The document outlines 10 steps for new business owners to form their business entity and get legal protections in place. It discusses choosing an entity type like sole proprietorship, LLC, or S corporation based on tax implications and liability. The 10 steps include: 1) ensuring business name availability, 2) registering the trade name, 3) obtaining an EIN, 4) checking zoning, 5) acquiring licenses and permits, 6) determining sales tax obligations, 7) setting up bookkeeping, 8) obtaining insurance, 9) establishing agreements, and 10) hiring professionals. The document provides pros, cons and resources for each step to help new owners navigate legal and regulatory requirements.
The document outlines 10 steps for new business owners to form their business entity and get legal protections in place. It discusses choosing an entity like an LLC or S-Corp and registering business and tax documents. It also recommends getting necessary licenses, permits, insurance, and legal agreements to cover areas like taxes, zoning, sales, and hiring professionals for support. The overall goal is to help new owners navigate legal requirements and choose structures that minimize personal liability while allowing for growth.
This document provides an overview of the first 10 steps to legally establishing a business entity. It discusses evaluating different entity structures like sole proprietorships, partnerships, LLCs, S-corps and C-corps. The key factors to consider for each include liability, taxes, costs, control and complexity. Recommended entities for most small businesses are sole proprietorships, LLCs and S-corps. Later steps cover registering trade names, obtaining tax IDs, complying with zoning laws, and acquiring necessary business licenses.
This document provides an overview of the first 10 steps to legally establishing a business entity. It discusses evaluating different entity structures like sole proprietorships, partnerships, LLCs, S-corps and C-corps. The author analyzes the pros and cons of each option. Recommendations are made that LLCs and S-corps are best for most small businesses. The document also outlines considerations for partnerships and reviews what legal documents are required like operating agreements. Finally, it lists the specific steps to take including registering names, obtaining tax IDs, complying with zoning laws, and acquiring necessary business licenses.
This document outlines 10 steps for legally forming a business and achieving "legal-ease and peace of mind." It discusses evaluating different business entity structures like sole proprietorships, partnerships, LLCs and corporations. Key steps include registering the business name, obtaining tax IDs, checking zoning and licensing requirements, setting up bookkeeping and insurance. The document provides pros and cons of different entities and partnerships agreements. It offers future support services from the author, a lawyer.
Whitney Skala PPT for Urban Land Inst on Mar 6, 2012wmskala1310
This PPT was part of my hour and a half presentation to the San Diego chapter of Urban Land Institute. The subject was entity formation for real estate investors, developers, and service providers.
This document provides an overview of different corporate structures for startups, including sole proprietorships, general partnerships, limited partnerships, limited liability partnerships, limited liability companies, and corporations (S-Corps and C-Corps). It discusses the key aspects of each structure such as liability, taxation, formation process, and pros and cons. The document recommends that for startups, the primary choices for corporate structure are limited liability companies, S-corporations, and C-corporations, and that the choice depends on factors like financing plans and investment levels. It also discusses considerations around incorporating in the state of the principal office or in Delaware.
Відкрита дискусія «Міфи про Делавер VS особистий досвід. Частина 1»? організована Комітетом АПУ з питань телекомунікацій, інформаційних технологій та Інтернету, Київ, 15.03.2017
The document outlines 10 steps for new business owners to form their business entity and get legal protections in place. It discusses choosing an entity like an LLC or S-Corp and registering business and tax documents. It also recommends getting necessary licenses, permits, insurance, and legal agreements to cover areas like taxes, zoning, sales, and hiring professionals for support. The overall goal is to help new owners navigate legal requirements and choose structures that minimize personal liability while allowing for growth.
This document provides an overview of the first 10 steps to legally establishing a business entity. It discusses evaluating different entity structures like sole proprietorships, partnerships, LLCs, S-corps and C-corps. The key factors to consider for each include liability, taxes, costs, control and complexity. Recommended entities for most small businesses are sole proprietorships, LLCs and S-corps. Later steps cover registering trade names, obtaining tax IDs, complying with zoning laws, and acquiring necessary business licenses.
This document provides an overview of the first 10 steps to legally establishing a business entity. It discusses evaluating different entity structures like sole proprietorships, partnerships, LLCs, S-corps and C-corps. The author analyzes the pros and cons of each option. Recommendations are made that LLCs and S-corps are best for most small businesses. The document also outlines considerations for partnerships and reviews what legal documents are required like operating agreements. Finally, it lists the specific steps to take including registering names, obtaining tax IDs, complying with zoning laws, and acquiring necessary business licenses.
This document outlines 10 steps for legally forming a business and achieving "legal-ease and peace of mind." It discusses evaluating different business entity structures like sole proprietorships, partnerships, LLCs and corporations. Key steps include registering the business name, obtaining tax IDs, checking zoning and licensing requirements, setting up bookkeeping and insurance. The document provides pros and cons of different entities and partnerships agreements. It offers future support services from the author, a lawyer.
Whitney Skala PPT for Urban Land Inst on Mar 6, 2012wmskala1310
This PPT was part of my hour and a half presentation to the San Diego chapter of Urban Land Institute. The subject was entity formation for real estate investors, developers, and service providers.
