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If you own or operate a North Carolina corporation, making sure to observe “corporate formalities” isn’t just administrative housekeeping; it is an essential step in preserving limited liability and protecting shareholders from potential personal liability.
Under the North Carolina Business Corporation Act, corporations are treated as a separate legal entity from their owners. However, courts will disregard that separation (known as “piercing the corporate veil”) when owners fail to respect and observe the corporate structure and corporate formalities. As an initial matter, corporations must maintain the proper governing documents, including Articles of Incorporation, Bylaws, and any amendments to those documents. Most people forming corporations are aware of the requirement to file the Articles of Incorporation with the North Carolina Secretary of State to form the business. However, we see more and more corporations that are operating without bylaws, which is the internal governance document required for a corporation under North Carolina law. It is also important for corporations, even small single owner corporations, to hold and document the meetings of shareholders and directors that are required by North Carolina law and the corporate bylaws (in the absence of a shareholders agreement that states otherwise). There are other formalities that must be observed under North Carolina law, such as: maintaining separate corporate and personal accounts to ensure that monies are not commingled; properly issuing and tracking shares in accordance with the Articles of Incorporation and Bylaws; and, filing the necessary reports with the North Carolina Secretary of State and maintaining a North Carolina registered agent. Under the worst circumstances, failure to observe these formalities may result in the corporate form being ignored and personal liability being imposed against the corporate owners. Jesson & Rains offers annual business maintenance plans whereby we ensure these fundamental documents are in place, provide meeting minutes templates, file the annual reports with the Secretary of State, serve as the registered agent, and more. Click here for more information. Now is the time to sign up, as many annual reports are due April 15!
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If you’ve ever dealt with the probate process, you’ve probably heard the same concerns again and again: unexpected bills, unclear timelines, and legal fees that seem to grow every month. At our firm, we believe clients deserve better.
That’s why we’re pleased to announce that we now offer flat-fee probate services for many probate matters. What Does “Flat Fee Probate” Mean? Instead of charging by the hour, our probate fees are based primarily on the value of the estate, with the total cost discussed up front before we begin work. While certain variables may affect the final fee—such as the complexity of the estate or the nature of the assets involved—the most important difference is that clients will know the fee in advance. This eliminates the uncertainty and surprise that often accompany hourly billing. Why We Moved Away From Hourly Billing Hourly billing can create unnecessary stress at an already difficult time. Clients are often left wondering how much the process will ultimately cost, whether they should avoid calling their attorney to keep fees down, or why their bill has increased even when the case appears to be moving slowly. Experienced and efficient attorneys do not like to measure their value with their time, either. The hourly billing model incentivizes some attorneys not to work quickly or some firms to have multiple people working on the same issue. With a lot of thoughtful research and study, we’ve found a way to offer flat-fee probate services. Clients can ask questions and seek guidance without worrying that every phone call or email will increase their legal bill. This approach allows us to focus on efficiently guiding the estate through the probate process, rather than monitoring time spent on each task. Flat-fee billing also better aligns our interests with those of our clients. Our goal is to resolve probate matters as smoothly and quickly as possible, while keeping expectations clear from the start. Are All Probate Cases Flat Fee? Many probate matters are well suited for a flat-fee structure, particularly uncontested estates where assets are clearly identified and beneficiaries agree to the billing model. However, probate is not one-size-fits-all. Certain factors can affect pricing, including the total value and type of assets or complications such as missing beneficiaries or unclear documentation. Transparently, we may not accept as many cases as we once would. The flat fee must be paid in advance, and all beneficiaries must agree to this structure (eliminating cases involving disputes among heirs), although we can sometimes reach alternative arrangements such as getting paid out of the proceeds from the sale of a house that is involved in probate (one of the main reasons why families have to go through this process in the first place). For that reason, we evaluate each case carefully before agreeing to proceed and explain how these factors may impact the flat fee before moving forward. Our goal is always to ensure clients understand both the process and the cost from the outset. A Better Way to Handle Probate Our goal is simple: to make probate more understandable, more predictable, and less stressful for the people going through it. If you have just suffered the loss of a loved one and may have to serve as the executor, or if you work in an industry where you are frequently involved with executors, we invite you to contact our office to learn more about flat-fee probate services. Probate is a process that typically occurs while people are grieving the loss of a loved one. Financial uncertainty should not make that experience more overwhelming. Contact Jesson & Rains for assistance. While You Build, We Protect®. |
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