, questions answered with legal jargon, or cases where only the lawyers won.

Maybe you had a bad experience with a lawyer yourself. Now you worry about hiring another attorney who can’t solve your legal problem. So you might wait until you anticipate a lawsuit to contact a lawyer. Such was the case for a new client I recently met.

Stephanie, my new client, revealed that her fear of lawyers stemmed from an experience with another attorney. She had contacted him about her corporate records. Not knowing what to do, she sought legal counsel.

Need help from a friendly, approachable business attorney? Click here.Stephanie’s former attorney left her feeling helpless

Regrettably, her former attorney expected her to tell him what to do. When she told him that he should know what action to take, he responded with, “I don’t know anything about your business.” She hesitated to hire another attorney. She feared similar results.

Stephanie overcame her fears and called my office

Stephanie finally responded to a marketing letter my office sent out in 2007. The letter outlined her concerns. But she now feared lawyers so much that she used a false name when she called us! When I asked why she explained, “I didn’t know if I would like you or not.”

Finally, clutching a copy of that 2007 letter, she revealed her true identity. We met at my office. She described her small business and expressed concerns about the state of her corporate records.

Stephanie’s biggest fear – her company’s corporate veil might be pierced

As the owner of a small board and care facility for the elderly, Stephanie had let her corporate records slip into disarray. She had not filed updates required by the state for several years.

Consequently, she feared she might be at risk. She heard many horror stories of small business owners’ personal assets being vulnerable in the event of a lawsuit. She feared she could lose her savings. Her comfortable retirement might be in jeopardy.

Threat of a lawsuitStephanie’s fears intensify with the threat of a lawsuit

Her fears grew after an employee’s injury on her property. He seemed eager to sue. She questioned whether her workers’ compensation insurance was enough. Could her employee still bring legal action against her business? She knew she needed help, but also worried about the cost of our legal services.

How the G&V Corporate Records Program put Stephanie’s mind at ease

Stephanie’s concerns aren’t unique; we hear similar stories every day. The good news for her – and for you – is that our Corporate Records Program helps business owners get their corporate records back on track. And it doesn’t matter how out of date they are.

Our annual maintenance program gives you more time to focus on your business. We’ll take care of preparing and submitting your corporate records to the Secretary of State’s office.

With the G&V Corporate Records Program, Stephanie now has peace of mind. She knows that her corporation remains valid and her personal assets are protected.

Concerned about costs?

Our affordable, fee-based programs are priced for small and medium-sized businesses. There are no hourly rates and no hidden costs.

Do you still fear lawyers?

Small Business Attorney Orange County - Get Help Today

Small Business Attorney Orange County – Get Help Today

You may worry about hiring a California business attorney. But if you own a small or medium-sized business, there’s something that should rouse more dread in you. You could be vulnerable if your corporate records haven’t been properly maintained or submitted to the state every year. Just one lawsuit could pierce the corporate veil. Your personal assets – and dreams for the future – could be at risk.

Put your fears to rest with our easy, affordable solution for updating and maintaining your corporate records. Contact us today for a free, no-obligation consultation.


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Why is it important to maintain corporate formality?

So you’ve incorporated your business and now want to take all the proper steps to make sure your personal assets are protected. What do you need to do?

Consequences of Not Maintaining Corporate Formality

Laws in the state of California, where most of our clients are incorporated, require corporation and Limited Liability Company (LLC) owners to observe certain corporate formalities in order to reap the benefits of the liability protection an incorporated entity provides. (For differences between Corporations and LLCs, take a look at this blog article.) The consequences of failing to meet the state’s standard can be costly to owners and shareholders alike.

Consequences of Not Maintaining Corp Formalities

State Requirements

California requires “corporate formalities,” or documentation and procedures in order to keep the corporation’s liability protection in place.

The following are required to maintain this “corporate veil” of security:

  • Maintaining good standing in the state of incorporation
  • Continuing to keep the stock ledgers accurate
  • Recording the corporate minutes, with specific resolutions, each year

Don’t know what a Corporate Veil is? Check out our post on what it means to have a Corporate Veil and what can pierce the Corporate Veil.


How Can the Corporate Records Program Help You Maintain Corporate Formality?

Attorneys Gale and Vallance can take your existing (or nonexistent!) corporate records and review them for compliance. Once the status of your entity and records are examined, our office will provide you with a plan of action for how we can bring all your records up-to-date, and then we will aid you in keeping them up-to-date through our annual maintenance program.

If you are interested in our service, we will review and audit your corporate records at no cost or obligation to you. Schedule an appointment and we will review the records you do have and recommend a specific course of action to bring your records up-to-date and maintain them in the future. Either way, your review, and consultation are free.

See our full corporate records review process here.


For more assistance or to ask an orange county business attorney with specific questions about your business, please contact us at, or (714) 634-1414.

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What is the “Corporate Veil”?

When a business is incorporated, the shareholders have a certain amount of protection from personal liability. Thus, the shareholder’s personal assets are sheltered from legal financial responsibility. However, because a corporation is a formal business entity, certain rules must be followed to keep that “veil” of protection in place. When the corporate veil is pierced, the shareholders will be held personally liable if the corporation’s assets are insufficient.


10 Common Ways the Corporate Veil is Pierced

The courts have cited over eighty ways the corporate veil can be pierced. These ten are the most common.

The courts have cited over eighty ways the corporate veil can be pierced. These ten are the most common.

For more assistance or to ask an orange county business attorney specific questions about your business, please email contact The Law Office of Gale & Vallance at or (714) 634-1414.

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