This document provides an overview of different corporate structures for startups, including sole proprietorships, general partnerships, limited partnerships, limited liability partnerships, limited liability companies, and corporations (S-Corps and C-Corps). It discusses the key aspects of each structure such as liability, taxation, formation process, and pros and cons. The document recommends that for startups, the primary choices for corporate structure are limited liability companies, S-corporations, and C-corporations, and that the choice depends on factors like financing plans and investment levels. It also discusses considerations around incorporating in the state of the principal office or in Delaware.
Відкрита дискусія «Міфи про Делавер VS особистий досвід. Частина 1»? організована Комітетом АПУ з питань телекомунікацій, інформаційних технологій та Інтернету, Київ, 15.03.2017
September 2010 - Business Law & Order - Thomas D. Hammerschmidt, Jr.AnnArborSPARK
When forming a business, one of the first decisions an entrepreneur will make is choice of entity. This session will cover the possible legal structures for your business, including liability and tax advantages and disadvantages. Learn the basics of Corporate Formation -Introduction business formation and understand the pros and cons of incorporating in Michigan and Delaware.
Garland Brown, an attorney with GreenBerg, Traurig, LLP discusses fundamentals of organizing, funding and IP for startup technology companies. See www.danlistens.com for other notes.
This document discusses the benefits of incorporating a professional business. Tax deferral is a key benefit, as corporate tax rates are generally lower than personal tax rates, allowing business owners to retain more income. Incorporation also enables income splitting between family members through dividend distributions or paying a spouse/children through the corporation. Limited liability protects personal assets from business debts and liabilities. The document provides tax rates and strategies for compensation, investments, transferring assets, and common CRA audit topics. It emphasizes that incorporation is best for tax deferral and planning but has costs like taxes when withdrawing corporate funds.
This document discusses planning for health care costs in retirement. It outlines that retirees need significant savings to cover health care expenses - $116,000 for men and $131,000 for women is recommended. Health care costs can be divided into recurring costs like doctor visits and prescription drugs, which average $1,885 annually, and non-recurring costs like hospital stays that increase with age. Proper retirement planning requires considering total expected costs like health premiums, taxes, and debt payments in addition to direct health care expenses.
James Kalicki, principal attorney of Kalicki Law Offices, and Mark Smallhouse of New Venture Attorneys to combine their strategic legal expertise and help guide you in securing your assets today before national elections affect our laws.
Spotting Financial Advisors' Conflicts of InterestDaniel Del Re
Recognizing potential conflicts of interest can present a challenge to affluent investors who often work closely with numerous, well-connected advisors. While the business or personal ties that financial and legal professionals possess do not always color the advice they provide, their clients should always be on the lookout for potential problems and, if they arise, be prepared to manage them. The document then discusses a case involving the Cailloux family estate where the family attorney and executor of the estate were found to have conflicts of interest that negatively impacted the family. It concludes by emphasizing the importance of investors understanding an advisor's potential conflicts and not being completely dependent on their advice alone.
Business Entities: classify, understand, choose, and manage.Berkman Solutions
Business entities are essential for starting, managing, and growing your business. This guides to business entities covers every major type, core concepts, criteria for choosing an entity, and legal entity management.
“Business entity” is a generic term with no legal significance per se. A business entity simply refers to the form of incorporation for a business. When a business incorporates, the law recognizes the business as a distinct entity which can enter contracts and acquire property among other rights and privileges.
There are, of course, some exceptions like sole proprietorships and general partnerships, which do not require incorporation. They also do not have the same right and privileges as incorporated legal entities.
There are four broad groups of business entities: limited liability companies, corporations, partnerships, and sole proprietorships. There are important flavors of each class of business entity.
Forrest Buhler presented on various agricultural business organization structures including sole proprietorships, general partnerships, limited partnerships, limited liability partnerships, corporations, subchapter C and S corporations, and limited liability companies. The presentation compared the structures based on their formalities, continuity, liability, management/control, taxation, profit/loss allocation, and transferability. Buhler also discussed the advantages and disadvantages of each structure and potential uses of multiple entities for farm transition planning.
This document discusses different organizational types for small businesses, including sole proprietorships, partnerships, LLCs, C-corporations and S-corporations. It outlines the key characteristics, advantages and disadvantages of each type. Factors to consider when choosing a type include taxation, liability, management structure, continuity and costs. Developing a clear business plan is presented as the best way to determine the right organizational structure for a particular small business.
The first seminar of a four-part series on growing a business and preparing it for sale led by the co-chair of Kegler Brown's M+A practice, Eric Duffee. Eric partnered with Jeff Tubaugh and Maggie Gilmore of BDO for this presentation, which focused on the fundamentals of entity selection. It detailed different entity types and the related impacts from tax reform affecting them. It also discussed concerns related to outside investors, partnerships, various structural forms and the tax impact of each.
The document discusses four main types of business ownership structures in South Africa: sole proprietorships, partnerships, close corporations (CCs), and private companies. It provides details on the key characteristics of each, including their legal structure, ownership, liability, taxation, and advantages and disadvantages. A sole proprietorship is owned and operated by one individual, while a partnership involves two to twenty partners. A CC is a legal entity with one to ten members, and a private company can have up to fifty shareholders.
