/Business Filings

Professional LLCs – FAQs

Happy June! Summer is fast approaching and with new beginnings, we bring you a new post in our FAQ series! This month, we discuss the Professional LLC, or “PLLC” and the ins and outs of filing them.

 

Q: What is a PLLC?

A: A Professional Limited Liability Company is a special type of LLC that’s designed for licensed professionals, such as accountants, lawyers, and doctors (typically, professions that require a license). Some states do not allow licensed professionals to form an LLC since they don’t want them to escape personal responsibility for professional malpractice by “hiding behind” the personal liability protection of an LLC. Instead, they allow professionals to form an LLC. But, specific rules vary by state.

 

Q: If I’m a licensed professional, how can I find out if my state allows me to form an LLC, PLLC, or something else?

A: The LLC and PLLC are state constructs; as such, rules vary widely by state. For example, professionals in New York cannot form an LLC, but may form a PLLC. Professionals in California cannot form an LLC or a PLLC, but can form a RLLP (Registered Limited Liability Partnership) or PC (Professional Corporation). And professionals in Arizona can choose between an LLC or PLLC. And the specific rules within a state may also depend on the type of profession as well.

The easiest way to determine your business entity options is to give us a call at 1.888.449.2638 and we’ll discuss which entities are available for your profession in your state.

 

Q: How do I form a PLLC?

A: As expected, the process to form a PLLC is more involved than forming an LLC. You’ll typically need to have your state licensing board approve your articles of organization first (again, this requirement varies by state). As a result, it takes longer to form a PLLC than an LLC. After the proper state licensing board has approved your articles of organization, then you will need to file the articles of organization and other formation paperwork with the state. Most states require a signature and license number of a licensed professional to form the LLC.

Our small business experts can help you with each stage of the process. First, we’ll ensure that your particular business needs to file a PLLC in your state. Then, we’ll help obtain the necessary approvals and file your paperwork.

 

Q: Who can be an owner/member of a PLLC?

A: While specifics vary by state, many states limit who can be an owner/member of an PLLC. In some states, only licensed professionals of the specific service can be members in a PLLC.

 

Q: How does limited liability work with a PLLC? 

A: Like an LLC, the PLLC creates a separation between the individual owners and the business. But there’s a very important distinction. You will still be personally liable for malpractice claims related to your own actions. For this reason, you’ll need to have a good malpractice insurance policy even if you form a PLLC. However, a PLLC will typically protect you from personally liability for the business debts, as well as the malpractice of other owners within the company.

 

Do you need help registering a PLLC or have a questions regarding the process? Call the CorpNet.com team today for a free business consultation at: 888.449.2638

                               

How Much Does It Cost To Incorporate Your Business?

So you’ve decided to either form an LLC or incorporate your business?

Kudos to you for thinking about the benefits of liability protection and possible tax advantages that come with formally establishing your company as a separate legal entity.

Like many small business owners, you may now be wondering in what state you should register your company?

Some entrepreneurs opt to incorporate or form an LLC within the state they live. Others look around for a state with the most cost-effective fees. For example, Delaware has become a popular place for corporations because companies formed in the state pay minimal state tax if they do not actually conduct business there.

Formation and annual report filing fees sometimes sway the decision of which state a business will register. Those fees can vary a good deal from one state to the next. I advise you not to make your choice based solely on lowest cost. While those initial costs and ongoing annual report filing fees may look attractive, that doesn’t mean you’ll save a whole heap of money by registering your business in a different state.

Realize that when a business incorporates in one state but physically maintains an office or conducts business in another state, the business may need to register in that other state, too. And yes, that means the business must pay those state filing fees, annual report fees (if applicable), and taxes.

In most cases, small businesses benefit most by incorporating or forming an LLC in the state where they’re located. But it’s helpful to have some idea of the prices in other states, as well. After all, if your business grows and expands, you could likely be doing business in more than only your home state!

