Are ALL Your Assets Protected Properly Going into 2016?

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As the end of another year comes to a close and you are getting ready for your plans for 2016 you may be evaluating are all your assets
properly protected?

lawsuit form with filler and book

Here are many of the common strategies that often turn into costly mistakes (that you may not have considered):

1. All your business ventures in one business. Yes, if you are just starting and testing 3-4 different revenue streams that may be ok in
one entity but if two or three are really taking off, why put all of that in one business entity (other than it is easier). Would you put
all your investments in one stock? Probably not. Why? Too much risk. The same strategy applies to a business (don’t put all your eggs in
one basket).

2. Real estate in your own name (outside your principal residence) even without equity may be a lighting rod for lawsuits, best in a separate
entity. Too much equity from real estate in one LLC.

3. Business with a partner that is in the same entity as your operating business that you own 100%. At the end of the day you make your
partner owner of your main company which may not be what you intended.

4. Holding safe assets or investments outside your retirement plan in your own name/brokerage account or your living trust (remember your
living trust provides ZERO liability protection but protection from probate taxes).

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Entity Structuring Fundamentals

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Anytime you form a separate legal entity for a business or to protect safe assets, it is very important to complete the entity structuring fundamentals.

When an entity is formed you should be very clear on the structure that is best to support your goals, both short- and long-term. For example, a C corporation may have lower tax brackets than you or I do personally AND you may pay fewer taxes in year one, but it may be the WRONG structure for your results in year 2, 3, 4 and so forth. If you are not looking to retain earnings in the company and grow and expand with infrastructure and overhead, it may likely be the wrong entity for your business.

If you are forming an LLC, you should know how the LLC is taxed and if it is managed by managers or by members. There is a big difference, especially with how the LLC is taxed. In order to select the best entity, keep in mind that you must approach it from two main points of view: what is the best entity from a tax point of view and what is the best one from a legal point of view.

After you are clear on your goals both short- and long-term, it is time to form the entity. You want to be clear on who is the initial director if a corporation or manager/member, if an LLC. After formation of the articles of organization or articles of incorporation (for a corporation), your next step is to open a bank account and capitalize the new entity. This seems simple, but there are so many people that open an LLC bank account with a check with revenue and never properly have the owners capitalize, put money into the account, in exchange of ownership in the company. If you are the owner of the entity, you should be the one putting money (or service or equipment) into the company in exchange for ownership interest. If you have another entity that is the owner, that entity would put money into the operating company in exchange for an ownership interest. If you have a partner and you are not each going to put in capital to match your ownership percentage and one is going to contribute services, that may be a taxable event (check with your CPA). In other words, if you get a 50% ownership in a business with no money in exchange for your labor (sweat equity) and your partner puts in $50K for their 50% ownership, the IRS looks at this as if you obtained $50K in value and would owe taxes on the $50K. In that situation, are you able to say of the $50K, $45K was a loan and therefore if your partner put in $5K also, then there is no tax issue. That is correct, but now you have a totally new situation where the business will need to pay back the $45K loan out of profits before either partner is paid any profits.

Next you have to make sure that if you were operating as a sole proprietorship before or a general partnership now, that when you form the entity you actually make a complete transition to that new entity. Over the years I have seen too many people that are still operating as a sole proprietorship, even though they have formed an LLC. How is this possible? Several mistakes are when you don’t open a new bank account in the name of the LLC or corporation and keep operating under the bank account in your name as a sole proprietorship. The other big issue is if you have a DBA or fictitious firm name linked to you personally and you form the separate legal entity and forget to reconnect the DBA name to the NEW entity – that is a big mistake.

Corporate and LLC formalities are a must. A corporation and an LLC are separate legal entities from you and I personally. They can do everything you can do except act and think. They do that through minutes, meetings and resolutions. This is the documentation for major decisions made by an entity such as adding a shareholder, changing the officers or managers, leasing real estate…Some falsely believe that LLCs are “easier” because they do NOT require the same formalities as corporations. When we did our research years ago with looking at what judges actually do, we found they expect to see the same corporate formalities that apply to corporations. That means an LLC will need an operating agreement, minutes, meetings and resolutions for major decisions, membership certificates and a membership ledger to track the owners. This is all part of protecting both the LLC and corporate veil. If someone is going to sue your entity and you do not operate it as such a legal entity, then you MAY be personally liable.

The final big step to make sure your entity is structured properly is to make sure your taxes are being paid properly. That starts with knowing how your entity is taxed and the responsibilities with that. If the entity is an LLC taxed as an S corporation, at some point in the year you will probably have some type of payroll required, even if just to pay yourself. If you have an LLC taxed as a partnership you will realize if you are one of the members of the LLC, you will not be paid a salary. You may be paid what is called a “guaranteed payment,” which is similar to, but not a W-2. It is very important to make sure that you work with a good tax team to keep you on track with your business entity.

