Fisher Law Corporation

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01/11/2023

Northern Lights, unfiltered. Nature is mystical.

05/27/2019

D you know what are the most common forms for carrying on a business? They are:

• Sole proprietorship;
• General partnership;
• Limited liability partnership (available only to accountants, attorneys, architects, engineers and land surveyors);
• Limited partnership;
• Limited liability company;
• Corporation (including various kinds of corporations—statutory close corporations, professional corporations, S corporations, social purpose corporations and benefit corporations).


SOLE PROPRIETORSHIP: This is the simplest form in which to conduct a business. A sole proprietorship is not a legal entity itself. Rather, the term refers to a natural person who directly owns the business and is directly responsible for its debts.

GENERAL PARTNERSHIP: A general partnership is a form of business entity in which two or more co-owners engage in business for profit. So long as the parties have jointly agreed to carry on a business for profit, they are general partners even though they have no specific intent to be “general partners” or have not reached agreement on how to share profits or losses. No special formalities are required to form a general partnership; it may even be predicated on an oral agreement. A general partnership has some of the attributes of a separate legal entity:

• It can hold and convey legal title to real property in its own name (rather than in the names of the partners).
• It can sue and be sued in the partnership name.
• It continues in existence notwithstanding the “dissociation” of one or more partners.

Partners are obligated to carry out the enterprise with the highest good faith toward each other and, in particular, assume fiduciary duties of due care and loyalty to the partnership and each other in regard to partnership operations. These duties, which include prohibitions against self-dealing and conflicts of interest, must be discharged consistently with the obligations of good faith and fair dealing.

LIMITED PARTNERSHIP: A limited partnership is comprised of one or more “general” partners who manage the business and who are personally liable for partnership debts, and one or more “limited” partners who contribute capital and share in the profits, but who normally take no part in running the business and who incur no liability with respect to partnership obligations beyond their capital contributions. The purpose of this form of business entity is to encourage passive investors to invest in the enterprise, allowing them to reap a share of the profits if it succeeds, but without risking more than their capital contributions.

Except as otherwise provided by law or agreement, the general partners of a limited partnership are subject to the same liabilities as partners of a general partnership: i.e., joint and several liability for all debts and obligations of the partnership. On the other hand, the limited partner is primarily a passive investor, and normally is not active in management and control of the business on a day-to-day basis.

LIMITED LIABILITY COMPANY (LLC): A hybrid between a partnership and a corporation, a limited liability company (LLC) combines the “pass-through” treatment of a partnership with the limited liability accorded corporate shareholders. Like a corporation, which can have as few as one shareholder, an LLC need have only one “member” (i.e., owner). And, like limited partnerships and corporations, an LLC is recognized as a legal entity separate and apart from its “members” (i.e., its owners).

Ordinarily, only the LLC can be held responsible for the entity’s debts. Subject to narrow exceptions, the LLC members are not personally liable for the entity’s obligations and/or liabilities and thus enjoy the same “limited liability” as corporate shareholders. Management of an LLC’s business and affairs is vested in all its members unless the articles of organization provide otherwise.

An LLC is dissolved (1) upon the occurrence of an event (if any) set forth in the articles or written operating agreement, (2) by the vote of members having a majority in interest in current profits (or such greater percentage as may be specified in the articles or written operating agreement), (3) 90 days after the LLC has no members (but on a sole member’s death, the member’s status may pass to one or more of his or her heirs or successors), or (4) by judicial decree on the grounds specified in Corps.C. § 17707.03 (generally, events making continuation of the LLC imprudent or impracticable).

CORPORATION: A corporation is a separate legal entity existing under authority granted by state law. It has its own identity, separate and apart from the persons who created it and from its shareholders. As a separate legal entity, the corporation is responsible for its own debts. Normally, the shareholders, directors or officers of the corporation are not legally responsible for corporate liabilities. If there are losses in the business, the corporation bears them to the extent of its own resources; the stockholders indirectly bear them in that the value of their stock declines more or less in proportion to such losses. However, the shareholders may be held personally liable for corporate obligations if they have personally guaranteed them or if “alter ego liability” is imposed. They may also be liable for their own tortious conduct in ordering, authorizing or participating in corporate wrongdoing.

Normally, management and control is vested in the board of directors, elected by the shareholders of the corporation. The directors generally make policy and major decisions but do not individually represent the corporation in dealing with third persons. Rather, such dealings are conducted through officers and employees, to whom authority is delegated by the directors.

As a separate legal entity, the corporation is capable of continuing indefinitely. Its existence is not affected by death or incapacity of its shareholders, officers or directors, or by transfer of its shares from one person to another.