Delaware is one of the incorporation states to handle the corporate law cases in most of the states which has an income tax, personal property tax, or sales tax. The Delaware llc is the business tool with the legal survival and separates from its owners which have the skill to react as the entity for the tax use.
What Is The Marital Estate Tax Deduction in ConnecticutBarry D Horowitz
Accumulating wealth is the first order of business, but you must also preserve your wealth for the benefit of the next generation and beyond. Learn more about marital estate tax deduction in Connecticut in this presentation.
The document provides 10 steps for creating a legal company, beginning with determining objectives and risks, deciding on an appropriate structure like C-Corp, S-Corp, LLC, or partnership, creating an officer and advisory team, dividing equity, and completing various paperwork requirements before officially starting the business. Key considerations include whether to raise money, tax benefits, liability protection, and the optimal structure depending on the number of owners and goals.
Managing Different Shareholder Constituencies in a Private Company Sale ProcessExpert Webcast
MAJOR TOPICS:
Bargaining power at inception
Shareholder, management and other agreements
Importance of process – legal and investment banking
Reconciling goals of controlling shareholders with minority
ESOP as a sale strategy
Non-ESOP shareholder and management considerations
California short-form squeeze-out merger
Preparing for potential shareholder litigation
Shareholders v. management tension
The document discusses several issues facing the Laguna Woods Village community including the GRF Trust agreement that expires in 10 years, concerns about the management company PCM, the option of self-management, and the need for election reforms. It argues that meaningful changes are needed to governance structures and leadership to improve decision making and serve all residents, and that many viable options exist to make productive improvements.
This document discusses various offshore structures and tax reporting considerations for US persons with foreign assets. It notes that while having foreign accounts is legal, evading taxes is not. It describes "disregarded entities" and forms like 8832 that can elect to treat foreign entities as disregarded for tax purposes. However, it suggests that alternative structures providing more privacy and tax benefits than disregarded entities exist, though consulting is needed to understand the appropriate strategy.
This document discusses how to build a strong corporate structure to protect business owners. It emphasizes maintaining proper corporate formalities like separate bank accounts, corporate minutes and resolutions to prevent a judge from "piercing the corporate veil" and holding owners personally liable. Failure to document business decisions correctly risks losing personal assets if sued. Setting up the right entity like an S-Corp or LLC and taking tax deductions can help business owners achieve greater profit and wealth.
This document summarizes a webinar on business entities and incorporations presented by Deborah Sweeney, CEO of MyCorporation.com. The webinar objectives are to understand different business entity types, their tax implications, and online filing options. Sweeney discusses various entity types including sole proprietorships, partnerships, corporations, LLCs and their characteristics and legal requirements. She compares S-Corporations and LLCs, provides an overview of incorporation processes and tax filings required, and pitches MyCorporation.com as providing an easy, reliable way to form and manage businesses online.
Everything you need to start generating income from home...we have. Let us help grow your business and secure your financial future.
http://www.achievegreatly.com/cp/24401
September 2010 - Business Law & Order - Thomas D. Hammerschmidt, Jr.AnnArborSPARK
When forming a business, one of the first decisions an entrepreneur will make is choice of entity. This session will cover the possible legal structures for your business, including liability and tax advantages and disadvantages. Learn the basics of Corporate Formation -Introduction business formation and understand the pros and cons of incorporating in Michigan and Delaware.
Garland Brown, an attorney with GreenBerg, Traurig, LLP discusses fundamentals of organizing, funding and IP for startup technology companies. See www.danlistens.com for other notes.
This document discusses the benefits of incorporating a professional business. Tax deferral is a key benefit, as corporate tax rates are generally lower than personal tax rates, allowing business owners to retain more income. Incorporation also enables income splitting between family members through dividend distributions or paying a spouse/children through the corporation. Limited liability protects personal assets from business debts and liabilities. The document provides tax rates and strategies for compensation, investments, transferring assets, and common CRA audit topics. It emphasizes that incorporation is best for tax deferral and planning but has costs like taxes when withdrawing corporate funds.
This document discusses planning for health care costs in retirement. It outlines that retirees need significant savings to cover health care expenses - $116,000 for men and $131,000 for women is recommended. Health care costs can be divided into recurring costs like doctor visits and prescription drugs, which average $1,885 annually, and non-recurring costs like hospital stays that increase with age. Proper retirement planning requires considering total expected costs like health premiums, taxes, and debt payments in addition to direct health care expenses.
James Kalicki, principal attorney of Kalicki Law Offices, and Mark Smallhouse of New Venture Attorneys to combine their strategic legal expertise and help guide you in securing your assets today before national elections affect our laws.
Spotting Financial Advisors' Conflicts of InterestDaniel Del Re
Recognizing potential conflicts of interest can present a challenge to affluent investors who often work closely with numerous, well-connected advisors. While the business or personal ties that financial and legal professionals possess do not always color the advice they provide, their clients should always be on the lookout for potential problems and, if they arise, be prepared to manage them. The document then discusses a case involving the Cailloux family estate where the family attorney and executor of the estate were found to have conflicts of interest that negatively impacted the family. It concludes by emphasizing the importance of investors understanding an advisor's potential conflicts and not being completely dependent on their advice alone.