For your convenience, I’ve compiled a list of the current formation and annual maintenance fees for each of the 50 United States. These rates reflect what is presently true in June 2017. Keep in mind that they are subject to change by the states:

Alabama: LLC filing fees: $165; LLC Annual Report; $0, Incorporation filing fees: $165; Corporation Annual Report: $0

Alaska: LLC filing fees: $250; LLC Initial Report: $0; LLC Annual Report: $100; Incorporation filing fees: $250; Corporation Initial Report: $0; Corporation Annual Report: $100

Arizona: LLC filing fees: $85; LLC Publication fee: $299 (required); LLC Annual Report: $0; Incorporation filing fees: $60; Corporation Publication fee: $299 (required); Corporation Annual Report: $45

Arkansas: LLC filing fees: $50; LLC Annual Report: $150; Incorporation filing fees: $50; Corporation Annual Report: $150

California: LLC filing fees: $75; LLC Initial Report $20; LLC Annual Report: $20; Incorporation filing fees: $105; Corporation Initial Report: $25; Corporation Annual Report: $25

Colorado: LLC filing fees: $50; LLC Annual Report: $10; Incorporation filing fees: $50; Corporation Annual Report: $10

Connecticut: LLC filing fees: $175; LLC Annual Report: $20; Incorporation filing fees: $455; Corporation Annual Report: $100

District of Columbia: LLC filing fees: $220; LLC Annual Report: $300; Incorporation filing fees: $220; Corporation Annual Report: $300

Delaware: LLC filing fees: $140; LLC Annual Report: $300; Incorporation filing fees: $140; Corporation Annual Report: $225 (based on min number of authorized shares)

Florida: LLC filing fees: $155; LLC Annual Report: $138.75; Incorporation filing fees: $78.75; Corporation Annual Report: $150

Georgia: LLC filing fees: $100; LLC Annual Report: $50; Incorporation filing fees: $100 Corporation Publication fees: $150 (required for Corps); Corporation Initial Report: $50; Corporation Annual Report: $50

Hawaii: LLC filing fees: $50; LLC Annual Report: $15; Incorporation filing fees: $50; Corporation Annual Report: $15

Idaho: LLC filing fees: $100; LLC Annual Report: $0; Incorporation filing fees: $101; Corporation Annual Report: $0

Illinois: LLC filing fees: $500; LLC Annual Report: $305; Incorporation filing fees: $175; Corporation Annual Report: $155

Indiana: LLC filing fees: $90; LLC Annual Report: $30; Incorporation filing fees: $90; Corporation Annual Report: $30

Iowa: LLC filing fees: $50; LLC Annual Report: $45; Incorporation filing fees: $50; Corporation Annual Report: $45

Kansas: LLC filing fees: $160; LLC Annual Report: $55; Incorporation filing fees: $90; Corporation Annual Report: $55

Kentucky: LLC filing fees: $55; LLC Annual Report: $15; Incorporation filing fees: $55; Corporation Annual Report: $15

Louisiana: LLC filing fees: $100; LLC Annual Report: $30; Incorporation filing fees: $100; Corporation Annual Report: $30

Maine: LLC filing fees: $175; LLC Annual Report: $85; Incorporation filing fees: $145; Corporation Annual Report: $85

Maryland: LLC filing fees: $155; LLC Annual Report: depends on revenue (min fee $300); Incorporation filing fees: $155; Corporation Annual Report: depends on revenue (min fee $300)

Massachusetts: LLC filing fees: $520; LLC Annual Report: $520; Incorporation filing fees: $295; Corporation Annual Report: $135

Michigan: LLC filing fees: $50; LLC Annual Report: $25; Incorporation filing fees: $60; Corporation Annual Report: $25

Minnesota: LLC filing fees: $160; LLC Annual Report: $0; Incorporation filing fees: $160; Corporation Annual Report: $0

Mississippi: LLC filing fees: $50; LLC Annual Report: $25; Incorporation filing fees: $50; Corporation Annual Report: $25

Missouri: LLC filing fees: $50; LLC Annual Report: $0; Incorporation filing fees: $58; Corporation Initial Report: $45; Corporation Annual Report: $45