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5 Costly Mistakes to Avoid when Establishing a U.S. Company

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 Let me share with you the 5 most common mistakes they’ve made during the process of establishing a U.S. Entity.

  1. Selecting the wrong state for their entity. You may know that the big three are Delaware, Wyoming and Nevada. But what is best for your business from a state tax point of view and overall best liability protection for you as a manager of an LLC or the director or officer of a corporation? Nevada is by far the best and offers the best value. Yes, Wyoming may be $400 less on the front end but with less protection is that worth it? If your U.S. business is raising capital or going public Delaware may not be a bad option.
  2. Selecting the wrong type of entity for their business. If you go online and invest $99 for a formation and guess as an LLC and don’t understand the tax ramification or the U.S. tax treaties with your home country you may end up paying thousands in unnecessary taxes! An LLC may be taxed in four different methods (even most American don’t know that). Each one has its own pluses and minuses. A corporation may be an option only if you manage the taxes on an annual basis and don’t do something that will trigger an audit (like a big year end expense back to your home country to reduce your U.S. profits).
  3. Not having a complete formation. Filing articles, obtaining an EIN and having a U.S. mail address may get you started but by no means is that a complete formation. If that entity was attacked by the IRS or a lawsuit it would not hold up for 15 minutes, according to U.S. attorney, Lee Phillips. You must have a complete formation along a legitimate U.S. business address that sends the proper business message.
  4. Not having tax support for their U.S. entity.  Not taking into consider what type of entity and who should be the owner in the U.S. only means you are going to be disappointed when you realize how much extra taxes you may be paying that was unnecessary. We have had clients who have saved $10K, $20K or $50K or more by working with NCP and our CPA recommendations to operate their U.S. business properly. Some countries like Canada, don’t even have a tax treaty for a U.S. LLC and you may be double taxed. There is a strategy around that but you must know it up front.
  5. Not having working with a company with resources to operate a U.S. business. Never underestimate the power of working with a company like NCP with great resources and connections when it comes to U.S. banking, legal, taxes, merchant accounts, immigration and top business connection to help your U.S. business succeed! Recently with one legal connection we saved a client over $20K in legal fees (from the other U.S. attorney who was going to take advantage of his situation). That type of resource will add up quickly to your bottom line.

Doing business in the U.S. is one of the best opportunities to grow, especially if you are operating online. The U.S. has the largest online consumer market in the world! The key is to develop trust with a legitimate U.S. company.

If you have questions please reach out to us via email at suppport@launchwithconfidence.com to schedule a Skype® consultation.

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U.S. Entity Formation FAQs

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When you are forming a U.S. company there are some important FAQs (frequently asked questions) you should be asking and here they are for you:

• Which entity is best to operate in the U.S.? Is it an LLC (limited liability company). If so, do you know how it is taxed? There are three options for you if outside the U.S. There are several factors that must be discussed including your gross revenue and net profits, goals with those profits, are partners involved, tax treaty with your country…

• Should you ever consider doing business in your own name? Operating a business as a sole proprietorship in your name is an option, it is low cost and in some situations a good starting point to “test” if your U.S. business will get off the ground. Long term there is too much risk with this business structure and for some industries too much risk even as a starting point.

• Which state is best for your situation (Nevada, Wyoming or Delaware)? What are the factors to consider besides state filing fees or state tax rates? Do you know any court history and which one will offer the best liability protection? Which one has the best U.S. economic benefit to your business?

• What are the U.S. tax rules for a corporation vs an LLC? A C corporation may have lower tax rates but it may not be best for your overall situation. On the other hand, an LLC taxed as a partnership will trigger three U.S. tax returns, which may not be bad overall, but it is something to consider.

• What are the U.S. tax treaties with your home country? Even if there is a tax treaty with your country is there a type of U.S. entity that may not be recognized in your home country?

• With a U.S. company will you need a work VISA?  Planning to come to the U.S. and now you have a U.S. company the key is not to mess up at the U.S. boarders! If you are planning to secure a work VISA in the future do you know which are the best options at the lowest cost?

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Attention: Sole Proprietorships – Discover Why You Have the Wrong Business Structure to Grow.

