Y is for… Yikes, I forgot to Incorporate!

All new entrepreneurs have the choice of incorporating or not. By not incorporating, you’ll get out of some hefty paperwork, though you’ll be missing out on some great benefits that come along with incorporating your business. If you are a small business owner and you haven’t gotten around to incorporating yet, here’s what you’re subjecting your business to:

A lack of trust from customers.

Your customers want to know they are giving their business to a legitimate, professional establishment. Having an Inc. or LLC at the end of your business’s name helps make your customers feel comfortable with you. Without it, you may receive some skepticism.

 You’ll miss out on tax savings!

When you incorporate, you can save up to 50% on taxes. When you’re a small business owner, you want to save everywhere you can, especially when just starting out. Use that money for growing your business in other ways. You also have less of a chance of getting audited when you incorporate.

Your assets won’t be protected.

Most importantly, incorporating protects your assets. This means that if your business ever falls into debt when you are not incorporated, your house, car, and other personal assets may have to be sacrificed as payment. When you incorporate, your business becomes a separate entity from the business owner, so if your business falls into debt, only the business owes money, not you.

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Business Basics – Corporate Audits

Regular, thorough audits are a very important tool for running a compliant, successful corporation. These audits help uncover problems that might have otherwise gone unnoticed, stopping them from evolving into serious issues. Corporate audits are thus typically handled and paid for by the corporation being audited to help them spot those types of problems. But why do corporations need to complete internal audits? And what exactly goes into an audit?

What is a corporate audit?

Well, in a nutshell, a corporate audit is simply a close examination of the practices of a corporation. However, there are multiple things that can be audited. Financial records, business decisions, regular operations, safety compliance, management – the list goes on and on. Publicly traded companies are also held to higher standards, and both internal and external auditors often refer back to the Sarbanes-Oxley Act, which was passed in 2002, when deciding whether or not a corporation is in compliance with the law. An internal auditor, however, is typically hired by the corporation to perform an audit, and an external auditor is an agent paid for by some outside organization, like the government.

Why should corporations audit themselves?

For publicly traded companies, internal auditing and reporting is required by law. The idea is that, if the CEO and board of directors are briefed on the findings of these audits, they cannot claim ignorance of any wrongdoings and can act quickly to solve problems before they get out of hand. But beyond legal compliance, an internal audit also help keep those who run the company aware of how different parts of the corporation are running. Of course if your corporation is made up of only ten employees and you, you probably have a good idea of what is going on. But as the company grows and you are forced to narrow your focus to running the business, these internal audits help keep you on top everything. They can also be invaluable for risk management, especially if you are in an industry where employees could get hurt on the job, like in construction. The last thing any business owner wants is to see their employees hurt, and safety audits help avoid accidents.

How do you perform an audit?

If a corporation is big enough, there is typically an entire department, headed by a Chief Auditing Officer, that is dedicated to performing corporate audits. Smaller corporations, on the other hand, typically do not have the resources for an entire auditing department. Instead, they hire a single internal auditor to look over their records. Alternatively, they can contract an outside business to send in their own auditor, who then acts in the same way an internal auditor would.

What do you do if they find something?

If the company is small enough, there shouldn’t be very many findings in the audit report, and what is found should be easily fixed. However, larger corporations may wind up with a list of issues. Part of the Chief Audit Officer’s job is to highlight critical issues and present their findings to the audit committee of the board of directors. Appropriate action is then taken to solve whatever problems need to be handled.

For publicly traded companies, corporate audits are one of the requirements for staying in compliance with the law. But even if your corporation isn’t traded publicly, it is still a good idea to have an auditor come in and take a look at your company to help you manage risk and avoid the types of problems that could seriously impact the state of your business.

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Business Basics: Non-Profit Corporations

We decided that this week to take a chance to examine the charitable business structure – non-profit corporations. Most people have undoubtedly heard of a non-profit before. You might even donate to one on a regular basis. But fewer know how, exactly, to go about creating a non-profit, or what the differences between a non-profit corporation and regular one are.

What is a Non-Profit Corporation?