Montana: LLC filing fees: $70; LLC Annual Report: $15; Incorporation filing fees: $70; Corporation Annual Report: $15

Nebraska: LLC filing fees: $120; LLC Publication fees: $150; LLC Annual Report: $26; Incorporation filing fees: $65; Corporation Publication fees: $150; Corporation Annual Report: $26

Nevada: LLC filing fees: $75; LLC Initial Report: $325; LLC Annual Report: $325; Incorporation filing fees: $75; Corporation Initial Report: $325; Corporation Annual Report: $325

New Hampshire: LLC filing fees: $100; LLC Annual Report: $100; Incorporation filing fees: $100; Corporation Annual Report: $100

New Jersey: LLC filing fees: $125; LLC Annual Report: $50; Incorporation filing fees: $125; Corporation Annual Report: $50

New Mexico: LLC filing fees: $50; LLC Annual Report: $0; Incorporation filing fees: $100; Corporation Initial Report: $25; Corporation Annual Report: $25

New York: LLC filing fees: $210; LLC Annual Report: $9; LLC Publication fees: Starting from $425-$1200; Incorporation filing fees: $145; Corporation Annual Report: $9

North Carolina: LLC filing fees: $125; LLC Annual Report: $202; Incorporation filing fees: $125; Corporation Annual Report: $20

North Dakota: LLC filing fees: $135; LLC Annual Report: $50; Incorporation filing fees: $100; Corporation Annual Report: $25

Ohio: LLC filing fees: $125; LLC Annual Report: $0; Incorporation filing fees: $125; Corporation Annual Report: $0

Oklahoma: LLC filing fees: $104; LLC Annual Report: $25; Incorporation filing fees: $52; Corporation Annual Report: $0

Oregon: LLC filing fees: $100; LLC Annual Report: $100; Incorporation filing fees: $100; Corporation Annual Report: $100

Pennsylvania: LLC filing fees: $125; LLC Annual Report: $0; Incorporation filing fees: $125; Corporation Annual Report: $0 Incorporation Publication fees: $299

Rhode Island: LLC filing fees: $150; LLC Annual Report: $50; Incorporation filing fees: $230; Corporation Annual Report: $50

South Carolina: LLC filing fees: $110; LLC Annual Report: $0; Incorporation filing fees: $135; Corporation Annual Report: $0; Incorporation Attorney Signature fees: $100

South Dakota: LLC filing fees: $150; LLC Annual Report: $50; Incorporation filing fees: $150; Corporation Annual Report: $50

Tennessee: LLC filing fees: $325; LLC Annual Report: $310; Incorporation filing fees: $125; Corporation Annual Report: $20

Texas: LLC filing fees: $310; LLC Annual Report: (depends on gross annual revenue); Incorporation filing fees: $310; Corporation Annual Report: (depends on gross annual revenue)

Utah: LLC filing fees: $72; LLC Annual Report: $15; Incorporation filing fees: $72; Corporation Annual Report: $15

Vermont: LLC filing fees: $125; LLC Annual Report: $25; Incorporation filing fees: $125; Corporation Annual Report: $35

Virginia: LLC filing fees: $104; LLC Annual Report: $50; Incorporation filing fees: $79; Corporation Annual Report: $100

Washington: LLC filing fees: $200; LLC Initial Report: $10; LLC Annual Report: $73; Incorporation filing fees: $200; Corporation Initial Report: $10; Corporation Annual Report: $73

West Virginia: LLC filing fees: $132; LLC Annual Report: $25; Incorporation filing fees: $82; Corporation Annual Report: $25

Wisconsin: LLC filing fees: $130; LLC Annual Report: $25; Incorporation filing fees: $100; Corporation Annual Report: $40

Wyoming: LLC filing fees: $103; LLC Annual Report: $52; Incorporation filing fees: $103; Corporation Annual Report: $52

Whether you form your LLC or incorporate in your home state, in a different state, or in multiple states, remember CorpNet can save you time and alleviate hassle by handling the registration and ongoing compliance filings for you. Get the peace of mind that your paperwork is done accurately and on time; contact us today to get started!

