Georgia Dual Class Limited Liability Company
$494.95
Price Includes State Filing Fee!
(INCLUDES GEORGIA STATE FILING FEES, ATTORNEY'S FEES, DUAL CLASS LLC SEAL AND BOOK, ARTICLES OF ORGANIZATION, DUAL CLASS LLC MINUTES, DUAL CLASS LLC REGULATIONS, MEMBERSHIP CERTIFICATE, PRELIMINARY NAME SEARCH AND DUAL CLASS LLC OPERATING AGREEMENT)
For one low fee of $494.95, your Georgia Dual Class LLC is COMPLETE and
Yes, even Includes Attorney's Fee (No Hidden Attorney Fees).
If you prefer, we can take your billing details over the phone. Simply submit your order without billing information. Thank you! |  Get Started Today!  |  Get Started Today! FORM A GEORGIA DUAL CLASS LLC |
Getting Started:
Information and Services for the success of your business from Spiegel and Utrera, P.A.:
Starting a business is hard work. Creating a successful business is even harder. Don’t let your business fail before it even gets off the ground. Let Spiegel & Utrera, P.A. help jump start your new enterprise and put you on the road to success. Scroll down to see valuable business information and all of the start-up services that Spiegel & Utrera, P.A. provide. Click on any of the links below to jump to that section.
FORM YOUR DUAL CLASS LLC ONLINE NOW!
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SUCCESS STARTS WITH PLANNING! LET SPIEGEL & UTRERA, P.A. HELP YOU GROW YOUR BUSINESS.
Many businesses fail to complete their initial year. Usually this is because the owners of the business simply lacked the knowledge necessary to run a successful enterprise. When you incorporate with Spiegel & Utrera, P.A. you become part of our family. As part of our family we are dedicated to see you and your business grow into a thriving enterprise. Below you will find valuable information and services to help you start your business. Many pitfalls that cause start-up businesses to fail are discussed and ways to avoid these pitfalls are recommended. Please take a minute to look over the information below. It just may save your business.
WHAT IS AN LLC?
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The Limited Liability Company ("LLC") is a hybrid entity that is very flexible and, depending on how many owners (known as "Members") and what such Members elect to do, may be taxed as a partnership or corporation, if it has multiple Members, or as a sole proprietorship, if it has only one member, while providing limited liability protection for all of its Members. For federal tax purposes, an LLC, like a partnership or sole proprietorship, is a pass-through entity; thus, its income and losses are taxed only at the member level. However, all members of an LLC, like the shareholders of an S corporation, have limited liability for the debts and claims against the LLC. No member will be burdened with the personal liability.
The main advantage of the LLC is that it is not burdened with the ownership restrictions imposed on a small business corporation (also known as a Sub Chapter S Corporation). An LLC may have more than 100 Members or as few as one. Its interests may be held by corporations, partnerships, Non Resident Aliens, trusts, pension plans and charitable organizations; the LLC may make special allocations, thereby avoiding the single class of stock requirement applicable to an S corporation; and it may own more than 80% of the stock of a corporation and, therefore, may be a member of an affiliated group.
The Members of the LLC become owners of the Company by putting capital (making a "Capital Contribution") into the Company in exchange for a Membership Interest, which is expressed as a percentage. Typically, the allocation of profits and losses are proportionate to the Membership Interest. The Capital Contribution can be money, real estate, equipment, future service ("sweat equity") etc., and if it is something other than money, it should be assigned a value agreed upon by the Members. For example, Bill and Mike want to set up a company to operate a retail athletic goods store. Bill puts in $51,000 and Mike will work 60 hours next year managing the store and his sweat equity will have an agreed upon value of $49,000.
The LLC is operated by Managers that handle the day-to-day activities of the LLC. The Managers may be all of the Members, some of the Members, or it may even be managed by a person or entity that has no ownership interest in the company. Since such a non-Member Manager will not share in the profits and losses, perhaps they will be paid a salary or commission as agreed upon in a Management Agreement.
For tax purposes, an LLC taxed as a partnership or a disregarded entity (similar to a sole proprietorship) may have advantages over a Subchapter S Corporation with respect to the amount of deductible losses. The amount of a Subchapter S Corporation shareholder's deductible losses is limited to the sum of the shareholder's basis in his stock and any loans from the shareholder to the corporation. In contrast, a partner can deduct losses in an amount up to the sum of the basis in the partnership interest, the allocable share of partnership income, and his allocable share of qualifying partnership debt.
How the taxes work is simple. For example, each of 10 individuals contribute $100,000 to a newly formed entity to acquire an office building. The entity borrows from a bank an additional $5,000,000 as the balance of the building's $6,000,000 purchase price. If the entity is taxed as a Subchapter S Corporation, each shareholder's loss deductions are limited to $100,000. However, if the entity is an LLC taxed as a partnership, each member can deduct losses up to $600,000 ($100,000 basis plus $500,000 share of the entity's debt). These losses may then be used by the individuals to offset other income they may have from other sources.
WHAT IS A DUAL CLASS LLC? Return to Menu
The Dual Class LLC is a special type of LLC that follows proposed IRS regulations which allow an LLC to be deemed analogous to a limited partnership for Federal Income Tax purposes. The Dual Class LLC is structured to admit both active, management-providing members (“General Members”) in addition to more passive, capital-contributing members (“Limited Members”). In doing so, the members/owners acting solely as limited partners are not subject to the Self Employment (“SE”) tax. THE SELF-EMPLOYMENT TAX RATE IF CURRENTLY 15.3%. THE RATE CONSISTS OF TWO PARTS: 12.4% FOR SOCIAL SECURITY AND 2.9% FOR MEDICARE.The cost of the Spiegel & Utrera Dual Class LLC is just $454.95 for up to 4 members, additional members are $50 each, if ordered at the time of forming your LLC and, as an added bonus, it includes the required Dual LLC Operating Agreement. We will form your Dual Class LLC under the personal direction of a qualified attorney who makes certain that all requirements are met.
The way the Dual Class LLC will be run is described in a Dual Class LLC Operating Agreement. The Dual Class LLC Operating Agreement defines the duties and responsibilities of the Members to each other and to the Dual Class LLC. A well-drafted Dual Class LLC Operating Agreement will designate the Members that invest in the business; designate the Managers that handle the day-to-day operations of the business and describe Managers’ management powers and control; describe the amount of capital contributions that the Members have to make, how much and when distributions of profits will take place and allocate losses among the Members to minimize tax liability; ensure compliance with filing requirements with the Secretary of State by mandating an annual report; provide a framework for the settlement of disputes between Members by allowing mediation and arbitration as a quicker, cheaper method; prevent a Member from competing against the LLC by selling the same products or offering the same services; require Members to maintain the confidentiality of all customer names and other business records so that Members don’t run off with valuable LLC secrets or intellectual property; prevent a Member from impairing the goodwill of the LLC by bad-mouthing the management or financial standing of the business; and prevent a Member from soliciting customers of the Dual Class LLC for new Dual Class LLC business. The Dual Class LLC operating agreement should be very thorough and anticipate common company problems so that the proper course of action is defined ahead of time rather than leaving Members “flying by the seat of their pants,” so to speak.
