What do you need to do to build your own video game or related business from scratch? Come learn about corporate formation, legal issues, finance and accounting, taxes, insurance, employees, contractors and intellectual property.

1. Build Your Video Game or
Related Business From
Scratch
Possuminteactive.us

2. Topics
• Legal
• Financial
• Team
• Corporate Insurance
• Contracts
• Taxes

3. Legal
• Legal structure
• Sole Proprietor
• Partnership
• Limited Liability Company
• Corporation
• Registered agent
• Notices from the state, creditors, others
• Trademarks
• File early, often

4. Financials
• First steps
• Separate personal expenses from business expenses
• Required if you are a corporation
• Good recordkeeping helps defend you during an audit
• Manage tax and business bills more efficiently
• Accounting
• All about what happened in the past
• How much revenue did I earn? Revenue Recognition
• Where did I spend my cash? Chart of Accounts
• Bookkeeping
• Cash v. accrual

5. Financials
• Finance (not Accounting)
• Looking into the future
• What’s my budget for 2017?
• What’s my return on investment for different kinds of marketing?
• How much money do I need to build my next game?
• If you know what’s going on day-to-day in your business, you can start
predicting
• How things look next month
• How things look next year
• Even if you don’t have historical data, having some estimates are critical

6. Financials – Example
• FTP Game Example
• FTP game on Android / iOS that will monetize via virtual goods
• Comparable game performance available from many sources
• Estimate revenue based on:
• Players
• Conversion to paying
• ARPPU
• Total Revenue
• Daily Ops
• Revenue & Expenses - this is your BUDGET
• Figure out your expected expenses:
• Cost per install (marketing)
• Art
• Music
• Engineering
• Design
• As each month passes, see how you are performing against expectations
• Make smart operational adjustments

7. Team
• Employees
• Contractors
• Health insurance

8. Team - Employees
• Recruiting
• Job postings and interviews
• Plan for what you want to learn about the candidate
• Prepare for topics candidates care about
• Recruiting - legal
• It’s illegal to discriminate on the basis of:
• Race / Gender / Religion / Age / National Origin / Physical / Mental disability
• Don’t say you’re looking for a “young” person to join your staff
• Tax forms and taxes
• You will need to fill out tax forms for each new employee
• Pay taxes each payroll
• Employers and employees each must pay Social Security and Medicare tax - 7.65%
• Employers may also need to pay federal unemployment tax
• May need to pay 6% of the first $7000 in wages for each employee

9. Team - Employees
• Protect your business just in case
• Have employees sign an invention disclosure and assignment agreement
• Makes sure that when employees make content for your game, it belongs to you
• Non-competes are non-trivial to enforce but may be appropriate for key leadership personnel
• Enforcement of non-compete is tied with theft of trade secrets
• Payroll
• Making sure your employees get paid is the most important job in a small company
• Not making payroll is the classic event of collapse of a small business
• Use a professional service to make this as simple and automatic as possible
• Termination
• In most states - employment is at will
• Make sure departing employees get last paycheck ASAP
• Some states require you to give the last paycheck as they leave
• Cut off access to systems and remove company property
• Employees may have rights to COBRA
• Employees may also file for unemployment

10. Team - Health insurance
• Americans have to have insurance or face a fine under ACA
• Employers with less than 50 employees don’t have to provide insurance but are
permitted to
• Types
• Health Maintenance Organization
• Preferred Provider Organization
• Point of Service Plan
• High Deductible Health Plan
• Disability
• Dental and Vision

11. Team - Contractors
• Contractors are not employees
• They work under a Contract or Consulting Agreement
• Paid for deliverables or hours worked
• Contractors pay all their own taxes
• W-9 form at start, file 1099 each tax year
• Contractors can’t be treated same as employees
• Otherwise, risk being reclassified by Dept. of Labor as employees
• Results in big tax consequences for you
• IRS Criteria for considering someone as employee
• Uses your tools, equipment, or materials instead of their own
• Receives on-the-job training
• Must follow hours you set
• Is told not just what must be done but how the work must be done
• Hires or supervises your workers
• Receives health insurance, sick pay, vacation pay
• Gets a regular paycheck

12. Corporate Insurance
• E&O
• Errors and omissions insurance
• Essential if you are doing work-for-hire
• Protects companies against claims made by clients for inadequate work or negligent actions
• Often covers court costs and settlements for amounts specified on insurance contract
• D&O
• You may add advisors or investors as company grows
• D&O is liability insurance payable to directors and officers of a company
• Covers losses or defense costs in the event of legal action brought for wrongful acts in their
capacity as directors and officers
• Intentionally illegal acts not covered
• Hired Auto
• In event of an accident, protects your company if employee has an accident
• Supplements the driver’s own auto liability coverage
• If an employee has a serious auto accident while on company business and their personal
insurance is not enough to cover, company be held responsible
• Non-owned Automobile Coverage