How to Start an Accounting Firm

If you’re a CPA or an accountant, the transition from working for someone else to being your own boss has probably crossed your mind. Self-employment offers an opportunity to have more control over your own schedule, allowing you to better balance your professional endeavors and personal life. It also enables you to manage your firm the way you want to manage it.

Here’s seven steps to start your own accounting practice:

1. Select a business name

Think about whether you want to market your business using your own name (e.g., “Jane Smith, Accountant”) or create a business name (e.g., “Accounting You Can Count On”). As a solopreneur accountant, you might opt to use your own name because you and your brand are one in the same. On the other hand, choosing a business name might help you be perceived as well-established and experienced.

If you go with a business name, make sure it is available to use before you start printing it on business cards and other marketing materials. Check to see if the name is available in the state where you’re planning to operate your business by checking with your state’s secretary of state office. We have a free business name search tool here at CorpNet that can help, as well.

Also check to see if the domain name for your business is available (e.g., accountingyoucancounton.com). Sites like GoDaddy.com will let you instantly find out if there’s a suitable domain, and they will offer suggestions for alternate names if the one you want is already taken.

No one in your state is using the name you want? Excellent! Next, you’ll want to search the U.S. Patent and Trademark Office to see if anyone has a pending request for or has successfully registered a trademark for the name. Don’t skip this step because you’ll land in legal hot water if you infringe on another company’s trademark.

2. Choose a legal structure and register your business.

The business structure you choose will affect your business from both legal and tax standpoints. Solo accountants and small firms often choose to register as an LLC (Limited Liability Company),  PLLC (Professional Limited Liability Company), or PC (Professional Corporation). As state constructs, these business entities are subject to different rules in different states. You can find the specific rules for accountants in your state via the CorpNet website or you can call the Secretary of State’s office in your state to get the details you need.

3. Obtain the licenses and permits you’ll need.

Regardless of which state you’re operating your business in, you’ll need some form of licensing to provide public accounting services. You will need to hold a CPA license and your firm may need a public accountancy license. To determine the requirements in your state, check with your State Board of Accountancy.

Besides CPA accreditation you may also need other state and local municipality permits, as well. They might include a general business operation license, a signage permit, and possibly a home occupation permit (if you’re operating your business from home. CorpNet can help you determine the license and permit requirements applicable to you, or you can check with your local government office.

4. Apply for a Tax ID Number

Also called a Federal EIN (Employer Identification Number), this allows the IRS to track your business’s transactions. LLCs and corporations are required to have an EIN and many banks will require that you have one before they’ll allow you to open a business bank account.

5. Open a bank account exclusively for your business.

It’s important to keep your personal and business finances separate—for both legal and tax purposes. In fact, that separation is mandatory for LLCs and corporations. After you’ve registered your business with the state and have your Tax ID number, you will have the information you need to open a business bank account.

6. Get insurance to protect your business.

Even though officially forming an LLC or incorporating your business will help to lower your personal liability related to business debt and lawsuits against associates, it will not protect your personal assets if action is brought against you due to your own actions. That’s why it’s a good idea to consider getting an insurance policy for peace of mind. Talk with a knowledgeable and trustworthy insurance agent who understands the needs of accountants and other businesses in the financial services industry. A reliable agent can guide you to the type of coverage that will best protect you, such as a Business Owner’s Policy (BOP), Professional Liability, Insurance, Data Breach Coverage, or others.

7. Know your business compliance responsibilities.

Registering your business is just the beginning. LLCs and corporations have ongoing requirements to keep their businesses in good standing. For example, most states require LLCs and PLLCs to file an annual report each year and show proof of a valid certification. Corporations have more corporate compliance responsibilities. Besides annual reports, they must conduct annual meetings, prepare meeting minutes, and meet other compliance requirements.

I know it can be tough to keep up with everything that’s required and when it’s due, so I recommend using the CorpNet B.I.Z. (Business Information Zone) compliance tool. It’s a free monitoring tool that can help you stay on top of your state filings and fees due throughout the year.