For tax purposes, an LLC taxed as a partnership or a disregarded entity (similar to a sole proprietorship) may have advantages over a Subchapter S Corporation with respect to the amount of deductible losses. The amount of a Subchapter S Corporation shareholder's deductible losses is limited to the sum of the shareholder's basis in his stock and any loans from the shareholder to the corporation. In contrast, a partner can deduct losses in an amount up to the sum of the basis in the partnership interest, the allocable share of partnership income, and his allocable share of qualifying partnership debt.
How the taxes work is simple. For example, each of 10 individuals contribute $100,000 to a newly formed entity to acquire an office building. The entity borrows from a bank an additional $5,000,000 as the balance of the building's $6,000,000 purchase price. If the entity is taxed as a Subchapter S Corporation, each shareholder's loss deductions are limited to $100,000. However, if the entity is an LLC taxed as a partnership, each member can deduct losses up to $600,000 ($100,000 basis plus $500,000 share of the entity's debt). These losses may then be used by the individuals to offset other income they may have from other sources.
PLEASE BE ADVISED THAT insofar as the Dual Class LLC is a cutting-edge tax strategy that relies on proposed IRS regulations that allow the LLC to be treated like a limited partnership for SE tax purposes, there are NO GUARANTEES.
How To Build Your Business Return to Menu
Believe it or not, starting a business is more than just complying with regulations, at some point you have to go find customers! Building your business often gets lost when you are confronted with all of the other matters which must be taken care of. This should not be the case. Without customers you will not have a business for long! Two powerful business builders worthy of your consideration are below.
Service Agreement 
- The Foundation for a Successful Service Business – You are LOSING $$$ without it! ▲
The bedrock foundation of many service businesses is a customized written agreement entered into with its customers. Many franchises sold for tens of thousands of dollars are business formats revolving around a Service Agreement. The key with a Service Agreement is to make it work as a marketing tool offering the business services in the widest variety of formats to your customers. For example, a one-time use customer needs to be converted to a monthly, quarterly or annual type repeat customer. At Spiegel & Utrera we want to help you get, and keep, your customers while looking professional and at the same time maximizing each sale with a friendly service agreement. A Service Agreement starts at $367.95 up to $897.95 depending upon its complexity if ordered at the time of forming your LLC. We will prepare a draft of your Service Agreement and deliver the draft by fax or email to you for your review. Once you have had an opportunity to review the Service Agreement we will meet over the telephone to discuss the various aspects of the draft Service Agreement. Thereafter, Spiegel & Utrera will make changes to the Service Agreement to finalize it. Once the Service agreement has been finalized and delivered to you, you should take it to your printer to be printed and padded so it will always look professional and non-negotiable.
Dual Class LLC Operating Agreement
- Avoid Member Disputes with a Comprehensive Agreement ▲
The way the LLC will be run is described in an Operating Agreement. The Operating Agreement defines the duties and responsibilities of the Members to each other and to the LLC.
A well-drafted Dual Class LLC Operating Agreement will:
The agreement should be very thorough and anticipate common company problems so that the proper course of action is defined ahead of time rather than leaving Members "flying by the seat of their pants", so to speak.
Dual Class LLC Management Agreement - Providing Maximum Protection for Your LLC ▲
Every Dual Class LLC should enter into a written Management Agreement between the LLC and its Manager(s), who are generally Class A member(s) of the Dual Class LLC. The Management Agreement should be drafted in such a way so that it conforms with the provisions of the Dual Class LLC Operating Agreement and, in addition thereto, it will:
The cost of the Management Agreement is just $150, if ordered at the time of forming your Dual Class LLC.
Spiegel & Utrera, P.A. General Counsel Club & Registered Agent Service with Attorney Client Privilege ▲
Experienced Legal Advice to Help You Save Money with Added Confidentiality Protection.
Let Spiegel & Utrera, P.A. help you grow your business.
Our firm has what we call the "General Counsel Club". Select this valuable service at the time of ordering your corporation and receive an additional one month Bonus – so that your first year of service will cover 13 months PLUS take a $50 discount, so you pay only $89.95 for the first 13 months of service. You get:
▲▲Start-Up Essentials Return to Menu
Many new business owners don’t realize what is required to legally conduct business in Georgia. The last thing you want is to lose your business because you didn’t know that you needed register a fictitious name. Below are some of the most common items that new businesses need in order to be compliant with the state of Georgia and other services that you may find advantageous for your business.
Choosing a Name for Your Limited Liability Company ▲
Choosing a name for your Limited Liability Company should be a well thought our process. Generally, a Limited Liability Company name may be adopted if there is not the same as or too similar to an existing name on the state Limited Liability Company records.
When determining name availability, Spiegel & Utrera, P.A. checks names only against names of limited liability companies registered in the state you are attempting to form your Limited Liability Company (e.g., a proposed limited liability company name is checked for availability only against other like limited liability company names) and only with the state agency responsible for limited liability company formations.
Names are not checked against state or federal trademark or service mark registrations nor against state or local fictitious, assumed or alternate business name registrations.
Bank accounts, uniforms, menus, vehicle signage and other business signage, a website, business cards, stationery, etc. should not be ordered and no financial commitments should be made until you know the name is available from the State and Federal, State and Common Law Trademark searches you have completed.
Avoid the ramifications of selecting a company name that is already in use by another and possibly prevent:
A lawsuit being filed against you and your business for federal or state trademark infringement;
Loss of business due to a subsequent change of name;
The embarrassment of being served legal papers during business hours in front of employees and customers;
The cost of changing the company name through the process of an amendment;
The cost of changing all marketing materials that are utilized when operating a business such as bank accounts, uniforms, menus, vehicle signage and other business signage, a website, business cards, stationery, etc.
Overwhelming stress upon you and the business denies your business the focus, energy and financial resources that are necessary to see that your business succeeds.
Selecting someone else’s company name can be a very expensive business lesson that can be avoided.
Avoid the problem of having you and your Limited Liability Company accused of Trademark Infringement and the possible litigation stemming from State and/or Trademark Infringement by allowing Spiegel & Utrera, P.A. to do the appropriate state and federal trademark searches as follows:
Federal Trademark or Servicemark Search and Attorney Opinion
A search of the United States Government's records including Marks that have been registered and are currently pending registration and an opinion as to the results of the search. Up to 3 words - $275. More than 3 words would be $50 per additional word.
State Trademark or Servicemark Search and Attorney Opinion
The state search includes a thorough examination of Trademarks registered in a particular state and an opinion as to the results of the search. The price for a Trademark search is $99.95 per State for up to three words. More than 3 words would be $50 per additional word per state.
Common Law Trademark Search and Attorney Opinion
Search includes Marks that are in use but may not be registered with the United States Government or a State and an opinion as to the results of the search. The results of a Common Law Search can be very important because whoever uses a Mark first generally has a superior right to the name - $250.
Combo Search and Attorney Opinion
Combo search includes the U.S. Government, one State and Common Law search and an opinion as to the results of the search. This assures the most comprehensive investigation. The Mark must only consist of up to three words - $524.95. You receive a savings of $100 by ordering these searches now. More than 3 words would be $50 per additional word per state. Additional states are $50 per state.