Non-Profit Corporations are, as their name suggests, corporations that are founded for some sort of charitable purpose and, due to that mission, do not turn a profit. There are currently 29 types of exempt organizations, but the most popular type of exemption would have to be the 501(c)(3), which applies to corporations founded for ‘charitable, religious, educational, scientific, or literary purposes, testing for public safety, fostering national or international amateur sports competition, and preventing cruelty to children or animals.’ Because the corporation will be pursuing a non-profit mission, 501(c)(3) status exempts corporations that qualify from having to pay federal, and in some cases state, taxes.

How do you create one?

Just like with any other business, you need a plan to raise money – in the non-profit world, that means fundraising and finding large sponsors. Who are your target donors? What kind of budget do you expect to operate within? Your mission and the answers to those questions will make up the beginnings of your non-profit’s business plan. Incorporating a non-profit is actually very similar to incorporating a regular business. You choose a business name, create bylaws, and file the articles of incorporation with the state you are going to operate in. You then hold an organizational meeting, choose the directors, adopt the bylaws, and set a budget. Once everything is up and running, you then apply for tax exempt status from the federal, state, and local governments. The IRS requires businesses seeking non-profit status to file Form 1023 and pay a fee. Some state and local governments also require their own forms, so make sure to check with your city hall and your Secretary of State or department of corporations.

Is running a non-profit different than running a regular corporation?

A little bit. For one, the corporate mission will not be to earn as much money as possible, but rather to achieve some sort of charitable objective. The directors that run the non-profit are required to pursue the non-profit’s stated mission and guide the company based on fulfilling that mission. If the IRS finds that the corporation is not pursuing its mission, or if the business is involving itself directly in a candidate’s political campaign, the IRS could revoke 501(c)(3) status. A non-profit corporation is typically also a non-stock corporation, meaning there are no shareholders and, instead, money is raised through donations and endowments. This allows the board to maintain more control over corporate activities, and keeps operations a bit more insular.

Non-profit corporations are a great way for a community, charity, or religiously minded entrepreneur or organization to pursue a social mission and positively impact the world. And, because this particularly type of non-profit organization is also a corporation, the rules and regulations for how to run it are fairly well known – you need a board, you need to keep track meeting and minutes, and you need to be able to show you are pursuing your group’s mission. The government also helps certain types of non-profits with grants and financial assistance, so it is possible to give a non-profit a very strong start. If you are interested in founding a non-profit, make sure you check with your state’s Secretary of State so you know exactly what you need to do while creating, and running, the company. And, of course, there are plenty of professional services providers that are more than happy to help (including MyCorp!)

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MyCorporation Introduces Registered-Agent.com

It’s a big day over here at MyCorp as we welcome a new addition to the online MyCorporation family!: Registered-Agent.com.

Registered-Agent.com offers small business owners registered agent services in all 50 states. It provides an easy-to-use and affordable registered agent service to help maintain the privacy and protection of your business.

Don’t have a registered agent for your small business? Here’s why you need our service:

A registered agent is a person or entity that receives legal paperwork on behalf of your small business. When you incorporate, your business turns into a separate entity from you. So since you no longer directly represents your business, your corporation or LLC is required to designate an agent for service of documents. The registered agent must meet multiple state-based requirements. This is where Registered-Agent.com comes in. This service helps your business meet the state requirements while maintaining your privacy.

registered agent service  helps to maintain privacy by acting as a barrier between customers and the business. If your business gets served, the paperwork will be delivered to the registered agent service, not your business-front, allowing you to handle legal matters with discretion. Additionally, a registered agent receives reminders from the state and will notify you immediately of these reminders, helping you to stay compliant with state laws.

Lastly, for all businesses that maintain a foreign qualification, where business is formally conducted in a foreign state, Registered-Agent.com offers a convenient renewal service that ensures your business will remain in compliance by meeting all necessary registered agent requirements.

Have any questions? Contact us at http://www.mycorporation.com or give us a call at 1-877-692-6772.

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Why a Professional Accountant is Important for a Start-Up

Starting a business is a step by step process – starting with an idea, a business name, and creating a business plan. A business plan includes the purpose of your business and how you will go about marketing or advertising the same. It also includes the expenses, liabilities, assists, budgets, and how your business plans to make a profit and grow. Growth alone is a complicated subject where you have short-term and long-term growth plans based on how well your business is doing. Once you’ve done this, it’s time to address legalities such as licenses, insurance, recruiting employees, etc.