The steps to starting an accounting business aren’t overly complex. To make sure you launch your business on solid legal ground, you’ll want to make sure you do it right. Consider talking with a legal professional who can guide you and look to CorpNet to ensure your business forms and filings are done accurately and on time.

 

Annual Reports – FAQs

Happy March! This month, we’re discussing Annual Reports and why they are pertinent to your business.

Q: What is an Annual Report?
A: Also known as a Statement of Information, the Annual Report essentially keeps the state up to date with your company’s vital information. For example, you may be asked to submit information about directors and officers, and the registered agent and office address of the company, especially if any of this has changed in the last year. In most states, there’s also a small filing fee associated with the report.

Q: Do I need to file an annual report for an LLC?
A: While an LLC involves significantly less formal administration than a corporation, LLCs are still required to file an Annual Report in most states. Not every state requires an Annual Report – and each state has its own rules on how often and when the report must be paid. The first thing to do is to understand the requirements for your state; you can either contact your secretary of state office or sign up for CorpNet’s free B.I.Z. service. B.I.Z. is free to any small business (whether you incorporated through CorpNet or not) and sends you alerts for any upcoming deadlines.

Q: What are the consequences for failing to file an annual report when required?
A: Missing an Annual Report deadline can result in late penalties and fees, and who wants to pay money unnecessarily? In the worst case scenario, your company can be suspended or dissolved.

Do you need help filing an annual report or have questions regarding the process? Call the CorpNet.com team today for a free business consultation at: 888.449.2638

Foreign Qualifying your Business – FAQs

Happy February! With winter now in full swing, we will be talking about a way to get away from the cold with Foreign Qualifying! This month, we discuss the opportunities of Foreign Qualification into another state and what the requirements are for those states.

 

Q: What is foreign qualification?

A: A corporation or LLC transacting business in a state(s) outside of their state of incorporation is typically required to foreign qualify in those other states.

 

Q: What constitutes transacting business in another state and when do I need to foreign qualify?

A: As examples, your company is considered to be transacting business in an additional state if…

  • You have a physical presence in the state
  • You have employees in the state
  • You accept orders in the state
  • You have a bank account in the state

State rules vary and this isn’t a complete list. If you have any questions about whether you need to foreign qualify in a state, you can speak with an attorney.

 

Q: If I incorporated in Delaware or Nevada (but don’t live/work there), does this mean I need to foreign qualify in my own state?

A: Delaware is often chosen as the state of incorporation, especially by larger companies, because it has the most developed and flexible corporate statutes in the country and is considered pro-business.  Nevada has also become popular because of its lack of state corporate income tax, franchise tax and personal income tax.  It also has relatively low fees.

However, if you incorporate out-of-state, such as in Delaware or in Nevada, but do much of your business in your home state, you will most likely need to foreign qualify in your own state. You will then be subject to the same fees, taxes and regulations as if you had incorporated there in the first place, and you will have paid filing fees (and, perhaps franchise taxes) to more than one state.

Example: If you have a small business and are going to be conducting a substantial amount of your business in California, it will likely be beneficial to incorporate in the state of California. If you incorporate out-of-state, such as in Delaware or in Nevada, but do much of your business in California, you will have to foreign qualify in the state of California. You will then be subject to the same fees, taxes and regulations as if you had incorporated in the California in the first place, and you will have paid state filing fees (and, perhaps franchise taxes) not only in the state of California but also to the state of Delaware or Nevada as well.

 

Q: What is the process to foreign qualify?

A: You will need to file a Certificate of Authority, which grants a foreign corporation/LLC permission to transact business in a state. In most cases, you will need to show a Certificate of Good Standing from your state of incorporation/formation in order to get a Certificate of Authority.

 

Do you have a question regarding Foreign Qualifications? Call the CorpNet.com team today for a free business consultation at: 888.449.2638

 

 

What Every Small Business Should Know About 1099s

Every year when tax time rolls around, I field questions from business owners about whether or not they need to send 1099s to their vendors. As common as 1099 forms are, they remain one of the most misunderstood Internal Revenue Service (IRS) requirements.