Federal Tax ID Number – Required for a Business Bank Account ▲
The equivalent of a social security number for a Corporation. You will need it to operate your business and open a bank account for the Corporation. We can obtain this number for you and the advantage of allowing us to get it for your Corporation is that we will deliver it with your Corporation for only $35, enabling you to open your bank account immediately. If you are a Foreign National without a United States Taxpayer Identification Number or a United States Social Security Number, the charge for the Federal Tax ID Number is $125.
Georgia Sales and Use Tax Number - Avoid State of Georgia Sales Tax ▲
This account number allows you to buy goods for resale or export and not pay any State of Georgia sales tax. We can initiate the paperwork for you to obtain this number. The fee to prepare the documents is $267.95 when included as part of your incorporation package.
Georgia Trade / Fictitious Name - Required if Conducting Business in a Name other than the Full and Complete Corporate Name ▲
If your company will hold itself out to the public, operate a website, engage in marketing or operate its business under any name other than its full and complete legal name, it is required by law, to register what is known as a Trade or Fictitious Name. This name is commonly called a dba or doing business as. Our service is complete and includes a name search of your fictitious name, preparation of all company resolutions, a publication kit and affidavit along with the filing of all documents and payment of all filing fees to the Clerk of Superior Court for the County in which the Corporation has its principal office address. If ordered at the time of forming your company, we offer this service for an additional $259.95 for two week service, $334.95 for 4 day service and $409.95 for 2 day service. Please bear in mind that the service completion time begins with the formation of your new company and relates to the preparation of the documentation by Spiegel & Utrera, P.A.
Business License ▲
The Business License package will give you the license, permit & tax registration information as well as the actual applications for your business.
Mail Forwarding Service – Get Your Business Up and Running, Even without a Physical Location ▲
If you have not set up your company office or you want your attorney to receive your company mail, you may use any Spiegel & Utrera, P.A. office address as your mailing address. Our mail forwarding service is only $15 per month. There is a six month minimum order. However, the mail forwarding service may only be cancelled in writing. There is also an initial postage deposit of $25, additional postage/shipping, if any, will be billed separately. In order to participate in Spiegel & Utrera, P.A.'s Mail Forwarding Service, your company must complete an Application for Spiegel & Utrera, P.A.'s Mail Forwarding Service. The application will be emailed to you after the formation of your entity. For our mail forwarding service terms and conditions, click here
Premium Mail Forwarding Service Add-on – (Username and Password Protected, Uploaded to a Secure Internet Folder) ▲
Once you have ordered our Mail Forwarding Service, you may also select our Premium Mail Forwarding Service add-on. When you have the Spiegel & Utrera, P.A. Premium Mail Forwarding Service add-on, we will open your Certified, Registered and First Class Mail and upload it to a secure Internet folder for you to review or download. You will be assigned a Username and Password to access your secure Internet folder. The charge for the Spiegel & Utrera, P.A. Premium Mail Service is $40 per month with a six month minimum order and you must maintain an active mail forwarding service. The mail forwarding service add-on includes up to 20 mail pieces or up to 100 scans per week. There after additional charges shall apply.
Taxpayer Identification Number for Foreigners - For Resident and Non-Resident Aliens ▲
An Individual Taxpayer Identification Number is a tax processing number only available for certain nonresident and resident aliens, their spouses and dependants who cannot get a Social Security Number. It is a 9-digit number, beginning with the number “9”, formatted like a Social Security Number (NNN-NN-NNNN). Spiegel & Utrera, P.A. will prepare all the documentation necessary for you in order to obtain your Individual Taxpayer Identification Number. At AmeriLawyer, we have been approved as a Certifying Acceptance Agent by the United States Department of the Treasury, Internal Revenue Service. As such, we are authorized to expedite the processing of your Individual Taxpayer Identification Number. The charge for this service is $299.95.
USDOT Number ▲
Companies that operate commercial vehicles transporting passengers or hauling cargo in interstate commerce must be registered and must have a USDOT Number. A USDOT Number is generally for vehicles involved in interstate commerce that have a gross combination weight of 10,0001 pounds or more or designed or used to transport more than 8 passengers (including the driver) for compensation or designed or used to transport more than 15 passengers (including the driver) and is not used to transport passengers for compensation. Also, commercial intrastate hazardous materials carriers who haul quantities requiring a safety permit must register for a USDOT Number. If ordered at the time of forming your LLC, the fee for a USDOT Number is $367.95 plus applicable government application fee depending upon your particular activities.
Certificate of Good Standing ▲
A Certificate of Good Standing is a document issued by the state that shows that your Company has met its statutory requirements and is authorized to do business in that state. Among other things, a Certificate of Good Standing confirms that your Company is up to date on its state fee payments, has filed its annual report and has paid its franchise taxes. Certificates of Good Standing are frequently requested by state governments if you are applying for a foreign qualification in that state, lenders when you are trying to obtain financing, banks for certain transactions, and evidence in order to obtain or renew licenses or permits. If ordered at the time of forming your company, the fee for a Certificate of Good Standing is $67.95 for regular service of approximately 3 to 5 business days or $142.95 for expedited service of 1 to 2 business days.
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How To Save Money On Taxes Return to Menu
One of the most misunderstood and least used benefits to new entrepreneurs are the tax savings offered to them. Although there are many ways that you can save money on taxes, you must be in compliance with all regulations and laws; otherwise you may find yourself losing your business instead of saving money. Below are some of the ways that you can save money on Taxes:
Georgia Purchaser's Resale and Exemption Certificates ▲
State and local tax laws require that vendors have in their files properly executed Exemption Certificates given to them in good faith by all of their customers who claim Georgia Sales and Use Tax Exemption. We can prepare a set of Exemption Certificates for you to give to vendors from whom you intend to buy goods either for resale. The fee for a set of 6 reusable Resale Certificates is only $35 when ordered in conjunction with the corporation.
Sub-Chapter "S" Tax Status - The Biggest Tax Loophole Available to New Entrepreneurs ▲
Since the LLC has more flexibility in the manner it can be taxed, it is strongly recommended that the LLC have at least two or more owners (members) at all times. The LLC may be taxed as a sole proprietor, a partnership, a disregarded entity, a regular corporation, or a Sub-S Corporation. However, when you have a single member LLC, if you do not elect to be specifically taxed as a corporation, the IRS taxes you automatically as a sole proprietor. This option is not in your best interest, as you will have to file Schedule C to your personal IRS Form 1040 tax return which will automatically create a higher chance of being audited by the IRS and you will not have the opportunity to take as many tax deductions as an LLC taxed as a corporation.
What Is A Subchapter S Corporation:
A Subchapter S Corporation meets certain requirements and elects to be treated as a “small business corporation,” by the United States Department of Treasury and the Internal Revenue Service and enjoys distinct tax benefits at both the Internal Revenue Service and the state where the corporation does business.
The Subchapter S Corporation is an attractive form of doing business because it combines the business and legal characteristics of a corporation with many of the income tax characteristics of a partnership. For flow-through of profits and losses to the owners, the Subchapter S Corporation is treated in a manner similar to a partnership. For other purposes, such as limited liability, distributions, redemptions and reorganizations, the Subchapter S Corporation is treated much like a regular corporation.