Business Entities: classify, understand, choose, and manage.Berkman Solutions
Business entities are essential for starting, managing, and growing your business. This guides to business entities covers every major type, core concepts, criteria for choosing an entity, and legal entity management.
“Business entity” is a generic term with no legal significance per se. A business entity simply refers to the form of incorporation for a business. When a business incorporates, the law recognizes the business as a distinct entity which can enter contracts and acquire property among other rights and privileges.
There are, of course, some exceptions like sole proprietorships and general partnerships, which do not require incorporation. They also do not have the same right and privileges as incorporated legal entities.
There are four broad groups of business entities: limited liability companies, corporations, partnerships, and sole proprietorships. There are important flavors of each class of business entity.
Forrest Buhler presented on various agricultural business organization structures including sole proprietorships, general partnerships, limited partnerships, limited liability partnerships, corporations, subchapter C and S corporations, and limited liability companies. The presentation compared the structures based on their formalities, continuity, liability, management/control, taxation, profit/loss allocation, and transferability. Buhler also discussed the advantages and disadvantages of each structure and potential uses of multiple entities for farm transition planning.
This document discusses different organizational types for small businesses, including sole proprietorships, partnerships, LLCs, C-corporations and S-corporations. It outlines the key characteristics, advantages and disadvantages of each type. Factors to consider when choosing a type include taxation, liability, management structure, continuity and costs. Developing a clear business plan is presented as the best way to determine the right organizational structure for a particular small business.
The first seminar of a four-part series on growing a business and preparing it for sale led by the co-chair of Kegler Brown's M+A practice, Eric Duffee. Eric partnered with Jeff Tubaugh and Maggie Gilmore of BDO for this presentation, which focused on the fundamentals of entity selection. It detailed different entity types and the related impacts from tax reform affecting them. It also discussed concerns related to outside investors, partnerships, various structural forms and the tax impact of each.
The document discusses four main types of business ownership structures in South Africa: sole proprietorships, partnerships, close corporations (CCs), and private companies. It provides details on the key characteristics of each, including their legal structure, ownership, liability, taxation, and advantages and disadvantages. A sole proprietorship is owned and operated by one individual, while a partnership involves two to twenty partners. A CC is a legal entity with one to ten members, and a private company can have up to fifty shareholders.
Delaware is one of the incorporation states to handle the corporate law cases in most of the states which has an income tax, personal property tax, or sales tax. The Delaware llc is the business tool with the legal survival and separates from its owners which have the skill to react as the entity for the tax use.
What Is The Marital Estate Tax Deduction in ConnecticutBarry D Horowitz
Accumulating wealth is the first order of business, but you must also preserve your wealth for the benefit of the next generation and beyond. Learn more about marital estate tax deduction in Connecticut in this presentation.
The document provides 10 steps for creating a legal company, beginning with determining objectives and risks, deciding on an appropriate structure like C-Corp, S-Corp, LLC, or partnership, creating an officer and advisory team, dividing equity, and completing various paperwork requirements before officially starting the business. Key considerations include whether to raise money, tax benefits, liability protection, and the optimal structure depending on the number of owners and goals.
Managing Different Shareholder Constituencies in a Private Company Sale ProcessExpert Webcast
MAJOR TOPICS:
Bargaining power at inception
Shareholder, management and other agreements
Importance of process – legal and investment banking
Reconciling goals of controlling shareholders with minority
ESOP as a sale strategy
Non-ESOP shareholder and management considerations
California short-form squeeze-out merger
Preparing for potential shareholder litigation
Shareholders v. management tension
The document discusses several issues facing the Laguna Woods Village community including the GRF Trust agreement that expires in 10 years, concerns about the management company PCM, the option of self-management, and the need for election reforms. It argues that meaningful changes are needed to governance structures and leadership to improve decision making and serve all residents, and that many viable options exist to make productive improvements.
This document discusses various offshore structures and tax reporting considerations for US persons with foreign assets. It notes that while having foreign accounts is legal, evading taxes is not. It describes "disregarded entities" and forms like 8832 that can elect to treat foreign entities as disregarded for tax purposes. However, it suggests that alternative structures providing more privacy and tax benefits than disregarded entities exist, though consulting is needed to understand the appropriate strategy.
This document discusses how to build a strong corporate structure to protect business owners. It emphasizes maintaining proper corporate formalities like separate bank accounts, corporate minutes and resolutions to prevent a judge from "piercing the corporate veil" and holding owners personally liable. Failure to document business decisions correctly risks losing personal assets if sued. Setting up the right entity like an S-Corp or LLC and taking tax deductions can help business owners achieve greater profit and wealth.
