About John Phillips
John Phillips is a business and corporate attorney at John E Phillips Attorney at Law PC serving Arizona, Arizona. Business law practice in Arizona involves entity formation and governance under Title 10 (corporations) and Title 29 (LLCs) of the Arizona Revised Statutes, as well as commercial contracts, business disputes, and regulatory compliance under the Arizona Corporation Commission's oversight. For consultation, contact details are listed below.
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Education
- Law School: U of Detroit
Common questions about Business Law in Arizona
Answered by Arizona Attorney Search Network
What is an operating agreement?
An operating agreement is the LLC's internal governance document, addressing membership interests, capital contributions, profit/loss allocation, voting rights, manager authority, and exit terms. Arizona law (ARS § 29-3105) recognizes operating agreements as the primary source of LLC governance, with ARS Title 29 supplying default rules where the agreement is silent. Single-member LLCs benefit from operating agreements too, especially for clarifying corporate veil.
Do I need to register a foreign business in Arizona?
Yes, if your out-of-state entity is 'transacting business' in Arizona under ARS § 10-1501 (corporations) or § 29-3702 (LLCs). Activities like maintaining an office, holding employees, signing contracts in Arizona, or owning real property usually require foreign qualification with the Arizona Corporation Commission. Mere isolated transactions, holding shareholder meetings, or owning bank accounts typically do not.
What is a buy-sell agreement?
A buy-sell agreement is a contract among co-owners of a business specifying what happens to an owner's interest upon death, disability, divorce, retirement, or voluntary sale. Common structures include cross-purchase (other owners buy the departing owner's share), entity redemption (the company buys it), or hybrid. Buy-sell agreements typically address valuation methodology, funding (often via life insurance), and triggering events.