What are the tax benefits of a Subchapter S Corporation?
A regular Corporation is subject to federal and any applicable state Corporate Income Taxes. Therefore, profits are taxed first on the corporate level and then again at the individual level of the shareholders to whom the profits are distributed.
This double taxation could result in a combined taxation rate of 70% or higher! A SUB-CHAPTER S CORPORATION IS EXEMPT FROM FEDERAL AND ANY APPLICABLE STATE CORPORATE INCOME TAX, SO THAT THE EARNINGS OF THE CORPORATION FLOW TAX FREE DIRECTLY TO THE OWNERS.
Additionally, a Sub-Chapter S Corporation will NOT BE SUBJECT TO THE SELF-EMPLOYMENT TAX on any additional corporate profits that are paid to you as dividends in your capacity as a Shareholder in addition to your reasonable salary. (THE SELF-EMPLOYMENT TAX RATE IS CURRENTLY 15.3%. THE RATE CONSISTS OF TWO PARTS: 12.4% FOR SOCIAL SECURITY AND 2.9% FOR MEDICARE.)
What are the requirements of a “small business corporation?” A small business corporation is a domestic corporation that:
• Is not an ineligible corporation (such as a bank, insurance company, possessions corporation or domestic international sales corporation);
• Does not have more than 100 shareholders (spouses and families are now counted as one shareholder);
• Does not have shareholders other than individuals, estates, certain trusts, or certain tax-exempt organizations;
• Has no nonresident alien shareholders; and
• Does not have more than one class of stock (i.e., has only common stock, not both common and preferred).
The Sub-Chapter S Corporation comes with all the necessary qualifying documents, including Corporate Resolutions and Special Stock Certificates.
US Citizen or Permanent Resident
If you are a single member LLC, and the single member is an individual who is a citizen or permanent resident of the United States of America, or a Sub-S Corporation, Spiegel & Utrera, P.A. can prepare the necessary documentation for your LLC to elect to be taxed as an S Corporation, in order to receive the maximum tax benefits available to you. The fee for our office to prepare all your documentation is $125.
Non US Citizen
If you are a single member LLC and the single member is an individual who is not a citizen of the United States of America, nor a Sub-S Corporation, our office can prepare the necessary documentation for your LLC to elect to be taxed as a Corporation. The fee for our office to prepare all your documentation is $75. If you wish to be taxed as a partnership, then we recommend that you consider adding another member, it could be a parent, a sibling, a child, or another corporation. The other member could have a very small percentage of ownership interest in the LLC and you could limit the second owner's ability to vote, it is therefore also important to prepare and enter into an Operating Agreement between the members and LLC to clearly state all the terms and conditions.
IRS Section 1244 LLC Membership Interests
- Tax Savings for Nearly Every LLC Taxed as a Corporation ▲
This is another powerful tax provision which can be used by almost all LLC's taxed as a corporation, BUT, may only be accomplished with the original issuance of ownership interests in the LLC. This special provision of the Internal Revenue Code allows you to deduct as an ordinary loss, rather than as a capital loss, a loss on the sale, trade or worthlessness of the ownership interests in your LLC taxed as a corporation. The amount you can deduct as ordinary loss is up to $50,000 per year for a single person or $100,000 per year, if filing a joint return with your spouse. Generally, without 1244 Membership Interests, your loss would be limited to $3,000 for a single person per year or $6,000 per year, if filing a joint return with your spouse. An LLC taxed as a corporation that issues 1244 membership interests and elects to be an S corporation gives its members the best of both possible worlds from a tax stand point. The issuance of 1244 membership interests costs only an additional $50 when ordered with the formation of your LLC and comes with all the necessary documents, including LLC resolutions, 1244 plan and special membership certificates.
Tax Saving Lease Agreements Return to Menu
Home Office Lease - Turn your home office into a Tax Deduction ▲
Agreement detailing the leasing of office space by a homeowner or tenant with a LLC for use as the LLC's principal place of business. The typical tax savings under this agreement can exceed $1,200 per year. The Home Office Lease is only $150 when ordered with your LLC, and as an added bonus to our clients, we draft the Lease in such a manner that it is automatically renewable from year to year at no additional charge. We do not recommend a home office lease for a single owner corporation or single owner limited liability company or a where husband and wife file a joint tax return and are the only owners of the corporation or limited liability company.
Motor Vehicle Lease – Turn Your Personal Car into a Tax Deduction ▲
If you use your vehicle for business purposes, it is usually much more advantageous to keep the vehicle in your name and lease the vehicle to the LLC. The typical tax savings under this type of arrangement ranges between $1,500 and $3,000 per tax year. As an added bonus to our clients, we draft the lease in such a manner that its automatically renewable from year to year at no additional charge. We can prepare the lease for only $150 when ordered with formation of your LLC. We do not recommend a motor vehicle lease for a single owner corporation or single owner limited liability company or where a where husband and wife file a joint tax return and are the only owners of the corporation or limited liability company.
Office Equipment Lease – More Tax Savings ▲
A lease which details the leasing of office equipment by a business. Once again, by leasing equipment to the LLC, you create a legitimate business expense for the LLC and a Tax Deduction. Typically, the tax savings under this type of arrangement can exceed $1,000 per tax year. As an added bonus to our clients, we draft the lease in such a manner that it's automatically renewable from year to year without additional charge. The cost for an Office Equipment Lease is only $150, when ordered with the formation of your LLC. We do not recommend an office equipment lease for a single owner corporation or single owner limited liability company or a where husband and wife file a joint tax return and are the only owners of the corporation or limited liability company.
Spiegel & Utrera, P.A. General Counsel Club & Registered Agent Service with Attorney Client Privilege ▲
Experienced Legal Advice to Help You Save Money with Added Confidentiality Protection.Let Spiegel & Utrera, P.A. help you grow your business.
Our firm has what we call the “General Counsel Club”. Select this valuable service at the time of ordering your corporation and receive an additional one month Bonus – so that your first year of service will cover 13 months PLUS take a $50 discount, so you pay only $89.95 for the first 13 months of service. You get:
Effectively Controlling Your Business Return to Menu
Voting Trust – Keeping Control of Your LLC when there are Multiple Members ▲
A voting trust is a device for combining the voting power of members. It is not unlawful for members to combine their voting membership interests for the election of managers so as to obtain or continue the control or management of an LLC. In order to avoid the invalidation of a voting trust, the applicable statutes should be strictly complied with. There are various situations in which a voting trust agreement may be used. It may be used when several members wish to vote their respective ownership as a unit. It also may be used for the special purpose of protecting LLC creditors. The general plan of a voting trust is controlled by the voting trust agreement; then the members endorse their membership certificates to the voting trustee. The voting trustee surrenders these certificates to the LLC and the voting trustee receives in return new certificates issued in the name of the voting trustee, and the voting trustee votes the membership interests as principal, rather than as agent as in the case of proxies. For tax purposes, the voting trust certificate takes the place of the membership certificate it represents. Tax transactions with respect to voting trust certificates are treated as transaction affecting the ownership. A voting trust is not a taxable association, because in itself it is not an enterprise for the carrying on of business for profit. Used correctly, the Voting Trust could be a useful tool for your LLC. The charge for Spiegel and Utrera, P.A. to form a Voting Trust for your LLC is only $767.95 if ordered at the time of forming your Company.
