How to File a Corporate Structure Change?
Liquor License Attorneys in NJ
The reality of modern business transactions is incompatible with ABC’s archaic rules and regulations. Nevertheless corporate licensees are expected to remain in compliance with these strict rules and regulations or face civil charges. For those businesses that have shareholders/partners “bought out” or new shareholders brought in through share/stock issuance, a corporate structure change must be filed. Failure to timely file any changes in corporate ownership and shareholders will result in serious penalties and possible license revocation. If you are a corporate entity that either owns or would like to own a liquor license in New Jersey, call the ABC licensing attorneys at Proetta & Oliver.
Firm partner, William C. Fay, IV, is a former Deputy Attorney General with the Division of Alcoholic Beverage Control. He understands the requirements and mandates necessary in filing corporate structure changes so as to avoid any civil penalties. For your complimentary consultation, call (732) 858-5857 and speak with an attorney today.
What is a Change in Corporate Structure for a Liquor License?
Pursuant to N.J.A.C. 13:2-2.14, corporate licenses (LLC, Sole Corporation, etc.) must file with municipal issuing authority an amendment to reflect any stockholder change not later than 10 days after the occurrence. If the change affects less than ⅓ of the stock of the corporation, the licensee need only amend those pages that reflect the change in information. If the change affects ⅓ or more of the stock, a full 12-page application is required. Changes in partnerships and other types of legal entities are treated in the same manned and require an amendment to the application. The changes will be considered to take effect immediately after filing.
This action of filing an amendment of your applications to reflect the change is not a transfer of your license. However, any new individuals brought on as stockholders must go through the background checks done by the local issuing authority. Any new stockholder must be fully qualified as an individual to hold an alcoholic beverage license and must be investigated by the issuing authority. When a new stockholder is reported to acquire an interest of one percent or more of the issued stock in a licensed corporation, the name and address of that individual and the name of the licensed corporation in interest must be published once in a newspaper of local circulation offering the public an opportunity to report any relevant information about the individual or the transaction to the municipal authorities. There is no requirement for the issuing authority to approve a stockholder change by resolution.
NJ Division of Alcoholic Beverage Control Lawyers
If you or your liquor license would like to file a corporate structure change, received a Notice of Charges based on a failure to file an amended application or are facing push-back from your local municipal governing board, contact the ABC attorneys at Proetta, Oliver & Fay. Firm partner, William C. Fay, IV, is a former Deputy Attorney General with the experience necessary to represent you on any ABC matter. Call (732) 858-5857 today to speak with an attorney.