5. About SCORE ®
National Association formed in 1964; now with
over 12,000 volunteers in 360 + chapters providing
500,000 counseling hours annually
SBA Resource Partner
Non-profit – all counselors donate their time – so all
consultations are free and confidential
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6. About SCORE ®
Largest business Consulting organization in
the World
Average Chapter provides free face-to-face
counseling, free e-mail business counseling,
and offers regular seminars
Find the office nearest you at score.org or use
the site to find one of 1,100 online mentors
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7. FIRST - do you need to
re-organize
Your Legal Business Structure?
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8. What are the Choices?
Proprietorship
Partnership
Corporation
Limited Liability Company
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9. Proprietorship
• Advantages
•Easy to organize
•Less reporting
•One level of tax
• Disadvantages
•Unlimited personal liability
•Termination on death of owner
•Difficult to raise capital
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10. Partnership
•Advantages
•Pooling of resources & talents
•State registration normally not required
•Disadvantages
•Unlimited personal liability
•Partner conflict
•Death of a partner causes dissolution
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11. Limited Liability Partnership
•Advantages
•Pooling of resources & talents
•Limited personal liability
•Disadvantages
•Partner conflict
•Death of a partner causes dissolution
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13. S-Corporation (Federal Registration)
Advantages
•Same as C-Corporation except one level of tax
Disadvantages
•No double taxation but no retention of profits
•Generally only people can be owners
•Limited to one class of stock
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14. Limited Liability Company
•Advantages
•Flexible ownership and capital structure
•Limited personal liability
•Tax choices complex
•Losses may offset other income (new)
•Disadvantages
•No retention of profits
•Complex Operating Agreement
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15. But they don’t stay the same…
PAUL D. GARNETT AND ALICIA GARNETT, Petitioners v.
COMMISSIONER OF INTERNAL REVENUE
Filed June 30, 2009.
The Garnett’s owned interests in L.L.P.s, L.L.C.s, and
tenancies in common. The parties request a ruling as
to whether their interests are subject to the rule of
sec. 469(h)(2), I.R.C., which treats losses from an
“interest in a limited partnership as a limited
partner” as presumptively passive.
Held: Because they did not hold their interests in
the L.L.P.s or L.L.C.s as “limited partners”, these
interests are not subject to the rule of sec.
469(h)(2), I.R.C.
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16. BUT THEY DON’T STAY THE SAME…
The Small Business Jobs and Credit Act
provides an opportunity to avoid taxes.
Individuals who acquire stock in small businesses after
October 1 pay NO capital gains if they hold the stock
for more than five years. However, it only applies to C
corporations and stock has to be acquired by January
1, 2011 — so act fast.
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18. Outline of other considerations:
1. Government
2. Facility
3. Personnel
4. Legal
5. Accounting
6. Banking
7. Risk Management
8. Computer and Telephone
9. Public Relations
10. Suppliers
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19. Government
Legal Structure of Business
Government Relations
New Hire advantages
Independent Contractors
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20. Facility (physical location)
Stay at
Location with rent reduction?
Move to get lower rent?
Lease Restrictions
Build-out Allowances
Signage
Lease Options
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21. Facility (Internet Presence)
Stay at
One Website with upgrades?
Move to Multiple Websites?
Traffic studies (Alexa, etc.)
SEO studies
Content Restrictions
Competitors
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22. Personnel
Contracts and Agreements
Leased Personnel
Upgrading Job Descriptions
Policy & Procedure Manuals
Personnel Training
Performance of the process
Marketing and Sales
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23. Legal and Lawyers
Business Structure
Contracts, Guarantees and Agreements
Intellectual Property
Tax Law
Leases
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24. Accounting and CPA’s
CASH versus ACCRUAL
Amortization & Depreciation
Business Structure
Tax changes
Accounting system
Bookkeeping
Tax strategy/Return preparation
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25. Banking and Loan Officers
Establish relationship with a Second Bank
– Payroll and Payroll Tax Account
SBA approved program lender
– Preferred lender
Credit Card processing
Lines of Credit
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26. Risk Management and Insurance
Premises - property and liability
Directors & Officers
Product Liability
Errors and Omissions
Contents - self and others
Automotive
Employee
Bonding
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27. Computers and Telephones
Domain and Website
Website Maintenance
Backup
Social Networking
Phone Landlines
Cell
Phones and Smart Phones
Answering Systems
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28. Public and Press Relations
Disposable Diaper problems
Landfill problems
Diaper Rash problems
Social Networking
Local Press
Units of larger papers
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29. Suppliers
NEW SUPPLIERS
Credit terms/Discounts
Assured prices
Time line
Business plan
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30. A Resource to MOVE FORWARD…
A NEW
BUSINESS PLAN
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31. The Business Plan:
Your Roadmap to Change
• Do I really need it?
• Do I really have to write it?
32. The Business Plan is a:
Document that sells and explains
Discussion of future plans
Demonstration ofachievability
Benchmark for measuring progress
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33. Using The Plan: External
Bankfinancing
Non-bank financing
Investors
Landlords
Suppliers
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34. Using The Plan: Internal
A “Sanity” check
Forces critical thinking
Allows goals to be set
Commits participants
Basis for course correction
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35. Required Plan Information
Company Basics
Personnel Resume’s
Marketing Plans
Product/Service Description
Production/Logistics
Forecast in Units/Dollars
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36. Plan Length
Narrative:
Five to fifteen pages of text
Financials:
Longer than the text
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37. Sample Table of Contents
Executive Summary (Write this last)
Company History
Market
Competition
Marketing
Processing
Financials
Appendices
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38. Valuable Plan Contents
Market
Overall Demographics – population trends
Internet Demographics – usage trends
County and Zip Code Demographics
Competition
How are parents deciding now?
Where are they buying now?
Include Competitor Information
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39. Marketing Plan
• Sales Projections (by month for years 1-2)
• Advertising and its cycles
• Promotion Programs and seasonality
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40. A BUSINESS PLAN TOOL:
ULTIMATE BUSINESS PLANNER ®
SCORE evaluated many and choose this
because of ease of use and for the
sample plans that are included.
Because SCORE is a non-profit, we can sell it for less.
Because SCORE is a non-profit, we aren’t required to
charge sales tax.
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41. Resources
Chamber(s) of Commerce
County and Municipal Offices
Trade Associations
Data bases -D&B, List Brokers
Bureau of Census, Bureau of Labor Statistics
Non-competitors (Mentors, Colleagues, Coaches)
Public Library
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42. SOME USEFUL WEBSITES
SCORE National www.score.org
SBA www.sba.gov
US Government www.firstgov.gov
Business Plan www.scorelv.org
Legal advice www.businesslaw.com
IRS www.irs.gov
Intuit www.quicken.com
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43. Next Steps
•Focus on your current needs
•Develop your Business Plan
•Use FREE SCORE Counseling
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