This document summarizes a webinar on business entities and incorporations presented by Deborah Sweeney, CEO of MyCorporation.com. The webinar objectives are to understand different business entity types, their tax implications, and online filing options. Sweeney discusses various entity types including sole proprietorships, partnerships, corporations, LLCs and their characteristics and legal requirements. She compares S-Corporations and LLCs, provides an overview of incorporation processes and tax filings required, and pitches MyCorporation.com as providing an easy, reliable way to form and manage businesses online.
Everything you need to start generating income from home...we have. Let us help grow your business and secure your financial future.
http://www.achievegreatly.com/cp/24401
StartPad Countdown 9 - Corporate Structures, Common ProblemsStart Pad
The document summarizes various corporate start-up fundamentals including entity selection, corporate formation, founder ownership and equity for employees. It discusses establishing a corporation versus other entity types like partnerships. It covers how to issue stock, common vs preferred stock, employee equity through stock options, bridge financing, and some startup horror stories to avoid.
This document provides information for Kayla Falk's business principles homework assignment that is due on February 14, 2021 and worth 30 points. It includes details on sole proprietorships, general partnerships, limited partnerships, limited liability companies, C corporations, and S corporations. For each business structure, it outlines aspects like control, taxes, liability, registration/fees, advantages, disadvantages, and continuation upon an owner's death. It also asks Kayla to identify which structure she would choose for her mock business and to provide location options in Wisconsin to set up the business.
The document provides an overview of key banking concepts including:
1) Banks main competitors and the Federal Reserve Act of 1913 which established the Federal Reserve system. The Fed Funds Rate indicates monetary policy changes.
2) Formulas for calculating net interest income and non-interest income/expense which are important metrics for banks.
3) Guidelines for various types of business entities including sole proprietorships, general partnerships, corporations, non-profits and franchises. Proper documents and tax IDs are required depending on the business type.
Webinar on benefits of incorprating of small business loansBiz2Credit
This document discusses the benefits of incorporating or forming an LLC for a business. It outlines several key benefits, including personal asset protection, tax flexibility through pass-through taxation, additional credibility from having "Inc." in the business name, less risk of an IRS audit, and name protection. It then provides an overview of the incorporation process, including entity types like C-Corps, S-Corps, and LLCs as well as considerations for where to incorporate.
This is one of presentations from the 2009-2010 Game Industry Start Up Workshop Series. The first workshop topic was "How to Form and Protect Your Business" and it took place on 9/15/09.
This document discusses various business formation options and legal structures for companies operating both domestically and internationally. It provides an overview of sole proprietorships, LLCs, LLPs, S-corps and C-corps as legal structures in the US. It also discusses considerations for incorporating in Delaware and outlines requirements for certificates of incorporation and bylaws. The document gives guidance on establishing operations in other countries and addresses international incorporation options.
The document provides information on forming a small business, including:
- Choosing an appropriate corporate form such as a sole proprietorship, partnership, C corporation, LLC, or PLLC/PLLP, considering factors like personal liability protection, taxation, and structure.
- Obtaining financing by selling equity privately to sophisticated investors or through personal loans and guarantees.
- The logistics of running the daily operations of a small business, which involves tasks like paying taxes, understanding labor laws, and using accounting software.
- Strategic considerations like partnering with others, obtaining mentors, and where to incorporate the business.
Sales and Use Tax Exemptions for Nonprofits4Good.org
It is well known that most nonprofits are exempt from federal and state income tax. They are also frequently exempt from real property tax, but one tax exemption that even nonprofits sometimes find elusive is “sales and use” tax.
With sales tax rates approaching 10% in some jurisdictions that combine state and local sales taxes, it’s an important exemption not to overlook. However, some nonprofits fail to take advantage of these exemptions because of the complexity of determining in which states an exemption exists and because of the lack of uniformity from state to state.
Though several states provide a variety of sales tax exemptions to various industries and organizations, most only make an exception for certain groups or types of nonprofits. In the majority of states the key to a sales tax exemption is the designation as a charitable, 501(c)3 nonprofit organization. For the other types of tax-exempt nonprofits, a state sales tax exemption is much less certain, and requires a careful reading of each state’s tax code and regulations.
Even with a 501(c)3 designation, charitable nonprofits in some states are still not exempt from sales taxes and, even if they are, procedural requirements must be strictly followed to actually receive a sales-tax exemption. This is true in nearly all states that offer an exemption from sales tax to nonprofit organizations.
This program will give you a broad overview of sales tax exemptions available to nonprofits; clarify how to obtain, manage and maintain these exemptions, and provide valuable reference information.
The document provides an overview of different business structures including sole proprietorships, partnerships, corporations, S-corporations, and limited liability companies. It discusses the key characteristics of each structure such as taxation, liability, and control. The document aims to help business owners choose the right structure for their needs and business by comparing the advantages and disadvantages of each option.
Structuring Your Business from Startup Through Growthnextfab
Follow up slides from PENN LAW ENTREPRENEURSHIP LEGAL CLINIC AT NEXTFAB
http://nextfab.ticketleap.com/penn-law-entrepreneurial-legal-clinic-at-nextfab/details
The Very Basics: Forming the Business (Series: The Start-Up/Forming the Busin...Financial Poise
So, you are an entrepreneur and want to start your own business (or you are an attorney, accountant, or other professional advisor working with one). One of the first decisions required is to choose a legal structure for the business and the jurisdiction of entity organization. What factors should be taken into consideration prior to selecting a legal structure and jurisdiction? Does a sole proprietorship, partnership, limited liability company or corporation (C- or S-corp) make the most sense? This webinar focuses on business formation and the pros and cons to the different legal structures, and includes tips on how to keep one’s personal assets safe from the claims of future creditors of the business.