One of the most important decisions that will take you in the right path is to find the right professional accountant. Most business owners use a professional accountant to handle their financial concerns while they focus on maintaining the business. Without maintaining your finances, you will never know how well or how bad your business is doing.

Here are some additional reasons why working with a professional accountant is crucial if you are starting a business of your own.

Recognizing the money trial.

All business owners want to know what their money is being spent on, and an accountant keeps a detailed ledger of the money flow within the company. Many small business or start-up business owners may think they do not need an accountant as they can take care of the cash flow themselves. However, this wouldn’t work until and unless you are a professional accountant yourself. An accountant will have experience in money saving, tax issues, maintaining a healthy profit, and how to invest the same, but a layman might not.

Identifying the unfamiliar.

There are different kinds of accountants. All accountants are not Certified Public Accountants. The difference is that CPAs have taken and passed additional tests and courses to become certified. A CPA can provide expert advice on financial matters for your business; regular accountants cannot do this. A CPA thoroughly understands complexity of taxes and will show you where you can save on tax payment, making sure everything is legal. They can develop a financial plan for your start-up business, which will help you in the long run.

Dealing with the complex.

Accounting issues are very complicated, detailed and time-consuming, therefore, it’s best to let a professional handle it. Accountants are trained to maintain several financial records that will aid you when you need to file taxes, invest and check the inflow and outflow of cash, this is also known as book keeping.

Helping you save money:

Some accounting services provide a nominal fee which is beneficial for any start-up since the business may not be stable enough to pay an hourly or service-based fee to an accounting service.

The services include but not limited to, helping you decide on what type of business entity would be the right option for your company – for example limited liability or incorporated. They will also help you prepare a business plan focusing on budgets and other financial considerations. Tuchbands is a company that will provide the best financial proposal for your business, and design a recording system that you can access based on statutory requirements. They also offer consultations to help you make the best decisions for your start-up business.

Author Bio:

Tess Young has written several career-oriented articles for various websites for more than seven years. She has worked as an Administrative Assistant for more than fifteen years. Her recommendation for Fixed Fee Accounting service is Tuch Bands.

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S is for S-Corporation

For this week’s post we will get to know one the incorporation options a bit better and learn what it has to offer a new entrepreneur: the S-Corporation!

First off, what is an S-Corporation?

Well, an S-Corporation (also known as the S-Corp) is a special type of corporation that draws its designation from subsection S of the tax code. To start an S-Corp, a small business owner starts a C-Corporation in the state where it is headquartered, then files for S-corporation status with the IRS. While an-S Corporation is similar to a C-Corporation, it has different income and self-employment tax regulations. 

One of the biggest and best differences between an S-Corporation and a C-Corporation is the pass through taxation. Like an LLC, an S-Corporation does not pay taxes at the corporate level. Any income or losses are reported only on the personal income taxes of the business owner’s. As a result, this avoids the issue of double taxation that affects C-Corporations. Since net losses are also passed through, the individual shareholder may be able to reduce his or her tax liability by offsetting other income with any S-Corporation losses.

Though, there is an important caveat to keep in mind: any shareholder who works for the company must pay him or herself reasonable compensation. Basically, the shareholder must be paid fair market value, or the IRS might reclassify any additional corporate earnings as “wages.”

If pass through taxation sounds good to you, consider the S-Corporation for your new business. And no pressure, if you end up deciding you’d like to stick with a regular C-Corporation after declaring your business as an S-Corporation, you can easily drop the S-Corporation status with the IRS.

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Business Basics: Professional Corporations

Welcome to our weekly business basics post! This week we decided to explore a specialized legal entity called a professional corporation (PC). Now most of those who know a little bit about corporate law probably know that there are two, main types of corporations – S-Corps, and C-Corps. But in addition to these, there are a few other specialized structures that are important to keep under the belt of a small business, like the professional corporation.

So what is a professional corporation?

