Starting Your Business Right in the Year of the Dragon

One of the questions that I am most frequently asked is, "Do I really need an attorney to set up my own small business or business venture?"  The quickest answer I can give is YES.  As I will discuss, having an attorney during the formation of your business (at the least) will ensure that you are getting off on the right foot.  In this post I will describe the services that we have available and why they could be important to the future success of your dream venture.

Formation


The first key point in developing a business is obviously the formation stage.  There are several avenues that a business owner can pursue when starting a business.  First, the owner must determine what type of business they are starting.  This could be an unregistered sole proprietorship (rarely used anymore), a partnership (or variation, or any of the forms of formal incorporation.  Much of this depends on the liability or risk the owner is willing to place on themselves.  Also it can depend on the types of tax advantages the owner is looking to achieve or the type of business the owner is looking to open.  Generally, you look to what the norm is in that chapter of the business world.

An attorney can help you draft and file the documents necessary to complete proper business formation.  For those DIYers out there it is still beneficial to have firm look over any documentation you have prepared to find any mistakes which may stall the process.  Our firm does initial review at a much lower rate than we would if we were also preparing the drafts.  Some of the items you may have prepared would include:
-  State Department Filing
-  Company Name Registration
-  Partnership/Operating Agreement
-  Bylaws
-  Filing for Tax ID Number
-  Filing for Tax Exempt Status

And the list could go on.

Operation


This is an area that does not get hit on very much when discussing the legal avenues of small businesses; however, it can be one of the most important parts of owning a small business.  Whether you are a florist or a photographer the one thing that is incredibly important is that you have an attorney reviewed and enforceable service contract.  You see it repeatedly on those afternoon "courtroom" programs that people hire someone to provide a service, but never put it in writing. What ends up happening?  Either the service is never provided or the provider never gets paid.  It is hard enough in these economic times to start a business.  You shouldn't have to worry about getting paid.  Much of this anxiety can be laid to rest with an appropriate contract.  Again this is something that you can draft yourself, but it is wise to have an attorney (at least) review it because some of your clauses may be unenforceable under the law.

An additional area to watch for and seek the assistance of an attorney is employment contracts or related issues.  The area of employment law is growing and has become more contentious as economic pressures increase.  Therefore, it is a good idea to have a solid employment contract with your  employees or an acknowledgement form that states they are at-will.  Classifying an employee clearly is important should that employee get injured (Workers Compensation) or be discharged (Unemployment Benefits).


Liability Protection


The final area of importance for a small business is liability protection.  Much of this area can be covered by the efficient and smart filing of certain types of business entities (LLC, LLP, etc.).  Additionally, most if not all business carry some form of business insurance to protect themselves from liability to others in case of an accident or claim.  However, it is always nice to have an attorney that knows your business (from formation to filed claim) to help expedite any issues that may arise.  Generally, an insurance provider with assign an attorney to the business; however, that attorney is looking out for the interests of the insurance company and may not do what is best for you or your business.  Having an attorney on retainer or that is familiar with you will allow you to have your opinions and feelings represented to the insurer and the claimant.  As part of our continuing support for our small business clients we physically visit the businesses to discuss any issues that they may have.  Also while at the business we would do a walk-through in order to point out any areas which may expose the business to liability.  We want our businesses to be a safe environment for the owners, employees, and their customers.


We have special rates for our small business clients.  As stated above there are couple things we do differently from other firms to provide the highest level of service to our business clients.  In particular we like to frequent our clients' businesses as patrons and advisers to help their continuing success.  If you have any questions or would like to know more please contact our office at 610.945.1790.

How to Establish Your Firm

It has been some time since I have posted so I thought to myself "Why haven't you posted?" My answer, I have been busy trying to "establish" my firm in my local community.

There are scads and piles of articles that will tell you how to market your services and your firm.  Many have switched to a complete online marketing program.  Others keep it "Old School" and only advertise in print.  However, when I think of marketing I think of getting your name out to the largest number of your selected targets as possible.  Today, that obviously means to many young lawyers that we have to turn to and rely on social media as a way to network and name drop.  Yet, it seems to me that these are limited to a certain extent because these types of media generally only reach those that already know you exist.  And while it is a great tool to keep friends, family and past clients up to date on your firm (and keep your firm planted in their head), it may not produce the results that everyone says its going to.

Another form, the firm website.  There are many places that will go out of their way to try and build a site for you, but it will come at a premium and it will be very simplistic.  I say this because now-a-days most people are capable of entering text into a box, which is what most web-based creation platforms are (a.k.a. WYSIWYG [what you see is what you get]).  So I say skip the service and do a little research.  In example, www.yooandosborne.com was a domain that my partner and I purchased and then had hosted for free by www.wordpress.com.  It cost us $17.  Next year it will cost us another $17.  Now with that being said our site is simple and clean.  There are some restrictions, but mostly prospects want to see clear information and don't want to have to dig to find it and that is what a simple wordpress.com site can offer.  Additionally, once you purchase the domain name you can create FREE Google Business accounts so that you are not using some @gmail or @hotmail tags on your business cards.  Its the little things, trust me.

I am not going to go into the pros and cons of print advertising because it is such a gambit or failure and success that it is hard to gauge sometimes.  We can receive many phone calls, but land one prospect.  So its up to you what the definition of success is.

