Navigating Corporate Compliance: Common Mistakes Small Businesses Make in Pennsylvania

Uncover common legal missteps small corporations make in Pennsylvania with Ament Law Group.



11/10/20232 min read

person using laptop
person using laptop

In Pennsylvania, small corporations often encounter legal complexities that, if overlooked, can lead to significant challenges. At Ament Law Group, P.C., we specialize in identifying and rectifying these common oversights to ensure small businesses operate within the legal framework and avoid potential pitfalls.

1. Neglecting to Update State Records:

A frequent error is failing to notify the Pennsylvania Department of State about changes in business locations or officers. This information is vital for maintaining corporate legitimacy and ensuring receipt of important legal notices.

2. Unauthorized Asset Purchases:

Purchasing significant assets without shareholder or director consent is a common misstep. Such actions can cause internal disputes and legal issues, especially if they contravene the corporation's bylaws.

3. Overlooking Annual Minutes:

Many corporations forget to document annual minutes, which are essential for recording key decisions and changes. These minutes are not only a legal requirement but also crucial for corporate transparency and can be critical in audits.

4. Mismanaging Fictitious Names (DBAs):

An often-overlooked issue is having a fictitious business name, or "Doing Business As" (DBA), owned by individuals instead of the corporation. This practice can create several problems:

- Legal and Financial Liability: When a DBA is registered under an individual's name rather than the corporation, it can blur the lines of liability. This means that any legal or financial issues tied to the DBA could directly impact the individual owners, bypassing the corporate liability shield.

- Tax Implications: Individual ownership of a DBA can lead to complex tax situations. The income and expenses of the DBA may be treated differently, potentially leading to unfavorable tax consequences.

- Corporate Integrity: Having the DBA owned by the corporation helps maintain the integrity of the corporate structure. It ensures that all business operations are clearly under the corporate umbrella, which is crucial for legal and operational consistency.

How Ament Law Group, P.C. Can Help:

Our team of experienced attorneys at Ament Law Group, P.C. offers comprehensive services to address these issues:

- Compliance Audits: We conduct detailed reviews to identify areas of non-compliance.

- State Record Updates: Assistance in updating changes with the Pennsylvania Department of State.

- Corporate Governance Advice: Guidance on proper approvals for asset purchases.

- Annual Minutes and DBA Management: Help in preparing annual minutes and correctly structuring DBA ownership.


For small corporations in Pennsylvania, staying vigilant about these common errors is crucial. Ament Law Group, P.C. is here to ensure that your business not only complies with state regulations but also operates in a manner that safeguards your interests. Contact us for expert legal support tailored to the unique needs of your small business.