Membership Options – Control Your LLC while Raising Money ▲
An option to buy membership interests gives the holder the exclusive right for a specified period of time to purchase the membership interest at the price and under the terms and conditions specified in the agreement. Although the option grantor is bound by the option and generally cannot revoke it, the option holder is not bound unless he exercises the option. Options are regarded as capital assets if the underlying property constitutes, or if acquired would constitute, a capital asset in the hands of the holder. The receipt of consideration for the option is not taxable until the option either is exercised or has lapsed. If the option is exercised, the consideration is treated as part of the selling price and included in computing the gain or loss in the sale of the membership interest. Since membership interest are generally a capital asset, gain or loss on the sale would be entitled to capital treatment, either long-term or short-term. The holding period for qualification for long-term capital treatment is more than one year. The seller's holding period for the membership interest sold includes the period during which the option is outstanding. Upon the failure of the option holder to exercise the option, if the consideration is forfeited, the option grantor generally realizes short-term capital gain, but income is not realized until the time of forfeiture. An option holder's gain or loss upon a sale of the option, or loss upon a failure to exercise the option, would be entitled to capital gain treatment. The holding period of the option will determine whether long-term or short-term capital gain or loss is realized. For this purpose, if the loss is attributable to a failure to exercise the option, the option is deemed to have been sold on the day it expired. If the option is exercised, the consideration for the option is treated as part of the purchase price and is included in the option holder's basis for the membership interest purchased. The purchaser's holding period does not include the period curing which the option is outstanding.
Membership options can be utilized very effectively by an entrepreneur, for example:
The members option can be an on-target management incentive or control device. Members options can be used in employment agreements, consultants agreements, incentive agreements, as means of raising equity capital or borrowing funds. Spiegel and Utrera, P.A. will provide the Membership Option service for your business for only $367.95 if ordered at the time of forming your LLC.
Asset Protection / How to Protect Your Business Return to Menu
As a new entrepreneur, you are going to invest a lot of time and money into your business. It is imperative that you protect yourself and your business from anything that could go wrong. One of the keys to being a successful entrepreneur is proactively planning for the worst situation, not reacting to the situation after it has happened. Below are items imperative for the protection of you and your business.
Indemnification Agreement and Covenant Not to Sue – Don't Take Chances: Protect Yourself from Personal Liability ▲
We strongly recommend that you include special provisions in your Articles of Organization and additional agreements which trigger this important protection requiring the LLC to indemnify and hold harmless its Managers and Members from any actions they take on behalf of the LLC. If a Manager or Member is ever sued for actions taken on behalf of the LLC, these provisions require that the LLC be held responsible, as agreed upon by the Managers and Members and the LLC. These important provisions and agreements cost only an additional $75 if ordered at the time of formation of your LLC.
General Member Indemnification Agreement and Covenant Not to Sue ▲
We strongly recommend that you include special provisions in your Articles of Organization and additional agreements which trigger this important protection requiring the Dual Class LLC to indemnify and hold harmless its General Member from any actions it takes on behalf of the Dual Class LLC and to reimburse the General Member for Dual Class LLC start up costs. If the General Member is ever sued for actions taken on behalf of the Dual Class LLC, these provisions require that the Dual Class LLC be held responsible. These important provisions and agreements cost only an additional $75 if ordered at the time of formation of your Dual Class LLC.
General Members Restrictive Agreement for a Dual Class LLC ▲
We strongly recommend you enter into a General Member Restrictive Agreement. This agreement is entered into by the General Member(s) and the Dual Class LLC to enumerate and describe the rights and obligations of the General Member(s) to each other and to the Dual Class LLC. More particularly, it affords a right of first refusal where in the event a General Member wants to transfer their Membership interest it requires approval and/or a buyout by the other Members.
A draft of this agreement will be prepared as part of our service, so you may review the Agreement, make changes and discuss it with one of our Attorneys. Please bear in mind that this Agreement is customized specifically for your Dual Class LLC. Normally, the fee to prepare such a comprehensive agreement of this nature would be $1,500 or more. However, your cost is only $249.95 if prepared in conjunction with the formation of your Dual Class LLC.
General Member Divorce Protection Provisions in the General Members Restrictive Agreement for a Dual Class LLC ▲
Unfortunately, many eager entrepreneurs anticipate a successful business venture but never contemplate the "down side." What happens if a General Member gets divorced? Will the Membership interest remain with the General Member or get awarded to the spouse as part of the divorce settlement? What happens if a General Member tries to convey or assign their Membership interest to a spouse or former spouse to meet their obligations? A carefully drafted provision in the General Members Restrictive Agreement should afford a right of first refusal when a General Member wants to transfer their Membership interest by requiring a buyout of the Membership interest by the other Members. Such a provision will protect the current Members from potential ownership by divorced spouses or other possible sources of ownership conflict. For example, assume a company set up by husband John Smith, wife Pocahontas Smith, and son Al Smith. Husband John Smith and wife Pocahontas Smith are Limited Members. Son Al is the General Member and is married to Patti Smith. What happens if Al and Patti Smith file for a divorce? Provisions in the General Members Restrictive Agreement require that in the event of the filing of a divorce involving a General Member of the company, a notice is sent to the other Members offering them a right of first refusal, which allow them to purchase Al Smith’s Membership interest to avoid having Patti Smith as a General Member, especially after a nasty divorce. Furthermore, even if none of the Members want to buy the Membership interest at issue, any transfer of Membership interest would require unanimous consent of the other Members. Let us draft these special provisions to protect your Dual Class LLC from divorce for an extra $75 when ordered with the General Members Restrictive Agreement at the time of formation or $150 thereafter.
Limited Member Indemnification Agreement and Covenant Not to Sue ▲
We strongly recommend that you include special provisions in your Articles of Organization and additional agreements which trigger this important protection requiring the Dual Class LLC to indemnify and hold harmless the Limited Members from any actions they take on behalf of the Dual Class LLC and to reimburse the Limited Members for Dual Class LLC start up costs. If the Limited Members are ever sued for actions taken on behalf of the Dual Class LLC, these provisions require that the Dual Class LLC be held responsible. These important provisions and agreements cost only an additional $75 if ordered at the time of formation of your Dual Class LLC.
Limited Members Restrictive Agreement for the Dual Class LLC ▲
We strongly recommend you enter into a Limited Member Restrictive Agreement. This agreement is entered into by the Limited Member(s) and the Dual Class LLC to enumerate and describe the rights and obligations of the Limited Member(s) to each other and to the Dual Class LLC. More particularly, it affords a right of first refusal where in the event a Limited Member wants to transfer their Membership interest it requires approval and/or a buyout by the other Members.
A draft of this agreement will be prepared as part of our service, so you may review the Agreement, make changes and discuss it with one of our Attorneys. Please bear in mind that this Agreement is customized specifically for your Dual Class LLC. Normally, the fee to prepare such a comprehensive agreement of this nature would be $1,500 or more. However, your cost is only $150 if prepared in conjunction with the formation of your Dual Class LLC.