11/03/2018

What You Should Know About Home Appraisals

Understanding how appraisals work will help you achieve a quick and profitable refinance or sale. When you refinance or sell your home, the lender will insist that you get an appraisal--an opinion of the value of your home based on what similar homes in your area have sold for in recent months.

Here are five tips about the appraised value of your home.

1. An appraisal isn’t an exact science

When appraisers evaluate a home’s value, they’re giving their best opinion based on how the home’s features stack up against those of similar homes recently sold nearby. One appraiser may factor in a recent sale, but another may consider that sale too long ago, or the home too different, or too far away to be a fair comparison. The result can be differences in the values two separate appraisers set for your home.

2. Appraisals have different purposes

An appraisal being used to figure out how much to insure your home for or to determine your property taxes may rely on other factors and arrive at different values. For example, though an appraisal for a home loan evaluates today’s market value, an appraisal for insurance purposes calculates what it would cost to rebuild your home at today’s building material and labor rates, which can result in two different numbers.

Appraisals are also different from CMAs, or competitive market analyses. In a CMA, a real estate agent relies on market expertise to estimate how much your home will sell for in a specific time period. The price your home will sell for in 30 days may be different than the price your home will sell for in 120 days. Because real estate agents don’t follow the rules appraisers do, there can be variations between CMAs and appraisals on the same home.

3. An appraisal is a snapshot

Home prices shift, and appraised values will shift with those market changes. Your home may be appraised at $550,000 today, but in two months when you refinance or list it for sale, the appraised value could be lower or higher depending on how your market has performed.

4. Appraisals don’t factor in your personal issues

You may have a reason you must sell immediately, such as a job loss or transfer, which can affect the amount of money you’ll accept to complete the transaction in your time frame. An appraisal doesn’t consider those personal factors.

5. You can ask for a second opinion

If your home appraisal comes back at a value you believe is too low, you can request that a second appraisal be performed by a different appraiser. You, or potential buyers, if they’ve requested the appraisal, will have to pay for the second appraisal. But it may be worth it to keep the sale from collapsing from a faulty appraisal. On the other hand, the appraisal may be accurate, and it may be a sign that you need to adjust your pricing or the size of the loan you’re refinancin

10/08/2018

A SELLER'S GUIDE TO HOME INSPECTIONS.

Once the buyer has made, and you’ve accepted, the offer, your home will get the once-over from the buyer’s home inspector. The inspection is usually a contingency of the offer, meaning the buyer can back out based on serious problems discovered. The lender also expects an inspection to make sure it’s making a good investment. Makes sense, right?

During the home inspection, an inspector will examine the property for flaws. Based on the inspector’s report the buyer will then give you a list of repair requests. Your agent will work with you to negotiate those requests. Don’t want to be responsible for a repair? (Maybe it’s best if the buyer has the fix made by their own contractor anyway.) Your agent may be able to negotiate a price credit with the buyer instead.

By the way, inspections aren’t necessarily a big, scary deal. Your agent will help advise you about repairs you need to make before the inspection. In fact, she may have made those recommendations to you even before you put the home on the market. And if you’ve been maintaining your home all along (and you have, right?), your punch list may be minimal.

In addition, back when you put the home on the market, you were required to disclose to buyers the home’s “material defects” — anything you know about the home that can either have a significant impact on the market value of the property or impair the safety of the house for occupants. Material defects tend to be big underlying problems, like foundation cracks, roof leaks, basement flooding, or termite infestation.

What a Home Inspection Covers Depends on the Home

Every home is different, so which items are checked during your property’s inspection may vary. But home inspectors typically look at the following areas during a basic inspection:

• Plumbing systems
• Electrical systems
• Kitchen appliances
• Heating, ventilating, and air conditioning (HVAC) equipment
• Doors and windows
• Attic insulation
• Foundation and basement
• Exterior (e.g., siding, paint, outdoor light fixtures)
• Grounds

Depending on the sales contract, the purchase may also be contingent on a roof inspection, radon inspection, or termite inspection.

What a home inspection won’t cover is the unseen. Your inspector isn’t going to rip open walls or mountaineer on the roof.

So What Do You Need to Fix?

A home inspection report is by no means a to-do list of things that you must address. Many home repairs, including cosmetic issues and normal wear and tear, are negotiable.

There are, however, three occasionally overlapping types of repairs that sellers are typically required to deal with after a home inspection:

1. Structural defects. This is any physical damage to the load-bearing elements of a home; these issues include a crack in the foundation, roof framing damage, and decaying floor boards.