13. Contracts
• Leases
• Vendors
• Work for hire
• Contractor
• Joint ventures
• Publishing

14. Contracts - Leases
• May make you seem like a “real business”
• Big risks
• Often for long periods
• Highly restrictive
• Contain pages of microprint
• Watch out for:
• Restrictions on ability to sublet space in case you need cash
• Early termination rights
• Amount of “free” improvements you get on signing and move in
• Whether landlord can bump you for another client
• Covenants that restrict what you can do
• E.g. Covering windows to keep out sunlight interfering with art development

15. Contracts - Vendors
• Make sure you know who owns the rights
• Any restrictions on your ability to further transfer anything you’ve bought
• When do you have to pay?
• Watch your cash flow

16. Contracts - Work for hire
• If you are working for someone else, they will likely use their contract
paperwork
• Most important provisions
• What you have to deliver
• When and how
• When you’ll get paid
• Watch out for warranty provisions for “bug free” code
• Who gets ownership of the work?

17. Contracts - Contractor
• Non-disclosure agreement
• Non-disclosure obligations
• Definition of confidential information
• Return / destruction of confidential information
• No announcements
• Ownership of confidential information
• Consulting agreement
• Explanation of services to be provided
• When
• Compensation
• “Independent contractor relationship” - not an employee
• Confidential information
• Non-disclosure and non-use provisions
• Term and termination
• No conflicts of interest
• Non-solicitation
• Ownership assignment

18. Contracts – Final Note
• Once you start signing agreements, you are creating on-going costs
• These will continue whether the game makes money
• Consider the total costs and whether you can terminate a contract early
• Consider how much money you have to make to pay the bills

19. Taxes
• Impact of taxes
• EIN
• Types of taxes
• Deductions

20. Taxes - Impact of taxes
• Can make the difference between profit and loss
• Don’t pay unnecessary taxes - take your deductions
• Know if you are paying business taxes as an individual or paying business
taxes separately
• Penalties are potentially large for trivial infractions like filing late
• Federal and state rules apply BUT terminology is different

21. Taxes
• You will need a taxpayer ID number or employer ID number (EIN)
• You can apply for one online
• Types
• Income tax
• Estimated taxes
• Self-employment taxes
• Sales tax
• Excise tax
• Franchise tax

22. Taxes - Income
• Income tax
• All businesses must file annual income tax return
• Partnerships file an information return
• Depends on how business is organized
• Federal income tax is pay as you go
• Must pay the tax as you earn income during the year
• May need to pay estimated tax
• Estimated tax
• Must pay taxes on income
• May need to pay self-employment tax by making regular payments during the year
• Self-employment taxes
• When you have employees, you must cover their: SS and Medicare taxes, income tax
withholding, and Federal unemployment tax
• When you are reporting your own revenue for tax purposes, you can deduct the taxes that
your employer would otherwise pay

23. Taxes – Sales Tax
• Sales tax
• Certain platform providers cover sales tax, iOS
• You must pay the sales tax on revenue from other platforms, Android
• Only pay sales tax on sales in the same state as a major nexus
• Nexus - if your company has sufficient physical presence in a state
• Excise tax
• Must be paid if you do the following:
• Manufacture or sell certain products
• Operate certain kinds of businesses
• Use various kinds of equipment, facilities, or products
• Receive payment for certain services
• Likely only applies to game developers if you have real money wagering

24. Taxes - Franchise
• Franchise tax and other state fees
• Texas has a state franchise tax
• This is really just a fee for operating a business in Texas
• Other states may have similar fees

25. Taxes - Deductions
• Home office deductions
• If you use part of your home for business, you may be able to deduct expenses
• Available for homeowners and renters
• Requirements
• Regular and exclusive use
• Principal place of business
• Based on percentage of home devoted to business use
• Travel
• Commuting expenses not deductible
• Side trips to customers or suppliers are deductible
• Only covers transportation expenses, not repairs
• Allowed deductions for food and lodging only if you are staying away from home (your
place of business) overnight

26. Taxes - Deductions
• Meals
• Regular meals not deductible
• Meals with customers are 50% deductible
• Only if business is discussed at meal
• Expense is not “lavish or extravagant”
• Must have a receipt and write who you took and why
• Tips are 50% deductible
• Meals while traveling away from home on business are 50% deductible