Limited Member Divorce Protection Provisions in the Limited Members Restrictive Agreement for the Dual Class LLC ▲
Unfortunately, many eager entrepreneurs anticipate a successful business venture but never contemplate the "down side." What happens if a Limited Member gets divorced? Will the Limited Membership interest remain with the Limited Member or get awarded to the spouse as part of the divorce settlement? What happens if a Limited Member tries to convey or assign their Limited Membership interest to a spouse or former spouse to meet their obligations? A carefully drafted provision in the Limited Members Restrictive Agreement should afford a right of first refusal when a Limited Member wants to transfer their Limited Membership interest by requiring a buyout of the Limited Membership interest by the other Limited Members. Such a provision will protect the current Limited Members from potential ownership by divorced spouses or other possible sources of ownership conflict. For example, assume a company set up by husband John Smith, wife Pocahontas Smith, and son Al Smith. All are Limited Members, and son Al is married to Patti Smith. What happens if Al and Patti Smith file for a divorce? Provisions in the Limited Members Restrictive Agreement require that in the event of the filing of a divorce involving a Limited Member of the company, a notice is sent to the other Limited Members offering them a right of first refusal, which allow them to purchase Al Smith’s Limited Membership interest to avoid having Patti Smith as a Limited Member, especially after a nasty divorce. Furthermore, even if none of the Limited Members want to buy the Membership interest at issue, any transfer of Limited Membership interest would require unanimous consent of the other Limited Members. Let us draft these special provisions to protect your Dual Class LLC from divorce for an extra $75 when ordered with the Limited Members Restrictive Agreement at the time of formation or $150 thereafter.
Avoid Probate – Maintain Control, Provide for Anonymity, Privacy and the Disposition of the Ownership of your Limited Liability Company Upon Your Death ▲
Let Spiegel & Utrera, P.A. create an Ownership Trust while your Limited Liability Company is in the process of being formed. The Ownership Trust will own your Limited Liability Company, you will own the Ownership Trust. The benefits are many: (1) the ownership of your Limited Liability Company is held anonymously by the Ownership Trust; (2) the Ownership Trust is private and not filed in the public records; (3) your Ownership Trust may be modified, amended to revoked at any time during your lifetime so you may change the beneficiary of the Ownership Trust as many times as you like and, thereby, the ownership of your Limited Liability Company; (4) PROBATE IS AVOIDED and the ownership of the Limited Liability Company will be transferred immediately according to your wishes upon your death. The Ownership Trust is relatively inexpensive to form, $350 if ordered at the time of establishing your Limited Liability Company. The price includes one Trustee, one Successor Trustee and two Beneficiaries. Additional Trustees, Successor Trustees or Beneficiaries are $50 each. If not ordered at the time of establishing your Limited Liability Company, the Ownership Trust is $749.95
Avoid Probate - Transfer on Death ▲
The Transfer on Death designation is an agreement entered into between a
Member of the Company and the Company so that upon the death of the Member,
a transfer of the Membership Interest owned by the Member would take place
without going through probate. The Transfer on Death designation is possible
because of the Illinois Uniform Transfer on Death Security Registration Act.
The charge for the Transfer on Death Registration documentation, minutes,
resolutions and stock certificates is $350.00 if ordered at the time of
formation of the Company.
Start-Up Money for Your Business Return to Menu
Finding the money necessary to start your business is challenging. Unfortunately many new entrepreneurs don't know how to find this money. Even worse, when they find money they don’t know how to properly document the transaction. Don’t let this happen to you. Review the options below on How To properly secure and document money for your business.
Lender's Agreement & Promissory Note - Properly Document Money Lent to the Business ▲
Initially an LLC needs a cash infusion. Additionally, the LLC may require a continuing advance of funds for some time. Its important to minimize the amount of money a member is required to pay for the membership in the LLC because the members could be held personally liable by the LLC and/or the creditors of the LLC for not contributing all the funds the members had initially agreed to contribute to the LLC. How does the LLC get the money? After the initial purchase of its membership interests, generally, the LLC has two choices for obtaining additional money: (1) members can contribute additional funds for their membership interest (not the preferred method as previously stated) or (2) loan money to the LLC. Lending money to the LLC is the preferred method to advance money to the LLC because the lender is seen as a creditor of the LLC. The lending of money to the LLC is accomplished with a Lender's Agreement and a Promissory Note. Both of these instruments together provide for an initial amount of a loan to the LLC and also provide for future advances of money the lender might make to the LLC. In the event of failure of the business, the loan will be fully tax deductible by the lender as a bad debt. The fee for the Lender's Agreement and Promissory Note, if ordered at the time of the formation of your LLC, is only $75.
Non-Voting Membership Interests - Control Your LLC While Raising Money ▲
Allowing differences in voting rights is particularly advantageous to entrepreneurs who need to attract additional capital, but who also want to retain voting control over their LLC. For example, as a founding Member, you may want to have all of the voting membership interests so as to participate in the management of the LLC and control its operations, while transferring all of the non-voting membership interests to others so that they may share in the appreciation value and earnings of the LLC. Also, it’s likely you’ll want to protect yourself with a Members Restrictive Agreement. Seasoned business-owners will instinctually recognize the value of such an agreement. We’ll draft a special provision for your Articles of Organization and issue special certificates for non-voting membership interests. This item costs only an additional $74.95 if ordered at the time of formation.
Security Agreement for LLC - Protect Yourself if you Personally Funded the Loan for the Business ▲
Once you have decided to use the Spiegel & Utrera, P.A. Lenders Agreement and Promissory Note, the next step is to collateralize the personal property assets of the company in favor of you, the lender with a Security Agreement. A Security Agreement is a contract between a lender and borrower. The Security Agreement gives the lender a security interest and the right to repossess personal property that a borrower has offered as collateral if a note is not paid per its agreed terms. This right is superior to all subsequent creditors provided the lien given by the Security Agreement is perfected. The Security Agreement available from Spiegel & Utrera, P.A. is complete and includes provisions relating to type of collateral being secured, address where collateral will be kept, executing further documents, events that shall constitute a default, assignment of secured collateral by holder, a listing of events that would constitute default by the borrower and the rights of the lender should the borrower default. Provided you have ordered the Spiegel & Utrera, P.A. Lenders Agreement and Promissory Note, the fee for the Security Agreement, if ordered at the time of forming your LLC, is an additional $75.
Perfecting the Lien Created by the Security Agreement - Uniform Commercial Code ▲
Liens against personal property are perfected differently than liens on real property. The use of the phrase "personal property" does not mean property owned personally by the owner of a business. Instead, the term refers to all property used inside or outside of a business (with the exception of real property) including equipment, furniture, inventory, etc. To perfect a lien against personal property used in a business, strict adherence must be followed pursuant to the Uniform Commercial Code, documentation must be created, executed and filed with the appropriate government agencies. Once recorded, the Uniform Commercial Code makes a lien valid and serves as notice that the lien exists. Usually, the first recorded lien takes priority. Provided you have ordered the Spiegel & Utrera, P.A. Lenders Agreement and Promissory Note and the Spiegel & Utrera, P.A. Security Agreement, the documentation required to perfect the lien under the Uniform Commercial Code is $75, if ordered at the time of forming your LLC.