Like with a regular corporation, converting a sole proprietorship or a partnership into a professional corporation turns the business into its own, separate legal entity. However, unlike a regular corporation, the owner of a business being turned into a professional corporation must be licensed to offer a specialized professional service. In other words, the owner of the would-be PC has to be a doctor, or lawyer, or accountant, or architect; some sort of licensed profession.

Why would someone choose to form a professional corp?

Like a standard corporation, a professional corporation provides a certain amount of protection for the business owner, or owners, as a PC can carry its own debt and liabilities. It is important to note that a PC does not protect an owner from being sued as a result of their own negligence – a doctor that turns his or her practice into a PC, for example, can still be sued for malpractice. But if two doctors act as partners within a practice, forming a professional corporation can help protect one doctor from being liable for any judgement received from a lawsuit against the other doctor. So without that protection, one of the partners could be held accountable for the mistakes of the other one. Professional corporations, then, are very useful for any licensed professional running a practice with another licensed professional.

What do I have to do to form a professional corp?

First, you must be licensed to provide whatever service your practice offers in the state you do business in. Most states will want to see proof of relevant licensure at the time of incorporation, and the state licensing board will likely have to approve your articles of incorporation before you can move forward. Usually the licensing board will ask that the articles of incorporation bear special language and, depending on the state, PCs occasionally have to contend with certain laws after they are formed – for example many states ask that a professional corporation designate itself as such by including ‘PC’ or ‘Professional Corporation’ in the name of the practice.

Professional corporations take a bit more effort to form, but are extremely useful for practices run by two or more licensed professionals. After all, the last thing you want is to have to pay lawsuit that resulted from the negligence of your partner. And, like other corporations, a PC offers some protection from debtors looking to collect on a business’s liabilities. It is important, however, to check with your secretary of state and your state’s licensing board to clarify what, exactly, you must do to form a professional corporation and what special provisions you will have to contend with as a licensed PC.

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Business Basics: Registered Agent Services

Welcome to our weekly Business Basics post! This week we decided to explore a service that nearly every Corporation and LLC uses – registered agents. If you are thinking about forming an LLC or incorporating your business, you will need to find a registered agent. But what exactly do they do again?

What is a registered agent?

A registered agent is the person, or in some cases the company, that a business designates to receive service of process if there is a summons or a lawsuit. Since incorporating or forming an LLC helps to separate your personal and professional lives, and provides fiscal and legal liability protections, the state cannot simply serve you with legal paperwork. LLCs and corporations are, after all, their own, separate legal entity. So a registered agent acts as the impartial receiver of those legal notices. States will also sometimes send renewal reminders and notices to your registered agent, helping you to stay on top of what you need to file to stay compliant with state regulations.

Do I need one?

Nearly every, single state requires that LLCs and corporations doing business within its borders designate a registered agent, so yes it is very likely that, legally, you must have a registered agent. But, beyond the legal considerations, having a registered agent also helps you to maintain a bit of privacy. Having legal paperwork delivered directly to your place of business can wind up raising some eyebrows. There are considerations to be made for office-morale as well – after all, if you are working for a corporation that keeps getting notices and letters from attorneys, you might not have much confidence in the company. A registered agent helps create a sphere of privacy, so that you and your attorney can handle any pressing legal matters without causing a panic.

Can I act as my own?

It all depends on where you do business. As we mentioned above, having a registered agent that is separate from your business will provide a bit more privacy. However, some states do allow members of LLCs, or directors of corporations, to act as the business’s registered agent. Minnesota, as an example, does not require any business formed in the state to name a registered agent, though the company does have to list an address where a person who represents the company can be found. However, all fifty states have registered agents offering their services so, if you do want to name one, you are always able to.

Where can I find one?

Most states actively maintain a list of registered agents who are allowed to provide such a service within their borders. Just look up your state’s secretary of state or department of corporations – chances are that there is a list of active registered agents somewhere on the site. MyCorp is also happy to provide you with our own registered agent services, and we are able to do so in all fifty states!

Having a registered agent is extremely useful, and even if the state you do business in does not require you to have one, it is still a good idea to contract somebody as your registered agent, just to help maintain a bit of privacy. Just make sure that whoever you do hire stays in contact with you, as any and all important paperwork from the state will likely come to them first. The last thing you want is to miss a deadline because your registered agent never got around to calling you!