To view the accompanying webinar, go to: https://www.financialpoise.com/financial-poise-webinars/the-very-basics-forming-the-business-2021/
There are several factors to consider when choosing a form of business ownership. The best ownership structure depends on an entrepreneur's specific business and personal circumstances. The key forms of ownership include sole proprietorships, partnerships, limited partnerships, and corporations. Each has advantages and disadvantages related to taxes, liability, capital requirements, and control. The appropriate choice varies based on an entrepreneur's goals, resources, and tolerance for risk.
Understand the various legal forms of a business and the opportunities and challenges associated with each form
http://frombootstobusiness.com/category/from-boots-to-business/business-legal-principles/
Bob Tormey - San Fran - GLGiGetting the Last Million Out of Your Portfolio Co...Bob Tormey, CPA, CTP, CIRA
This document summarizes opportunities for a private equity firm to maximize value from its portfolio companies' budgets. It discusses several case examples where an expert advisor found savings that other consultants had missed. These include implementing expense reduction programs, consolidating IT systems, eliminating unprofitable customers, recovering overpaid estimated taxes, and optimizing working capital. The advisor was able to identify millions of dollars in cost savings and cash flow improvements that increased the enterprise value of the portfolio companies.
1. Legal-Ease and
Peace of Mind
(10 Steps to Formation
Nirvana)
By: Xonna Clark, Esq.
Confidential Information of Xonna
Clark- Do Not Distribute1
2. AGENDA
¤ First of a series
¤ Roadmap of first 10 steps
¤ Ease and Peace of Mind
¤ Options: DIY or Seek Support
2
Confidential Information of Xonna Clark- Do Not Distribute
3. NAME AVAILABILITY
› DOMAIN NAME
› FEDERAL LEVEL- TRADEMARK OFFICE
› STATE LEVEL
› LOCAL LEVEL
Step 1: The Big Step- Your
Business Entity
ENSURE YOUR NAME IS AVAILABLE--
BEFORE YOU DO ANYTHING ELSE
3
Confidential Information of Xonna Clark- Do Not Distribute
4. Which Entity Is Best For Me?
3 Way Decision
Ease of operation
Tax Issues
Liability
Protect personal assets, lower tax bill,
and grow your business!
• Complexity
• People Involved
• Capital
• Control
• Cost
• Skills
• Survivorship
4
Confidential Information of Xonna Clark- Do Not Distribute
5. What Are My Choices?
› Sole Proprietorships
› Partnerships
› General
› Limited
› Limited Liability
› Corporations
› Limited Liability Company
› Limited Liability Partnership
The Decision Is Different For Everyone
5
Confidential Information of Xonna Clark- Do Not Distribute
6. Best Entities for Most
Small Businesses
¤ Sole Proprietorship
¤ LLC
¤ Subchapter S Corporation
6
Confidential Information of Xonna Clark- Do Not Distribute
7. PROS
› Least complex/most flexible
› Lowest cost
› Complete control
› No extra tax returns
CONS
› Unlimited liability (home and family assets at risk)
› Extra taxes- 15.3% self employment tax
› No deduction against self employment tax for
fringe benefits (e.g health insurance/ pension)
› Only one person or a married couple
› Financing is from you & borrowing
› Business dies with you or sale of all assets
Sole Proprietorship
7
Confidential
Information of
Xonna Clark-
Do Not
Distribute
8. Limited Liability Company- LLC
PROS
¤ Limited liability can be selected
¤ Unlimited number of people involved
¤ Capital from members & borrowing
¤ Control/Centralized management
¤ Can add skilled personnel
¤ Members divide profits or losses
¤ Must have a dissolution date
¤ Free transferability of interest
A hybrid creation; varies by state
8
Confidential Information of Xonna Clark- Do
Not Distribute
9. CONS
¤ More costly than sole proprietorship
¤ Must choose tax election
¤ State filing to set up Articles of Organization
¤ Should have an operating agreement
¤ Must treat as a separate entity or can lose liability
protection
¤ Self-employment tax on entire earnings
9
Confidential Information of Xonna Clark- Do
Not Distribute
10. Sub Chapter S Corporation
PROS
¤ Legal life of its own
¤ Limited liability for shareholders
¤ Capital - sale of stock & borrowing
¤ Control with elected officers & board
¤ Can add skilled personnel
¤ Perpetual life
¤ Can deduct for fringe benefits
¤ Can deduct losses against personal income tax
¤ No double taxation of a C Corporation
¤ Advantage over LLC- no self-employment taxes on
profits that are not paid out as salaries.