What You Need if You are Hiring Workers Return to Menu
If you are planning to have anyone work for your company, whether as an employee or independent contractor, you must make sure that you are in compliance with all Federal and Georgia laws. Below are the most common items that you will require when hiring workers for your company.
Georgia Unemployment Tax Account Number – Required By Law if you are Hiring Employees ▲
This number is used to withhold Georgia Unemployment Taxes from your LLC's payroll. If you have any employees on the payroll, including yourself, you will need this account number. We can initiate the paperwork for this account number for you and deliver it with the LLC. The cost at the time of forming your LLC is only $35.
- Get the Most Out of Your Employees ▲Georgia New Hire Reporting Form – Required by Law ▲
All Georgia employers are required to report basic information about employees, who are newly hired, rehired, or who return to work after a separation of employment. You must submit a report for each newly hired employee within 10 days of their first day on the payroll. We can provide you with a package of 6 New Hire Registration Forms for $35. The forms are customized with your LLC's information, and you may re-use them for each person you employ.
Independent Contractor Agreement - What Your Business Must Have if Using Independent Contractors ▲
There are many reasons for using Independent Contractors, however, simply verbally stating that a worker is an Independent Contractor is not enough according to the IRS. Certain criteria must be met. The IRS considers 11 factors in three specified areas: Behavioral Control, Financial Control and Type of Relationship. So, before you engage the services of an Independent Contractor, it is essential that you document that relationship with a written Independent Contractor's Agreement, otherwise the IRS could hold your LLC and you personally liable for the Independent Contractor's Income Tax, Social Security, Medicare Tax and Federal Unemployment Tax, which should have been withheld. As a signatory on the check used to pay the Independent Contractor, you could be held personally liable for these taxes. The Independent Contractor's Agreement also contains other important provisions:
We can provide an Independent Contractor's Agreement that covers all the legal requirements and many business advantages for your LLC for only $150 if ordered at the time of formation of your LLC.
Sexual Harassment Prevention Policy ▲How To Build Credit and Credibility for Your Business Return to Menu
As a new business two items vital to your survival are credit and credibility. Customers feel secure dealing with a credible business. Potential investors and other lenders are more comfortable providing capital to a business with good credit. But how do you build credit and credibility for a business? Even more importantly, how can you build credit for your business if your personal credit is not spotless? Two of the easiest ways are discussed below.
System for Award Management (SAM) Number ▲
SAM is web-based, US government-wide application that collects, validates and disseminates business information about the federal government’s private providers in support of the contract awards, grants and electronic payment processes. You must complete your System for Award Management (SAM) Registration in order to work as a federal contractor or to be able to apply for federal grants. At Spiegel & Utrera, P.A. we can help you register to do business with the US government. To complete your SAM Registration, you must first have a D&B Number and a Federal Tax Identification Number. If ordered at the time of forming your Limited Liability Company, the fee for your System for Award Management (SAM) Registration is $249.95.
D & B Number - Start Building Your Business Credit Immediately ▲
According to Dun & Bradstreet, the D & B number is widely used by both commercial and federal entities and was adopted as the standard business identifier for federal electronic commerce as early as October 1994. The D & B number was also incorporated in the Federal Acquisition Regulation (FAR) in April 1998 as the United States Federal Government’s contractor identification code for all procurement-related activities. The D & B number is also known as the D-U-N-S® number and remains with the corporation location to which is has been assigned even if it closes or goes out of business. With that in mind, it is important to have a physical location for your business when obtaining the D & B number. D & B also states that the D-U-N-S® number also “unlocks” a wealth of valued-added data associated with that entity, including the business name, physical and mailing addresses, trade styles (fictitious name, assumed name, alternate name or DBA), principal names, financial, payment experiences, industry classifications (SICs [Standard Industry Classification] and NAICS [North American Industry Classification System]), socio-economic status, government data and more. The D-U-N-S® number also links members of corporate family trees worldwide. If ordered at the time of forming your corporation, Spiegel & Utrera, P.A. will obtain your D & B number, also known as your D-U-N-S® number, for $50. If ordered later, the charge to obtain the D & B number, also known as your D-U-N-S® number, is $75.
Business Checking, Investment Account and Delayed Debit Gold MasterCard for Owners Experiencing Difficulty in Obtaining a Bank Account – Let us help You Establish a Business Banking Account ▲
If you have had trouble opening a new business banking account, you are not alone. When denied by a bank for a checking account, it is easy to feel isolated, but the truth is many new entrepreneurs experience the same feeling everyday. It does not take much for your business banking account application to be denied. It may be bad personal credit or unresolved personal accounts. It could be something as little as one bad check five years ago! Unfortunately, whatever is causing you to be declined will not go away. Yet, now more than ever, you need a business checking account. We can help. Spiegel and Utrera, P.A. can set up a business checking account for you, even if you have previously been denied. You will need to have a business checking account for your new enterprise, but this is not all you need if you want to build the most credit for your business. We recommend an Investment Account and a Delayed Debit Gold MasterCard in addition to your Business Checking Account in order to maximize your start-up enterprises credit. Let Spiegel & Utrera, P.A. help you set up your new business checking account. In addition to a business checking account, the account also comes with an investment account and a delayed debit Gold MasterCard. Depending upon the day in the billing cycle when a charge is made, your account will continue to earn interest for up to 30 days from the date of purchase or until the balance of the debit card for that period is charged to your account. In addition, with this account you have the ability to make deposits and withdraw funds from over 800 bank locations and other financial institutions in the United States. Multiple delayed debit Gold MasterCard's are available for use by your employees. Internet bill payments are free. No minimum balance is required to maintain your business checking account, however, there is an initial deposit of $100,000 which is required to open the Business Checking, Investment Account and Delayed Debit Gold MasterCard. If you order your business checking, investment account and/or delayed debit Gold MasterCard from Spiegel & Utrera, P.A. at the time of forming your Corporation, the fee is $249.95 to prepare all the necessary documentation and follow up until such time as your business checking, investment account and/or delayed debit Gold MasterCard has been established. If ordered after forming your Corporation, the fee is $449.95.
Your Success Starts With Knowledge Return to Menu
As a new entrepreneur it is important that you surround yourself with the tools you need to be successful. However, it is also important that you don’t drain your bank account looking for these tools. Three items with vast amounts of business knowledge and guidance can be found below. You will return to these items again and again, not only during the start-up process but over the entire life of your business.
Spiegel & Utrera, P.A. General Counsel Club & Registered Agent Service with Attorney Client Privilege ▲
Experienced Legal Advice to Help You Save Money with Added Confidentiality Protection.Let Spiegel & Utrera, P.A. help you grow your business.