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Have you updated your goals going into the fall for this year? If the outcomes you’re looking forward to this year include making more money, gaining more clients, boosting your profits, cutting your taxes or attracting lucrative joint venture partnerships…

the FIRST STEP is to STOP operating as a sole proprietorship! This is the time to make the shift, not waiting another 5 months until January. You want to escape the sole proprietorship trap for many important reasons:

1. Highest Audit Rate. Filing a schedule C means you are 300% more likely to be audited by the IRS . Why? The IRS is has a $300 BILLION tax collection gap each year, and a large percentage comes from small business owners who file a schedule C – not large corporations. In the eyes of the IRS, small business owners are more likely to under report income and exaggerate expenses. Now, I’m not saying that you’re making these big mistakes yourself, but the IRS will ASSUME that you are, simply because so many other sole proprietors do. That makes you an easy audit target!

2. Highest Taxes. Sole proprietorships pay the highest business tax rates. Not only will you pay the 15.3% employment taxes up to $118,500 in 2015, plus 2.9% for Medicare, you may also be required to pay a number of other state and federal taxes. Of course, as a business you may be able to offset some of that with business expenses or home office deductions (assuming they’re all properly set up and documented), but referring back to point #1, you’re setting yourself up for a potential audit.

3. Highest Liability. Here’s the bottom line for sole proprietorships – when you do business in or own name or under a DBA, you have UNLIMITED PERSONAL LIABILITY for ANY legal issues that come up . Without the protection of a properly structured separate legal entity you may lose most of your personal assets, including the equity in your home. Maybe you’ve been operating as a sole proprietorship because you don’t have many assets to protect right now. If you hope to change that in the future and accumulate more wealth, it’s worth considering that you could be sued later for something you’re doing now. If someone gets a judgment against you, they could chase you for years waiting until you DO have assets to go after. Sole proprietorships offer no protection – even against frivolous lawsuits which run into hundreds of billions in the U.S. each year. Our research turned up a woman who filed over 700 lawsuits. Her “business” strategy was targeting people with money who were unprotected and a person like that will go after anyone!

4. Fewer Funding Options. Operating as a sole proprietorship means you’re self financing your business – most likely on your personal credit cards! That drives your revolving debt up and your personal credit score down – which can hurt your chances for business credit later on. Even though it’s vital to keep business and personal credit separated, your personal credit history does affect your ability to qualify for certain kinds of cash funding options – including the amount of money you get and the interest rates you’ll pay. The key is to STOP using personal credit to finance your business and form a separate legal entity ASAP. This critical step paves the way for financial credibility – which means more and better opportunities to use other people’s money to grow!

5. A Lousy Marketing Message. If your first year profit projection is under $50,000, a CPA or tax professional might advise you to “keep it simple” and start out as a sole proprietor. In rare individual cases that might be good tax advice, but it doesn’t position you for long term success – there are other essentials to consider if you want a complete business foundation. When potential customers or important suppliers or partners are evaluating your business, what MARKETING MESSAGE does your sole proprietorship send? Sharp business people may take it as a sign that your profit (and longevity) expectations are LOW and take their business elsewhere. Sadly, they may never tell you the real reason why they chose not to do business with you – would you risk your own money, reputation or relationships on a company that might not be around tomorrow? You may have already lost revenue and growth opportunities if you’ve been operating as a sole proprietorship. If so, it’s time to position your company as a winner with the right foundation for success.

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Need Another Entity to Protect Your Business or Assets by the end of 2014 or beginning of 2015? Time is running out.

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I hope you have had a successful year in business. If you didn’t reach all your goals this year, we hope that 2015 will be much more prosperous for you! There are steps you can take NOW to make sure that happens.

January is right around the corner – a time when many traditionally revisit their goals and priorities for the year ahead. One of NCP’s most important new year goals is to help you be more proactive in launching that profitable new business initiative or creating better protection for your assets.

We’ve found a solution that will help you feel more confident going into 2015 by establishing a complete foundation for your business and personal assets like real estate or investments. The best part is that takes less than 30 minutes of your time!

If you’re looking to form an LLC (most popular) or corporation (no matter what state) , December is the best time to get this done. Waiting until January can be the most risky and costly approach – here’s why;

• If you wait until 2015, by the time the entity is filed and everything is in place, more than likely you will be operating as a schedule C for two to three weeks of the beginning of the year (assuming you are operating a new business, real estate is different).

• You are risking an audit! There is a $300 Billion tax gap and the #1 culprit is sole proprietors that file a schedule C (that’s why we want to help you avoid that track in 2015, or at least be on it for the shortest possible time).

• We realize that most incorporating services say they incorporate in 24 hours (which may be true but there are additional steps required to establish you business with EIN, banking and more by the first of the year and they all take time. Some states are very backed up with filing and it may take from 5-12 business days up to several weeks for them to process everything.

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