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Learn how your business entity can protect you and your personal assets from judgements!
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Who is Laughlin Associates?
Corporate Formation and Compliance Company
Small Business Consulting and Education
Asset Protection and Income Retention
In Business Since 1972
1-800-648-0966Presenter: Jason Giesler
Seminars & Workshops
• How to Use Your Corporation• Asset Protection• Tax Reduction• Secrets of Using a Corporation• Business Owners Boot Camp
Seminar Speakers Include:
Attorneys – CPA’s – Financial Planners
1-800-648-0966Presenter: Jason Giesler
Different Types of Business Entities
Sole Proprietorship
Limited Partnership
Corporation (C or S)
Limited Liability Company(LLC)
1-800-648-0966Presenter: Jason Giesler
C Corporation
S Corporation
Limited LiabilityCompany
1-800-648-0966Presenter: Jason Giesler
What Do All Business Entities Have In Common?
It’s Not An Option…….It’s Required By Law
Business entities are required to keep records in all 50 states
1-800-648-0966Presenter: Jason Giesler
Corporate Formalities
What are they?
• Minutes• Resolutions• Documentation
Who might ask for them?• The IRS• Opposing Counsel• Shareholders 1-800-648-0966
Presenter: Jason Giesler
10. Corporate minute book and stock register.
IRS Summons
1-800-648-0966Presenter: Jason Giesler
Legal Summons
You are ordered to produce the business
records
1-800-648-0966Presenter: Jason Giesler
You Must DOCUMENT
In Order To DEFEND!
1-800-648-0966Presenter: Jason Giesler
Fact
If your corporate records are not inorder and you are sued, you could be
stripped of all liability protection and tax benefits.
1-800-648-0966Presenter: Jason Giesler
Fact
If your company is found to be in bad standing, you could be held personally liable for the debt of the company and any penalties for undocumented tax deductions.
1-800-648-0966Presenter: Jason Giesler
Wurzburg Brothers, Inc. v. James Coleman
The president failed to sign the promissory note for $44,419.68 with his title. When the company defaulted on it’s payment, the president was found to be personally liable because he did not sign in his representative capacity.
Judgment: $44,419.68
MANCORP, INC,. v. John C. Culpepper
The courts found that John C. Culpepper was nothing more than the alter ego of Culpepper Properties Inc. He showed noncompliance with corporate formalities and commingled funds by paying corporate debt with personal checks.
Judgment: $150,000
Actions That Should Be Documented
S Corporation ElectionSale of StockApproval of Employee AgreementApproval of EquipmentOfficers SalariesAcceptance of AccountantPurchase of PropertyQualifying to do Business Issuance of DividendsWaiver of Notices to Hold Meetings
1-800-648-0966Presenter: Jason Giesler
Qualified Retirement Plans Issuing StockChanging DirectorsOpening a bank accountTaking a corporate loanCapitalizing the CorporationAuthorizing Fringe BenefitsContracts with 3rd Parties
Actions That Should Be Documented (continued…..)
1-800-648-0966Presenter: Jason Giesler
Annual MeetingsNotices of MeetingsEntering into a LeaseAppointment of officersAppointment of directors Amendment of ArticlesAmendment of By-Laws
Actions That Should Be Documented (continued…..)
1-800-648-0966Presenter: Jason Giesler
What is an alter-ego?
Personal Assets:
•Home
•Bank Accounts
•Retirement
•Other Assets
Business Assets:
•Property
•Bank Accounts
•Equipment
•Cash Assets
•Other Assets
Business LifePersonal Life
Piercing The Corporate Veil
Proving that a corporation exists merely as an alter ego for an individual, so that in a
lawsuit, the defendant can be held personally liable for the damages of the
corporation.
1-800-648-0966Presenter: Jason Giesler
If you've failed to keep proper corporate records and if you are ever sued - you have a 50-94% chance of losing your personal assets in order to satisfy a judgment.
Cornell Law Review
“
”
1-800-648-0966Presenter: Jason Giesler
• Your corporate charter being revoked.
• Paying tax penalties on disallowed deductions.
• Shareholders becoming personally liable for the corporation’s activities/debts.
• Allowing a creditor, the IRS or attorneys to pierce the corporate veil seize your personal assets.
Failure to maintain Corporate Formalities can lead to:
1-800-648-0966Presenter: Jason Giesler
Why The Compass Group?
• Secure Your Corporate Veil• Stronger Asset Protection• We Do The Paperwork So You Can Run Your
Business• Keep Your Company In Compliance• Cost Effective
Over the last 37 years, we have assisted over 77,000 companies with getting and keeping their companies in compliance.
1-800-648-0966Presenter: Jason Giesler
• They tend to treat their business like a sole proprietorship
• They don’t always document business decisions
• They co-mingle funds and assets
• They don’t know what documents they must maintain to stay in compliance…so they do nothing.
Small Business vs. Larger BusinessesSmall Business vs. Larger Businesses
1-800-648-0966Presenter: Jason Giesler
The Compass Group Provides
MinutesResolutionsFilingsAmendmentsMeetingsNotifications
1-800-648-0966Presenter: Jason Giesler
Complete Corporate Veil Protection Service
• Initial review of your Corporate Status with your Corporate Coach. Our quick and easy questionnaire outlines which documents your company needs now.
• Unlimited Corporate Documents-minutes, resolutions and amendments.Unlimited access to your personal Corporate Coach by phone or e-mail anytime to receive quick, knowledgeable answers to your questions.
Ongoing maintenance of your corporate records-Continual contact and review of your corporate status.• Subscription to “The Power of Inc.” monthly e-newsletter- Receive updates of current information affecting your business.• Assistance with state filings• On-Going Webinars-Learn from the convenience and comfort of your own office.
1-800-648-0966Presenter: Jason Giesler
Next Steps
• Call 1-800-648-0966 to get your Complete Corporate Veil Protection Service or to set up a complimentary consultation.
• Your Paperwork Coach will contact you TODAY-to start get your company in compliance.
30-Day Money Back Guarantee
Let’s Get Started!1-800-648-0966
Presenter: Jason Giesler