10
Confidential Information of Xonna Clark- Do
Not Distribute
11. CONS
¤ Highly regulated
¤ Requires formal corporate records
¤ Annual corporate filings
¤ More expensive
¤ Veil can be pierced
¤ Fewer fringe benefit deductions
¤ Must elect to be a Sub S with IRS using Form
2553 – Must be filed before the end of the tax
year of incorporation
More Regulated; Risk Of Loss Of
Protection
11
Confidential Information of Xonna Clark- Do Not Distribute
12. What About a Partnership?
Two types: General and Limited
General Partnership
2 or more individuals join together to carry out the
business.
PROS:
¤ Unlimited number of people involved
¤ Can raise additional monies
¤ Can add skilled partners
¤ Partners share control
¤ Partners divide profits or losses
¤ Taxed on individual tax return
Add
picture
partner
s
12
Confidential Information of Xonna Clark- Do Not Distribute
13. CONS
¤ Partner 100% liable for the other’s debts/acts
¤ More costly than sole proprietorship
¤ Like sole proprietorship, must pay additional self
employment tax
¤ Limitations on fringe benefit deductions
¤ “Dissolves" upon death of partner
¤ Requires more bookkeeping
¤ Partners pay taxes on entire share of profits, even
reinvested funds in the business
¤ Definitely need a Partnership Agreement
Beware- Partnerships can be complex!
Picture- 2
arguing
13
Confidential Information of Xonna Clark- Do Not Distribute
14. Limited Partnership
2 or more individuals join together to carry out the
business but some partners are more protected
PROS
› Unlimited number of people involved
› Can raise additional monies
› Can add skilled partners
› Limited partner’s liability limited to amount of their
investment
› Partners divide profits or losses
› Only general partner has control
› Taxed on individual tax return
Good For Financing
14
Confidential Information of Xonna Clark- Do Not Distribute
15. CONS
¤ General partner 100% liable for debts and acts of all
¤ Limited partners can lose protection
¤ More costly than sole proprietorship
¤ Need a Partnership Agreement
¤ Must do Certificate Registration with the State
¤ Like sole proprietorship, must pay additional self
employment tax
¤ Limitations on fringe benefit deductions
¤ Requires more bookkeeping
¤ “Dissolves" upon death of general partner
BUT—Higher Risk for General
Partner
15
Confidential Information of Xonna Clark- Do Not Distribute
16. Limited Liability Partnership-LLP
PROS
¤ Confers limited liability to all partners; one partner is not
responsible for another’s wrongdoing.
¤ Allows all partners to be involved in the management
¤ All other benefits of a partnership apply
CONS
¤ Additional registration
¤ Varies by state
16
Confidential Information of Xonna Clark- Do Not Distribute
17. Critical Document—
The Partnership Agreement
¤ What is the name and nature of the business?
¤ Are there any limitations on partnership authority?
¤ How much capital is each going to contribute?
¤ What % of capital is money vs time-skill?
¤ What are the duties and responsibilities of each
partner (are there limits)?
¤ How are disputes handled?
17
Confidential Information of Xonna Clark- Do Not Distribute
18. And More…
¤ What happens if one partner decides to quit or is
terminated?
¤ Are there any limitations on draw?
¤ How is profit or loss to be split?
¤ Who will do accounting and what will be
shared with individual partners?
¤ Is there an election to continue the business?
¤ Use of name
18
Confidential Information of Xonna Clark- Do Not Distribute
19. And More!
¤ How are partners’ interests to be valued on death or
dissolution?
¤ What is the duration of the partnership?
¤ Will there be an arbitration process?
¤ See a good attorney – each partner should have a
different attorney
¤ Buy/Sell agreement funded by life insurance
So, Is A Partnership For You??
19
Confidential Information of Xonna Clark- Do Not Distribute
20. Finally, a C-Corporation
Pros
¤ Legal life of its own
¤ Limited liability for shareholders
¤ Unlimited number of people involved
¤ Capital - sale of stock & borrowing
¤ Control with elected officers & board
¤ Can add skilled personnel
¤ Perpetual life
¤ Can deduct for fringe benefits
The Most Liability Protection
20
Confidential Information of Xonna Clark- Do Not Distribute
21. CONS
• Highly regulated
• Requires formal corporate records
• Annual corporate filings
• Most expensive
• Double tax
• Veil can be pierced
The Most Regulated
21
Confidential Information of Xonna Clark- Do Not Distribute
22. Rule of More
The more you have of any of the following…
¤ Business owners
¤ Business complexity
¤ Sites of operation
¤ Capital investment
¤ Other businesses
¤ Need for multiple layers
of protection
¤ Cash for
investment
¤ Personal wealth
¤ Business related
risk
¤ Employees
¤ Tax complexities
The More Protective Structure You
Need and the Less You Should DIY
22
Confidential Information of Xonna Clark- Do Not Distribute
23. Online Resources
for determining a business structure
SBA:
http://www.sba.gov/content/business-structure-and-tax-
implications
SCORE:
http://www.score.org/events/workshops/determining-your-
business-legal-structure
IRS: http://www.irs.gov/Businesses/
STATE:
MD SDAT: http://www.dat.state.md.us/MD Small Business
Development Center: www.mdsbdc.umd.edu
DC Dept. of Corporations: http://dcra.dc.gov
23
Confidential Information of Xonna Clark- Do Not Distribute
24. NOW THAT YOU ARE FORMED,
WHAT DO YOU DO?
