For Corp Lawyers practicing in California, understanding and adhering to the State Bar’s Law Corporations Program is crucial. This program ensures that professional corporations operating in the legal field comply with all relevant statutes and court rules. It’s the responsibility of every corp lawyer to maintain this compliance, and this guide outlines recent important updates to be aware of.
Understanding Recent Fee Adjustments for Law Corporations
Recently, there have been adjustments to the fees associated with Law Corporation applications and renewals. Effective May 18, 2023, the Board of Trustees has approved increases to several administrative fees. This decision aligns with the recommendations made by the State Auditor and is designed to ensure that the State Bar’s administrative revenue adequately covers the increasing costs of providing essential services to legal professionals.
For corp lawyers managing their firm’s administrative aspects, here’s a breakdown of the updated fee structure for Law Corporations:
| Fee Type | Amount |
|---|---|
| Application | $250 |
| Annual Renewal | $100 |
| Late Fee Penalty | $110 |
These updated fees are a key component of maintaining your law corporation’s good standing and operational capability within California.
Navigating the Annual Report and Renewal Process for Your Law Corporation
Each year, law corporations are required to renew their authorization to practice law. This is done through the submission of an Annual Report and Renewal to the State Bar. For the upcoming cycle, corp lawyers should be aware of the following details:
The 2023 annual report and the 2024 renewal process will commence with notifications sent to the official contact email address registered for your law corporation by the end of February. Timely completion and submission of this year’s renewal form are mandatory to maintain compliance. It’s important to note that renewals submitted using previous years’ forms will not be accepted, so ensure you are using the current form when available.
Here are the critical deadlines and associated fees for the annual renewal:
| Description | Amount due with form | Deadline |
|---|---|---|
| Timely deadline to submit completed form and fee | $100 | March 29, 2024 |
| End of grace period | $100 | May 3, 2024 |
| Final deadline to submit completed form and fee with penalty | $210 | July 19, 2024 |
A filing fee of $100 is required when submitting the Law Corporation Annual Report. To complete your renewal, you must fill out the Licensee Records and Compliance Inquiry form to access and submit your renewal form. Payment, via check payable to The State Bar of California, along with a copy of the first page of your renewal form, should be mailed to one of the following addresses based on your mailing method:
For standard mail processing:
The State Bar of California
Law Corporation Renewals
P.O. Box 885610
Los Angeles, CA 90088-5610
For overnight mail processing:
Lockbox Services #0175610
The State Bar of California
Law Corporation Renewals
3440 Flair Drive
El Monte, CA 91731
It is critical for corp lawyers to note that the State Bar is currently unable to accept payments via credit card, in person, or over the phone. Ensure your report and fee are postmarked by the deadlines to avoid a late fee of $110, which would bring the total filing fee to $210.
For inquiries regarding the revocation of your law corporation’s Certificate of Registration, please refer to the instructions on revoking a law corporation. For all other questions or concerns, corp lawyers can utilize the Licensee Records and Compliance Inquiry form or contact them by phone at 888-800-3400.
Avoiding Common Pitfalls in Law Corporation Applications
To ensure a smooth application process, corp lawyers should be aware of common reasons for application returns. Addressing these proactively can save time and prevent delays in your law corporation’s certification.
1. Incorrect Bylaws Language: A frequent issue is the use of incorrect language in the corporate bylaws. Corp lawyers must refer to the Law Corporation Rules of the State Bar and meticulously use the exact wording from Rule 3.157, paragraphs A–E. This specific language pertains to ownership and the transfer of shares within the corporation and must be included in the relevant sections of your bylaws. When submitting, only include these specific excerpts of the bylaws and not the entire document.
2. Incorrect and Unsigned Certificate of Secretary: Applications often are returned due to issues with the certificate from the corporate secretary. A declaration from the secretary is mandatory, certifying that the submitted bylaw excerpts are accurate and true representations of the corporation’s bylaws. Crucially, the signature of the corporate secretary on this declaration must be an original signature.
3. Photocopied Secretary of State Forms: Another common mistake is submitting photocopies of documents from the Secretary of State. Corp lawyers are required to attach an original certified copy of the Articles of Incorporation directly from the Secretary of State. For corporations incorporated outside of California, an original Certificate of Status of Foreign Corporation from the Secretary of State of the incorporating jurisdiction is required. Photocopies of these documents are not acceptable.
4. Law Corporation Name Compliance: The name under which your law corporation practices must precisely match the name registered with the State Bar and filed with the Secretary of State. Rule 3.152-B of the Law Corporation Rules dictates that the name must comply with California Rules of Professional Conduct and include wording or abbreviations that denote corporate existence (e.g., “Professional Corporation,” “P.C.”). Corp lawyers should review California Rules of Professional Conduct Rules 7.1-7.5 to ensure compliance. If there’s any uncertainty regarding name compliance, consult the State Bar of California at 888-800-3400 or review the Law Corporation Name Definitions & Abbreviations document for guidance on common naming issues.
By paying close attention to these common issues and updates, corp lawyers can effectively manage their law corporations’ compliance with California State Bar regulations, ensuring continued smooth operation and adherence to professional standards.