2. Safety issues. Homes for sale have to meet certain safety standards. Depending on where you live, safety issues that you, the seller, may have to address could include mold problems, wildlife infestation, or exposed electrical wiring.

3. Building code violations. Building code violations — such as the absence of smoke detectors, use of non-flame retardant roofing material, and use of lead paint after 1978 — must be addressed by the seller.

Again, addressing these might take the form of a credit on the price, which in the case of structural issues could be sizeable.

Use This Checklist to Prepare for a Home Inspection

So, are you ready for the inspection? If you take these steps (with your agent’s assistance) you will be:

• Assemble your paperwork. Transparency is key. Ideally, you’ll have summaries or invoices of renovations, maintenance, and repairs you’ve done on your home that you can provide to the home buyer. Create a file that collects this documentation and share it with the buyer.

• Make sure your home is squeaky clean. Your home should be pristine when the inspector arrives — a good first impression will set a positive tone. Take time to declutter and deep clean the whole house. A deep clean (stuff like cleaning the range hood and upholstery and sanitizing garbage cans), averages between $200 and $400, according to Angie’s List, depending on the size and condition of your home.

• Remove any obstacles that may block Does the Inspector Have a View?Make sure to rake up leaves and brush from the home’s foundation so the inspector can get a good view of the grounds, grading, and exterior. the inspector’s access. Take measures to ensure the inspector has complete access to all facets of the property, including electrical panels, attic space, and fireplaces. This may require temporarily moving clothing and other items that impede access.

• Leave the utilities on. For the home inspector to test items such as the stove, dishwasher, furnace, and air conditioning system, the utilities must be connected regardless of whether the house is vacant; otherwise, the inspector may need to reschedule, which can potentially push back closing.

• Fix minor problems ahead of time. Many cosmetic issues — say, a broken light fixture or a scratch on the wall — are minor and easy to fix, but they can make buyers more concerned about how well you’ve maintained other areas of the home. It’s best to take care of small problems yourself before the buyer’s inspection.

It’s a Good Idea to Do Your Own Inspection Before the Inspection

Some sellers choose to hire their own home inspector to check the property before their house is even listed. This is called a “pre-listing inspection,” and it has several advantages:

• It can give you time to fix deal breakers. Granted, a pre-inspection costs money — a basic inspection is about $315, with condos and homes under 1,000 sq ft. costing as little as $200 and homes over 2,000 sq ft. running $400 or more, according to HomeAdvisor.com. That said, it can enable you to address major issues that could cause a buyer to pull out of their offer. Big problems may include mold, water damage, or foundation cracks.

• It can mean fewer surprises — and help you market your home. Knowing what needs to be fixed in your home in advance will enable you to be upfront with buyers about any big pre-existing issues, which can give buyers peace of mind. You can also make it known to prospective buyers that consideration for those items has already been factored into the sales price.

• It can speed up the negotiation process. Having a pre-listing inspection can help reduce, or even eliminate the time-consuming process of having back-and-forth negotiations.

If you discover any material defects to the property in a pre-listing inspection, you are legally required to disclose them to buyers — even if you fix them. Also there’s no guarantee that the buyer’s own inspection won’t reveal things yours didn’t find. The choice to do a pre-listing inspection is yours, but it never hurts to get a head start on repairs.

Be Aware of These Tried-and-True Tactics for Negotiating Repairs

When it comes to repairs, your agent will haggle with the buyer’s agent for you — though it’s ultimately your decision as to how you want to respond to the buyer’s home repair requests.

Here are four time-tested negotiating techniques that your agent may deploy to protect your best interests — without reducing the sales price:

1. Agree to make reasonable repairs. Unless your house is flawless — and the reality is that no one’s is — be prepared to receive repair requests from the buyer. You don’t have to offer to fix everything that buyer asks of you, but you should take responsibility for major issues.

2. Offer a closing cost credit. Don’t want to deal with the hassle of making or ordering home repairs yourself? Ask your agent to offer the buyer a credit at closing for the estimated costs. This can also help you avoid complaints from the buyer over the quality of the workmanship, since you won’t be the one overseeing the repairs.

3. Barter. One way to smooth things over with a buyer and keep the deal moving forward is to offer something of value that’s unrelated to the requested repairs. For example, if you know the buyer loves the new couch or bedroom set you bought, you could offer to leave it behind in exchange for making fewer repairs.

4. Leverage the market. You may have more negotiating power depending on where you live. In a hot seller’s market, for instance, you might be in the position to offer the buyer fewer repairs, especially if you have another buyer eager to make an offer.

