Small Business Presentation for HAUL

8/3/2019 Small Business Presentation for HAUL

1/23

THE LEGALITIESThe Legal Issues Your Small Business and Non-profit Should Be

Aware Of

Presented by: Erin McClarty Esq.

Wednesday, September 14, 2011


2/23

WHEN LEGAL ISSUES

CAN ARISEFormation

General Operation

Advertising/ Transactions

Labor

Trademarks/Intellectual Property

Dissolution/ Winding Down



3/23

Sole Proprietorship

Not a legal entity; one person doing business

Unlimited liability for all debts

General Partnership

Group of two or more who agree to carry on all business and share inall profits/losses.

Limited Partnership

General partners make managerial decisions and share liability. Limitedpartners liability limited to their share.

CHOOSING A FOR-

PROFIT STRUCTURE



4/23

CHOOSING A FOR-PROFIT

STRUCTURE

Corporation

Limited Liability Company

Limited Liability Partnership



5/23

OTHER STRUCTURES

CONSIDERED Franchise

Distributorship- License to sell products

Business format- Allow for business under a trademark

Manufacturing- given the formula to make a product

Joint Venture

Would enter a joint venture agreement

Subsidiaries



6/23

CHOOSING A NON-

PROFIT STRUCTURETrusts

Created by a settlor

Very rigid in structure

Unincorporated Association 3 or more people come together for a common non-profit purpose

Less formality and fewer reporting requirements than a corporation



7/23

CHOOSING A NON-

PROFIT STRUCTURE

Limited Liability Company

Corporations



8/23

ADVERTISING: TELEPHONE

SOLICITATIONS

Telephone Consumer Protection Act

Texas Law Enforcement Telephone Solicitation Act

Must file a registration statement and pay fee.



9/23

ADVERTISING: WEBSITES

Privacy Concerns

Have a privacy policy in place

Internet Regulations

Childrens Online Policy Protection (COPPA)

Jurisdictional Issues

Post Terms of Use on your website

E-commerce



10/23

ADVERTISING:

EMAIL

Controlling the Assault of Non-Solicited Pornographyand Marketing Act of 2003 (CAN-SPAM)

Governs commercial mail



11/23

ADVERTISING: OTHER TEXAS

LAWS

Criminal and civl offenses for fraud ormisrepresentation

Example: Texas Deceptive Trade Practice Act



12/23

OPERATIONS

Insurance

Workers Compensation

General Liability

Licenses and Permits

Does your business require

a certain license?



13/23

OPERATIONS CONTINUED....

Supply Chain Concerns

Getting agreements in place with manufacturers. Want to est. pricing, delivery,warranties, indemnities, termination and governing law.

Address products liability. Can affect everyone in the sales chain.

Federal Corrupt Practices Act (FCPA) Concerns

Huge concern when you have intermediaries or representatives abroad.

Respondeat Superior Concerns

Protect Intellectual Property



14/23

COMMERCIAL PROPERTY

Must protect against lawsuits for injury.

Landowners often try to disclaim responsibility for these.

Legal issues can arise with commercial leases

Will want to get assurances that the land is suitable for your purposes, addressmaintenance, rent increases, term and foreclosure.

Always be thinking about potential zoning or covenant issues



15/23

LABOR

Managing Employees

Create an employment agreement

Include a confidentiality agreement

Beware with Social Media Policies



16/23

EMPLOYEE V. INDEPENDENT

CONTRACTORClassification is a hot-button issue

Avoid employee problems and many taxes using independent contractors.

Several Factors to determine who is an IC

Determination of Worker Status (IRS Form SS-8)

Texas workforce commission also has a test at http://www.twc.state.tx.us/news/efte/ics_contract_labor.html

ICs make you more susceptible to IRS audits



17/23

LABOR LAWS

Fair Labor Standards Act (FLSA)

Department of Labor has a handbook for guidance:www.dol.gov/asp/programs/handbook/main.htm

Family Medical Leave Act (FMLA)

Texas Labor Code



18/23

NON-PROFIT ISSUES

Charitable Solicitation Laws

May require registration in each state you plan to solicit in

Fill out Uniform Statement Kit at www.multistatefiling.org

Losing tax-exemption status

Unrelated Business Income Activities

1. Trade or business; 2. Regular ly carried on; 3. Not substantially related tofurthering the exempt purpose.

IRS Publication 557 Tax-Exempt Status for Your Organization givesguidance

http://www.multistatefiling.org/http://www.multistatefiling.org/http://www.multistatefiling.org/


19/23

HOW CAN YOU

PROTECT YOURSELFEducate yourself on all the applicable laws

Take how-to books with a grain of salt

Get together your team

Bring in knowledgeable people. You get what you pay for.

Utilize development centers, groups and associations

Look for Meet-ups and Networking Groups

Attend continuing education



20/23

WHY DO I NEED AN

ATTORNEY?Guidance and Counsel

Sound-board

Cant know every law

Draft or review contracts

Pre-emptive action, mitigation and judgement calls

Advocate and representative in case of business transactions

mediation, mergers, negotiationsWednesday, September 14, 2011


21/23

BUT I CANT AFFORD ONE..

Be Creative

Some attorneys allow you to buy credits

Do package deals

Hire counsel on a contract basis



22/23

ATTORNEY RESOURCES

Houston Volunteer Lawyers Program

S.C.O.R.E

Houston Lawyers Referral Service

Texas Accountants and Lawyers for the Arts

Texas C-bar



23/23

CONTACT

Erin McClarty Esq.

[email protected]

www.notationsonnonprofit.com
http://www.notationsonnonprofit.com/mailto:[email protected]://www.notationsonnonprofit.com/http://www.notationsonnonprofit.com/mailto:[email protected]:[email protected]

Date post:	07-Apr-2018
Category:	Documents
Upload:	erin-mcclarty
View:	221 times
Download:	0 times

Small Business Presentation for HAUL

Documents