STEP 2: Register your “trade” name
¤ SBA:
http://www.sba.gov/content/5-steps-registering-your-
business
¤ DC:
http://dcra.dc.gov/publication/trade-name-registration-
form
¤ MD: http://www.dat.state.md.us/sdatweb/
sdatforms.html
24
Confidential Information of Xonna Clark- Do Not Distribute
25. STEP 3: Obtain Federal Tax
Identification (“EIN”) Number
¤ Assigned to sole proprietors, corporations,
partnerships etc. for tax filing and reporting purposes
¤ Source:
¤ IRS.gov for filing- Form 2553
¤ SDAT
¤ DC Dept of Taxation
Often Needed to Establish Business
Bank Account
25
Confidential Information of Xonna Clark- Do Not Distribute
26. STEP 4: Check County and
Local Zoning Requirements
¤ Check that your business activity is permitted
¤ Check for restrictions on home-based businesses
¤ DC requires a Home Occupation Permit
¤ Check MD county zoning regulations
¤ Check for regulations on signs and parking
¤ Source: County/DC planning and zoning
department
26
Confidential Information of Xonna Clark- Do Not Distribute
27. STEP 5: Check For State and
Local License and Permits
¤ State of MD: business license required for most
businesses
¤ Source:
¤ -Clerk of the Circuit Court in county where
business is located
¤ -Dept of Business and Economic development,
Dept of Labor, Licensing and Regulation
¤ -Division of Occupational and Professional
Licensing
¤ DC: Basic Business License Program
27
Confidential Information of Xonna Clark- Do Not Distribute
28. STEP 6: Check for Sales Tax
¤ retail sale of property and taxable services
¤ sometimes on food sales
¤ Source: MD COMAR 03.06.01.05
28
Confidential Information of Xonna Clark- Do Not Distribute
29. STEP 7: Set Up Tax and
Bookkeeping Mechanisms
¤ Ensure you understand possible deductions and keep
your receipts separated accordingly.
¤ Ensure you are properly using and accounting for your
home-based business
¤ Most accountants recommend Quickbooks from the
beginning
29
Confidential Information of Xonna Clark- Do Not Distribute
30. STEP 8: Get Insurance-
Assess the Risk
¤ Professional liability-
individual
¤ Professional liability-
Business & Personal
Errors and Omissions
¤ Business Interruption
¤ Personal disability
¤ Employer Practices
Liability
¤ Health
¤ Fire
¤ Burglary
¤ Flood
¤ Property
¤ Theft
¤ Automobile liability
¤ Business Loan
¤ Buy-Sell Agreements
¤ Rider for House and
personally owned
vehicle
Types of Insurance
30
Confidential Information of Xonna Clark- Do Not Distribute
31. Advice
¤ Shop around for rates and coverage
¤ Independent vs House
¤ Coverage under personal policy and commercial policy
may be different
¤ Contact: reputable agent
¤ Do you have enough insurance to get your business back
in operation?
¤ Review your policy to make sure you understand what is
not covered.
Many MUIH Nutritionist Use HPSCO
31
Confidential Information of Xonna Clark- Do Not Distribute
32. STEP 9 – Get Your Agreements
in Place
¤ Internal Organizational Documents
¤ Informed Consent and HIPAA Notice
¤ Various Operational Documents
Will Offer A Separate Session On
Agreements
32
Confidential Information of Xonna Clark- Do Not Distribute
33. STEP 10- Hire Your Team
¤ Accountant
¤ Insurance Agent
¤ Lawyer
Even DIYers Need a Business Team
33
Confidential Information of Xonna Clark- Do Not Distribute
34. Action Plan Checklist
1. Form the right legal entity structure for you
2. Get your trade name registered
3. Get your Tax ID #
4. Check Zoning Restrictions
5. Get Your Permits/Licenses
6. Determine Sales Tax Requirements
7. Establish Your Tax/ Accounting Processes
8. Get Insurance in Place
9. Establish Proper Agreements
10. Hire Your Accountant, Insurer, Lawyer
34
Confidential Information of Xonna Clark- Do Not Distribute
35. Places To Go For Help
SBA: http://www.sba.gov/training
MD Small Business Development Center: http://
www.mdsbdc.umd.edu
MD Women’s Business Center:
http://www.mdwbc.org
DC Small Business Dev’t Ctr
https://www.dcsbdc.org
SCORE: http://www.score.org
35
Confidential Information of Xonna Clark- Do Not Distribute
36. Legal Care For Wellness
Care
¤ 25% Savings for MUIH Students/Graduates
¤ Flat Rates/Packages Available
¤ Future Webinars:
¤ Legal Agreements
¤ Trademarks/Copyrights
¤ Making Product/Service Claims
¤ Referrals Welcomed for Workshops or Personal
Retainer
Contact Xonna Clark, Esq. 704-516-6973
xonnaclark@gmail.com
36
Confidential Information of Xonna Clark- Do Not Distribute