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Cancel Culture in a Petri Dish

Cancel Culture in a Petri Dish

Cancel Culture in a Petri Dish When Free Speech Mutates into Contract Interference You have your opinions. Must everyone else agree with you? How far will you go? Will you end up in court? If a business does something you don’t like, would you stage a boycott? Would...

The Q-Sub

The Q-Sub

A Qualified Subchapter S Subsidiary (Q-Sub) is an S-Corp that is 100% owned by a parent S-Corp. Both the parent entity and the Q-Sub can be a corporation or an LLC.

Section 1202

Section 1202

So what exactly is QSBS? Under Section 1202 of the Internal Revenue Code, a taxpayer may be exempt from paying capital gains tax when selling QSBS stock if they meet certain requirements.

The Corporate Transparency Act

The Corporate Transparency Act

The CTA requires both companies and beneficial owners to submit a report to the Department of Treasury’s Financial Crimes Network (FinCEN). Both requirements are discussed below.

How LLCs Can Protect Doctors

How LLCs Can Protect Doctors

Doctors are frequent targets of medical malpractice suits. This is why many of them have malpractice insurance to cover these claims. But what happens when the insurance does not cover the full amount?

Are You a California Resident?

Are You a California Resident?

Many people believe that as long as they are outside the state of California for six months and a day they are not residents of California. And thus don’t have to pay California’s high income taxes. But the state of California is both broke and arrogant. And they make the rules the way they want.

Design Your Asset Protection Plan

Design Your Asset Protection Plan

You design a lot of things in your life. The layout of your house, the flow of your business, the requirements on your children, and many more scenarios are all elements of conscious design. Asset protection is no different. There is an architecture, a cohesive...

Corporate Opportunities

Corporate Opportunities

Does the Rule Apply to Real Estate? If you invest in and/or syndicate real estate what are the duties to your investors? You owe them a duty of loyalty. But how far does that go? The issue of corporate opportunities is important. I wrote a whole chapter on it (from...

Checkbook IRA

Checkbook IRA

A recent case has shed light on one of the riskiest retirement plan strategies put forth by promoters. In McNulty v. Commissioner (157 T.C. 10) a U.S. Tax Court brought clarity to the scheme of using self-directed IRAs for personal investments.

Piercing the Corporate Veil – How to Avoid It

Piercing the Corporate Veil – How to Avoid It

50% of piercing the veil court cases nationwide succeed because owners are failing to properly follow corporate formalities. This exposes business owners to personal liability - meaning they can lose their possessions. What is the Corporate Veil? What is the corporate...

The Wyoming DAO LLC

The Wyoming DAO LLC

A DAO is an organization operated by a smart contract, which is a computer code running within the blockchain. The ‘A’ for Autonomous refers to the self-executing nature of it all.

California: Pay To Play

California: Pay To Play

California continues to fight for its $800 minimum franchise tax. If you live outside the state but passively own real or personal property worth over $50,000 inside California you are doing business in the state. Sayeth California’s Franchise Tax Board: Please pay the $800 or we’ll sue.

Corporate Transparency Act Update

Corporate Transparency Act Update

The Corporate Transparency Act (“CTA”) passed by the Senate and House now requires annual reporting of an entity’s beneficial owners to the U.S. Treasury’s Financial Crimes Enforcement Network (“FinCEN”) database.

C Corporation

C Corporation

Corporations have been used for over 500 years to limit owners’ liability and thus encourage business investment and risk taking. Their use for this purpose continues to this day. You will hear about both C Corporations and S Corporations. Both are corporations with charters granted by the state of organization.

S Corporation

S Corporation

Business owners can select how they wish to be taxed, and an S Corporation is one of those tax designations that can make a big difference in how much you pay in taxes, and how to handle profits and distribute shares.

How to Set Up Single Member LLCs

How to Set Up Single Member LLCs

You must be very careful when you are the only owner of your LLC. Single member LLCs require extra planning and special language in the operating agreement.

Incorporate First – Deduct Second

Incorporate First – Deduct Second

Should you set up a corporation or LLC before you start trying to deduct expenses? A recent case suggests you should. Many think that they can deduct all of their start up expenses before formally incorporating a business. But in Carrick v. Commissioner of Internal Revenue (T.C. Summ. Op. 2017-56, July 20, 2017) the Tax Court ruled otherwise.

LLC vs Corporation

LLC vs Corporation

Choosing the right entity can be one of the most important decisions a business makes. Business owners and investors may find themselves asking which to pick, LLC vs Corporation.

Case Study: How Does Reverse Veil Piercing Occur?

Case Study: How Does Reverse Veil Piercing Occur?

Piercing the corporate veil. It sounds painful, and it is. A judgment is entered against a corporation with no assets. To collect the court allows the judgment creditor (the winner in the case) to pierce through the corporation and reach the personal assets of the shareholder.

ADA Compliance and SEO

ADA Compliance and SEO

It turns out that by following SEO best practices, you are also in line with the four principles of the WCAG.

What’s new in 2021?

What’s new in 2021?

Corporate Direct will keep you informed of these new rules and will attempt to assist you with filing your FinCEN report.

Distributing LLC Money

Distributing LLC Money

Distributing LLC Money can seem confusing and burdensome at first. However, if not done correctly, you run the risk of a creditor seeking to pierce the veil of your entity.

The Crimes of a Nominee Officer

The Crimes of a Nominee Officer

Filing false reports with the state of Nevada can result in significant penalties. In this case the false filings were doubled. First, the Annual List was filed under a knowing falsehood.

Are Reverse Mortgages a Scam?

Are Reverse Mortgages a Scam?

Reverse mortgages are a calculated risk that should involve insights from numerous professionals. Be sure, before considering any such option, that you speak with a certified HUD housing counselor

New Laws Upend Property and Privacy Rights

New Laws Upend Property and Privacy Rights

Do these exclamations ring of an authoritarian bureaucracy? That bell is ringing louder in the last year as local, state and federal agencies have approved new restrictions on property and privacy rights.

The Four Dangers of Series LLCs

The Four Dangers of Series LLCs

There’s a lot of talk about Series LLCs and people are wondering if they’re a smart idea. The short answer is that they aren’t. See 4 reasons to avoid them.

IRS Liens Don’t Die

IRS Liens Don’t Die

Can the Internal Revenue Service (“IRS”) collect a prior owner’s delinquent federal income taxes from the subsequent purchaser of real property?