Home inspection may sound like a burdensome process, especially when you’re so close to your goal. But when you cross it off your list, you’re readier than ever to jump to the next level — and into your life’s newest phase.

09/28/2018

• Ask for a Mortgage Loan Disclosure Statement and/or a loan estimate. These documents will tell you the cost and proposed terms of the loan.

09/26/2018

RED FLAGS IN REAL ESTATE FRAUD

Here are examples of red flags during a real estate transaction. Be wary if you:

• Are asked to pay cash.

• Are asked to pay for something “on the side,” “outside of escrow,” or “after closing.”

• Are asked to pay a real estate agent directly or are asked to pay upfront fees.

• Are dealing with unlicensed agents or unlicensed brokerage companies.

• Are offered a “forensic loan audit.”

• Are dealing with “attorney-backed” businesses or law offices that refuse to provide an attorney’s name or State Bar number.

• Come across programs and companies that claim to represent Federal or State agencies or programs.

• Are given a sales pitch with logical holes, lack of details, or assumptions.

• Meet with salespeople who fail to discuss possible risks along with possible rewards. All investments carry a risk.

• Are asked to lend personal funds to an investment plan secured only by a personal note, or otherwise unsecured.

• Encounter lack of an actual business office, unwillingness to meet in an actual office, or refusal to meet in person.

• Are not provided with required State and Federal disclosures early in the real estate transaction.

• Are asked to transfer title.

• Are encouraged to make payments to someone other than your servicer.

09/20/2018

KEY POINTS TO CONSIDER IN HIRING A PROPERTY MANAGER

Get the full name and contact information of the person or company you employ.

Check the property manager’s Bureau of Real Estate license, which must be valid and active to collect rent and manage your property. (Note: Resident property managers don’t need a real estate license.)

Ask the property manager for professional affiliations or certifications with property management organizations, and then verify those on the organization’s website.

Find out how long the company has been in business.

Ask how many properties are being managed and by how many employees. Make sure the answer is reasonable.

Get information on how tenants are screened, to include employment verification, prior rental and eviction history, etc.

See how many tenants have been evicted in the last year. This can also help you find out if tenants are being properly screened.
Ask how long it takes to fill a vacancy. Make sure the answer is reasonable.

Find out what insurance or bond the company may have.

Make sure the property manager has a trust account for security deposits and rents if they’re not held in an escrow account or given directly to you.

Call the Bureau of Real Estate at (877) 373-4542 or go to www.calbre.ca.gov to check the license. Make sure the license status is “Licensed” and that an agent with a salesperson license works for a broker. Look into any prior disciplinary action or restrictions on the license.

Check the Better Business Bureau, Chamber of Commerce, and other sources for reviews and complaints.

Review your insurance policy to see if you’re covered against fraud by a property manager.

09/18/2018

BEWARE OF FRAUDULENT LOAN MODIFICATION SCHEMES

Protect yourself from loan modification or foreclosure rescue scams. Beware of loan modification and foreclosure rescue scams run by con artists who demand the payment of upfront fees.

Loan modifications are situations in which you and your lender agree to modify one or more of the terms of your home loan. The terms could be a lower interest rate, an extension of the length of the loan (like converting a 30-year loan into a 40-year loan), changing an adjustable-rate loan (called an ARM) to a fixed rate, a rate freeze, the deferring of some of your payments, or any other modification or restructuring of loan terms.

The goal of a successful loan modification is to help you keep your home and to give you a real, meaningful, sustainable, and long-term adjustment to your current home loan that works for your financial situation. Not everyone will meet the qualification requirements for a loan modification. If you have been turned down by your lender, seek counseling services for advice on other options available to you.

The U.S. Department of Housing and Urban Development (HUD) offers foreclosure avoidance counseling through nonprofit agencies in California. Go to HUD’s website at www.hud.gov or call (800) 569-4287 to find counselors. HUD also offers information to homeowners facing the loss of their home.

The HOPE NOW alliance is a cooperative effort of home loan counselors and lenders, and it consists of HUD intermediaries. Go to the Hope Now website at www.hopenow.com or call its hotline at (888) 995-HOPE.

If you are considering obtaining assistance from a person or company that is not a HUD-approved nonprofit housing counselor, always check them out at www.dre.ca.gov to ensure the company or person is properly licensed. And remember, never pay an upfront fee for loan modification or forebearance services.

If you have already been the victim of a scam by a disreputable company, or have become aware of a loan modification scam, you can report fraud to DRE at (877) 373-4542.

For more information, advice, and safeguards, visit DRE’s Consumer Alerts section: http://www.dre.ca.gov/Consumers/ConsumerAlerts.html.