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What is a pass-through legal entity?

What is a pass-through legal entity?

C-Corporations are soon to become extinct, or so it appears.  Today, only about five percent of businesses in the United States are C-Corporations.  The other ninety-five percent of U.S. companies are established and taxed as pass-through entities.  Basics of pass-through businesses in America As the name indicates, a pass-through business is one that is not […]

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tax reform will be a slow process (no surprise)

tax reform will be a slow process (no surprise)

Senator Ted Cruz has given fair warning that tax reform may not be coming quite as quickly President Trump wants, and some earlier reports indicated.  The word out of Washington today is that Cruz believes that new tax reform legislation will get done “late this year or early next year.”  We know that it’s not […]

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Are Electronic Signatures Legal?

Are Electronic Signatures Legal?

Yes. Any other questions? Ok, if you are asking the first question, you likely want to know a little bit more on this subject, so let’s consider a few things related to electronic signatures. When President Clinton signed the ESIGN ACT (the long name of that law is the Electronic Signatures in Global and National […]

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Asset Protection for Business Owners: some basic ideas

Asset Protection for Business Owners: some basic ideas

The most frequent questions I receive from business owners relate to asset protection. Common sense and a little extra care can do wonders to provide significant protections for the business owner and the business. I was recently contacted by a business owner regarding these things–namely, asset protection for himself and his business. He wanted to […]

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Piercing the Corporate Veil is the exception to the rule

Piercing the Corporate Veil is the exception to the rule

Legal liability protection is one of the main reasons for corporate entities.  In most instances, these legal entities insulate owners from legal liability. While there are often tax, accounting and other important reasons for corporations and LLCs in a business or investment setting, at the very top of any list of reasons to establish and properly maintain […]

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Single Member LLCs–what, why and when?

Single Member LLCs–what, why and when?

What is a single member LLC and why would you want one? We have previously written a fair amount on LLCs generally, including what they are and why they can be useful legal entities. This post will focus on single member limited liability companies. As the name indicates, a single member LLC has one owner–and […]

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Buy-Sell Agreements: Mistakes to Avoid (Part 2)

If you are in business, you almost certainly need to consider some sort of buy-sell arrangement. Don’t take my word for it, listen to the contributing writers are Forbes.com.  Though this article is not new, the applicability of the February 2011 article by Robert W. Wood, titled “In Business, Get a Buy-Sell Agreement!” has not […]

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Business Buy-Sell Agreements: Mistakes to Avoid (Part 1)

Business Buy-Sell Agreements: Mistakes to Avoid (Part 1)

If you are the owner of a family business or other closely held business, not having a buy-sell agreement may be a big mistake. Let’s get this out of the-way–I am a business law attorney who gets paid to work on things like buy-sell agreements.  Therefore, it is no surprise that I am talking about why […]

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phantom equity–what and why?

phantom equity–what and why?

Phantom equity can provide the best of both worlds for owner and employee. There is nothing pejorative in the use of the terms “phantom equity” or “synthetic equity.”  Rather, these terms just reference the fact that phantom equity has some attributes akin to actual equity, while at the same time it is in many respects […]

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begin with the end in mind–Covey’s wise counsel applies in business arrangements

begin with the end in mind–Covey’s wise counsel applies in business arrangements

At the outset of a promising business venture, nobody wants to think about how it will eventually end. However, that is exactly the time to consider such things.  Perhaps too somber a thought for a Monday morning, but the reality is that “all good things must come to an end”.  On the bright side, the […]

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