The last (and most interesting) type of advertising we now see is the deal promotion (sites such as Groupon, Google Coupon, Living Social, etc.).  Recently, there has been an uproar in the legal community about the use of the above services too attract clients.  Only a few states have weighed in on the issue.  North Carolina , for example, has outlawed the practice of using a Groupon by stating its a violation of their professional responsibility rules.  Specifically, they believe that paying Groupon is essentially share legal fees with a non-practitioner (which is strictly forbidden).  Missouri on the other hand has decided the practice is allowable and equates it to paying an advertiser for exposure.  Although the lines are not clear on this right now, I thinkk we will begin to see a push for answers.  Many vendors say that Groupon is a bad deal because you pay half of what you make back to Groupon; however, they fail to understand that in a populated region a firm's deal may be published directly to 100,000 e-mail addresses simply because people have signed up for notifications.  Even if prospects don't purchase the deal, the prospect still sees the firm's name and may call for a legal issue outside the scope of the deal/bargain.

I would like your take/comments on this issue.  Do you think it is ethical for attorney's to offer a deal/bargain on one of their services?  LET ME KNOW!

Planning For The Future In 2012

Written By: Scott Yoo, Esq.

What is a Will?

A will gives directions as to how you want anything you own distributed at the time of your death. The will names an executor, whose job is to carry out the instructions contained in the will. The will may appoint guardians for minors who will receive property under the will. The will is the last chance a person has to speak to his or her family. A will can remind people of how important they were to the deceased and of how much they were cared for.

What happens if I don’t have a Will?

If you die without a will, you run the risk of the court making decisions that are not in accordance with your wishes. Pennsylvania Intestate Law directs who will be the beneficiaries of your estate regardless of any special needs of persons you might like to benefit. For instance, in Pennsylvania, the surviving husband or wife is entitled to only one half the individually owned assets of a deceased spouse and the rest of the assets pass to the children. That means that the children get on half of your property and your husband or wife is still responsible for raising them. In this case, your husband or wife has no control over the children’s half of your property. If you are married and want your husband or wife to own everything after your death, it is usually a good idea to have a will that says that to avoid confusion and surprise. If you have no children, your husband or wife will have to share your estate with your parents, brothers and sisters, or nephews and nieces. If you have a partner but are not married, your partner has no right to your property. Similar conflicts can arise between separated spouses and between half brothers and sisters. If you have no close family, the intestacy rules can give rise to complications. The costs involved in resolving the complications can be very high. If you wish to donate any part of your body for medical purposes, your will can state that. Even if you think that your estate would not be very large, you can save your relative and friends a lot of anxiety and confusion following your death by making a will which sets out your wishes as to the distribution of your estate.

If you do not have a will, you will have no choice over who will settle your estate or serve as guardians of minors. A will saves your estate unnecessary expenses. Under the law, the Register of Wills and Orphans’ Court will make choices for you and your estate may have to post a bond which will be an additional expense to your estate. Specific instructions in the will may spare the estate the expense of obtaining special court orders.

What is a Durable Power of Attorney?

A durable power of attorney is an essential legal document. It give another person the power and right to make financial decisions on your behalf in the event that you are not able to do so. Making a durable power of attorney ensures that someone you trust will manage the many practical, financial tasks that will arise if you become incapacitated. For example, your agent will make sure your bills are paid, bank deposits are made, and will be able to handle your insurance and benefits paperwork. Many other matters may need attention as well, from handling property repairs to managing investments or a small business. There are significant limits, however, on your spouse's right to sell property owned by both of you. For example, in most states, both spouses must agree to the sale of co-owned real estate or cars. Because an incapacitated spouse can't consent to such a sale, the other spouse's hands are tied. When it comes to property that belongs only to you, your spouse has no legal authority without a durable power of attorney. In most cases, a durable power of attorney for finances is the best way to take care of tasks like these. If you don't have a durable power of attorney and you become incapacitated, your relatives or other loved ones will have to ask a judge to name someone to manage your financial affairs. The person appointed by the judge may not be the person you trust or want to handle your financial affairs.

Court proceedings can be expensive and embarrassing. Your loved ones must ask the court to rule that you cannot take care of your own affairs. These proceedings are matters of public record when it entails private matters. In some places, a notice may even be published in a local newspaper. If relatives fight over who is to be the conservator or guardian, the proceedings will surely become even more disagreeable, sometimes downright nasty. Costs will begin to add up, especially if lawyers must be hired. In order to avoid confusion and embarrassment at a stressful time, a durable power of attorney should be made in advance.

What is a Medical Power of Attorney?

A medical power of attorney sets forth your wishes regarding the withholding or withdrawal of all medical treatment and procedures, in the event that your are incapacitated or terminally ill. A medical power of attorney can allow the designated party to make health care decisions on your behalf. You can give direction to your agent as to what medical treatments and procedures you would like and which you do not want to be performed on you. At a stressful time, a medical power of attorney can save the family from a lot of heartache from being unsure of your wants.

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***Estate Planning Campaign***

Simple Wills

Individuals - $425

Spouses - $750

Durable Power of Attorney & Medical Power of Attorney

Individuals - $100

Spouses - $150

***Call and Schedule an Appointment – Free Consultation***

Yoo & Osborne, PLLC Law Firm

610.945.1790 or contact@yooandosborne.com

***1/5/2012 – 2/29/2012***

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