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P is for Protecting Your Personal Assets with a Professional Corporation

The name of the game this week is “Professional Corporation,” which happens to help protect your personal assets. That’s right, we have a triple “P” ABCs of MyCorp post, so buckle up for some serious alliteration.

A Professional Corporation is one of the more common types of entities for business owners to choose. The paperwork is a bit on the extensive side (especially compared to an entity like a Sole Proprietorship) but all that paperwork is well worth it because, as our title suggests, a Professional Corporation protects your personal assets.

A Professional Corporation does this by separating you (and your personal assets) from your business. This means that if your business were ever in deep trouble and owed some big time money, you wouldn’t be obligated to hand over your house or other assets.

This can make accounting trickier than if you opted for a simpler entity but, like I said, the protection makes it well worth it. You’ll also be paying taxes based on what you choose to pay yourself from your business. This means more money towards growing your business, and what business owner doesn’t want that?

So if you’re doing some entity shopping, be sure to keep the Professional Corporation as an option, especially if you’re looking for something protective.

 

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Business Basics: Benefit Corporations

One of the main reasons we chose to start this blog was to help explain the facets and aspects of business that typically get overlooked. To help us do this, we decided that, every Tuesday, we are going to post a new “Business Basics” piece to discuss subjects that readers, despite being aware of, may not know much about. With that in mind, one of the first subjects we are going to look at is the Benefit Corporation.

What is a Benefit Corporation?

Benefit corporations are a fairly recent, though the practice of chartering a particular mission for a corporation has existed for centuries. Early American corporations were occasionally given a particular public service to fulfill – things like building bridges or maintaining roads. However, the modern benefit corporation is a bit different – instead of merely fulfilling a public service, it has to produce a distinguishable social good for society.

Let’s say that you create a company with a particular social mission in mind – donating ten percent of profits to wetlands preservation, for example. If you wanted to incorporate your business and raise money through selling shares, you would have to give up some control of your company to the shareholders. That could mean that, instead of continuing its social mission, the company merely focuses on producing the maximum amount of profit. Creating a benefit corporation, however, will help ensure your company can continue its social mission, even if that mission cuts into profits. Unfortunately, benefit corporations are not universally recognized, though 12 states have, as of this posting, enacted legislation recognizing Benefit Corporations.

How do you create one?

Requirements vary from state to state, but typically creating a benefit corporation is very similar to the regular process for incorporation. However, along with filling out a standard Articles of Incorporation, you typically have to include some sort of statement attesting that your corporation is a benefit corporation, along with the specific public benefit, or benefits, your corporation will pursue. You can also elect to become a benefit corporation, though doing so usually requires that you amend your governing documents and get approval from the shareholders.

Are there any special regulations or rules for Benefit Corporation?

Benefit corporations are legally required to create a positive impact on society and the environment, and most states require that benefit corporations find a third-party standard to measure that impact. Happily there are many groups that provide a free assessment service, and there isn’t any particular standard that benefit corporations must adhere to. After receiving the assessment, the benefit corporation’s directors create an annual benefit report that they make public and send to the shareholders. Some states also require an independent ‘benefit director’ to sit on the board and prepare a statement on how well the corporation is adhering to its social and environmental mission.

Any benefits?

Except for protecting a corporation pursuing a social mission instead of maximizing profits, there aren’t really any legal or tax benefits to creating a benefit corporation. However, creating a benefit corporation can help you attract socially minded investors. In 2011, the Institutional Shareholder Service compiled a report that states investors are increasingly “incorporating social and environmental considerations into” their decisions. Having a recognized benefit corporation can give you an edge with these types of investors. Just make sure you are committed to your ideals before choosing to form a benefit corporation – in most states that recognize the structure, anyone with more than a 5% share in the company can enact benefit enforcement proceedings if they feel the company is not adhering to its social mission.

Though they can be a bit confusing, the recognition of benefit corporations is a great development in the business world. If anyone reading has further questions, just ask them in the comment box below and we will try our best to answer them!

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