Our firm has what we call the "General Counsel Club". Select this valuable service at the time of ordering your corporation and receive an additional one month Bonus – so that your first year of service will cover 13 months PLUS take a $50 discount, so you pay only $89.95 for the first 13 months of service. You get:
Detours and Contradictions ▲ 
Want more out of your corporation? Then don’t miss Lawrence Spiegel’s, 223 page Detours and Contradictions. Use this book, and all your available resources, to begin the challenging yet fulfilling journey of entrepreneurship. As we’ll see... having a marketable idea is only the first step in a lengthy process. Along the way you’ll encounter numerous detours and contradictions, risks and rewards. The price of Detours and Contradictions is just $13.50 if you order when forming your corporation. PLUS there is no extra charge for shipping, handling and processing as your book will be shipped with your corporation. Also, as an added bonus, your copy of Detours and Contradictions will be personally autographed by Lawrence J. Spiegel.
Charlie's Entrepreneurial Journey ▲
Building your business, or selecting the type of business to start, is easy when using Charlie’s Entrepreneurial Journey as a guide and applying Lawrence J. Spiegel’s thirty eight "Principles of Entrepreneurship" to your business. Spiegel’s latest book provides 416 pages of insight into the world of an aspiring entrepreneur named Charlie. Charlie’s journey leads him through topics never discussed in business books but essential to success. Topics include: costs associated with Acquiring a Customer, Urgency to Purchase, Saturation Advertising, Success Leaves Tracks and Repetitive Business. Spiegel’s "Principles of Entrepreneurship" cannot be found anywhere else. In fact, no one has ever exposed the business secrets Spiegel discloses. If you are seeking to spark your business you will find an EXPLOSION in this book. Order this book at the time of forming your corporation and you will get Charlie’s Entrepreneurial Journey for $19.50 which includes shipping, handling and processing, when ordered with the formation of your company. PLUS Lawrence J. Spiegel will personally autograph your copy of Charlie’s Entrepreneurial Journey.
Lease / Agreement Review Return to Menu
Lease/Agreement Review – Protect Yourself BEFORE You Sign ▲
Avoid costly mistakes, always, always, always have any type of Contract/Lease or otherwise legally binding agreement reviewed by a qualified lawyer BEFORE you sign it. Spiegel and Utrera, P.A. offers Consultations at all of our offices and over the phone For your convenience, and at no obligation to you, you can fax us the documents that need to be reviewed at (800) 520-7800 and an attorney can advise you over the phone.
Our staff has many years of experience representing Tenants. Having your lease reviewed BEFORE you sign on the dotted line can save you thousands of dollars.
In our review we address issues such as:
Business Purchase Review: Asset Purchase – Generally Liabilities are NOT Assumed ▲
When assets are acquired, the purchaser buys all or specified assets of the selling entity and may assume none, some, or all of the liabilities of the business. An asset purchase may be more attractive to you since you may be able to pick and choose the specific items desired and can attempt to avoid assuming debts and liabilities of the selling entity. An asset acquisition is also designed to reduce your exposure to possible unknown or contingent liabilities. When assets are acquired, appropriate documents must be prepared in order to effectuate the transfer of title to each particular asset which is being transferred. This can involve a great deal of paper work and may require approvals and consents from various other parties, depending on the entity which is being purchased. We recommend faxing any agreement BEFORE you sign to (800) 520-7800, at no obligation to you, and an attorney can advise you over the phone.
Franchise Agreement Review – Is That Franchise Too Good to be True? ▲
A franchise is a method of distributing goods and services by licensing a business idea or concept to another. The "franchisor" is the legal owner of the franchised business' concepts and ideas, including names and logos. The "franchisee" is the individual or entity that purchases the right to use these concepts and ideas from the Franchisor. Studies reveal that franchised businesses experience lower default rates than independent businesses and generally have a somewhat easier time securing financing because the Franchisor typically has an established trademark and goodwill, as well as marketplace experience. But is a franchise worth the cost and restrictions? Many new entrepreneurs incorrectly believe that purchasing a franchise will lead to immediate success and profits with little to no risk. This is rarely the case. When considering a franchise there are many aspects that you need to examine. One good indicator of the potential success of a franchise is to compare your start-up cost with the past advertising and promotional expenditures of the franchisor. For example, a fast food franchise that has a start-up cost of $50,000 where the franchisor has invested $500 million in advertising and promotion would probably be a better purchase than another fast food franchise that has a lower start-up cost but the franchisor has only invested $10 million in advertising and promotion. Likewise, remember that higher price does not necessarily mean less risk and lower price does not mean greater potential reward. You must review all materials and disclosures carefully and seek legal advice. Although franchises usually require up-front fees and are heavily regulated by Federal and state agencies because of their inherent risks, a franchisee operating under one trademark can achieve levels of brand awareness, market penetration and purchasing power that business people operating individually could not ordinarily achieve. Generally, a franchise agreement grants to the franchisee a limited license and right to use and operate a recognizable outlet within a defined territory by utilizing a pre-existing business system and proprietary marks. The franchise agreement allows the franchisor to carefully control the obligations and responsibilities of the franchisee. It is imperative to have the agreement reviewed by an attorney BEFORE you sign it. The attorneys of Spiegel and Utrera, P.A. have extensive experience in Franchise Agreements and will review your Franchise Agreement. Just fax your agreement to (800) 520-7800, at no obligation to you, and an attorney can advise you over the phone.
In our review we address issues such as:
A franchise is an excellent way to get started as a new entrepreneur, but it does not guarantee success. You must have a Franchise Agreement that works to your advantage. Let Spiegel and Utrera, P.A. review your agreement and get your franchise started on the path to success!
Shipping Information Return to Menu
Shipment of your Entity Records Book and SealSPEED OF SERVICE OPTIONS
REDDI LLC ▲
If you need an LLC immediately, we have corporations, which are ready for immediate delivery. For more information and a complete list of all our Reddi or Shelf LLC's CLICK HERE or call our office at (800) 603-3900 for details.
2 BUSINESS DAY LLC ▲
If you need your LLC formed urgently, for an additional $250 . We will expedite the registration of the LLC and preparation of the LLC Records and the LLC Package will be ready in 2 business days, after receipt of payment.
4 BUSINESS DAY LLC ▲
If you need your LLC fast, we offer a 4 Business Day LLC formation service for an additional $175 . We will expedite the registration of the LLC and preparation of the LLC Records and the LLC Package will be ready in 4 business days, after receipt of payment.
REGULAR SERVICE ▲
The regular processing time for a Company is approximately two weeks. The LLC Package includes all the documents and the LLC seal.
Orders received after 3:30 pm will be processed the following business day.
An Important Note about our RUSH SERVICES ▲
We offer two levels of rush service. When you opt for one of our rush services, we guarantee to promptly deliver your Limited Liability Company to the State for processing, however, if the State is backlogged, you may experience a delay in receiving your documents. We strive to have all rush orders ready as soon as humanly possible, however if time is of the essence you may opt for one of our Reddi LLCs which are ready for immediate delivery.
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Toll Free: (800) 576-1100
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Toll Free: (888) 336-8400
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Fax: (312) 443-8900
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Managing Attorney
Unlimited Legal & Business Advice
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Toll Free: 1 (800) 734 - 9900
Fax: 1 (800) 520 - 7800
ClubAssist@AmeriLawyer.com
Natalia Utrera, Esq.,
Managing Attorney
There are many benefits to starting a business and incorporating. Some of the benefits of starting a business include protection of your personal assets, ease of raising capital, gain anonymity, available tax benefits and more!
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