To make sure you understand the circumstances under which the IRS requires issuing 1099-MISC forms to vendors, I’m going to provide some basic “must-know” information here.

What Is A Form 1099-MISC?

You must issue an IRS Form 1099-MISC to each person you’ve paid $600 or more in services (including parts and materials), prizes and awards, rents or other income payments. The 1099-MISC only applies to payments you made in doing business; it does not apply to payments made for personal purposes.

To Whom Do You Need To Send A Form 1099-MISC?

If your business paid more than $600 to a vendor or sub-contractor [individual, partnership, Limited Liability Company (LLC), Limited Partnership (LP), or estate], you are required to send a Form 1099-MISC to document what you paid them throughout the year. In general, anyone who worked for you—other than your employees—will need a 1099 from you.

Also, unless an exception applies to them, you need to issue a 1099 to your landlord if you are paying rent for business purposes. You must also issue a 1099-MISC to your attorney if you paid for legal services that amounted to more than $600 during the year.

Are There Any Exceptions?

There are. The list is rather long, but most commonly these types of vendors do not get 1099-MISC forms:

Also, you don’t have to send 1099-MISC forms to vendors to whom you made your payments via a credit card, debit card, gift card, or a payment network like PayPal. The onus to report vendor compensation is on those payment companies.

How Do You Figure Out If A Vendor Needs A 1099 From You?

I recommend before you request vendors to do any work for you, ask them for a completed W-9 form. The W-9 will give you all the information you need for filing taxes. It supplies a vendor’s mailing information, Tax ID numbers, and business structure (so you’ll know if the vendor is incorporated or not and does or does not need a 1099).

When Is the Deadline To Send 1099s?

By January 31, 2017, you must do two things to comply with your 2016 tax year 1099 obligations:

  • Submit Form 1099 to each vendor (reflecting what you paid that vendor in 2016).
  • Submit a copy of the Forms 1099 you sent to each vendor, along with a Form 1096 that discloses in total what you paid to all vendors who received 1099s from you.

Make sure you check on your state’s rules, too. Some states require they also receive your 1099s.

What Happens If You Miss The Deadline? 

Sending the required 1099-MISC forms late (or not at all) could cost you. The penalties vary depending on how far past the deadline you wait to issue the forms. If your business had gross receipts of $5 million or less, the amount you’re smacked with could range anywhere $50 to $260 per form (for tax years 2016 and 2017). If you’re caught intentionally not providing a payee with a correct statement for tax year 2016, you could face a fine of $520 for each form not submitted (that amount will increase to $530 for tax year 2017).

Where Can You Get 1099 Forms?

Unfortunately, you cannot download 1099 Forms from the IRS website. You can, however, order them from the IRS site and have them mailed to you, or you can pick them up at an IRS service center, post office, or another location that supplies them.

Eliminate Headaches—Do It Right From The Start!

Whether you’re in the early stages of launching a startup or already running a small business, I recommend you talk with a tax professional who can share more details about 1099s and the other aspects of filing your tax returns.

Starting a business or ready to change your current business structure? Contact us about making the registration process hassle-free and as fast as possible. We’re here to handle all of your legal document filing needs!

Should You Buy A Business Or Start One From Scratch?

Hope your New Year is off to a great start! As you’re looking to make 2017 a year of prosperity, have you set your sights on becoming a business owner? If so, you’re probably wondering whether buying an existing business or starting your own company will offer the best chances of success.

Both have their advantages and challenges, so how do you choose? I wish there were an easy answer, but I’m afraid you’ll need to do some research and put some serious thought into your decision. As you explore your options, consider the following pros and cons of starting a business from scratch and buying an established one.

Pros Of Starting From Scratch
• You begin with a squeaky clean slate, establishing and building your brand reputation from Day 1.
• You build your team fresh and new, selecting the right people for the right positions.
• You create your workflows to maximize productivity, without having any inefficient past processes to “fix.”
• You choose and develop the products, services, and packages you’ll offer to your customers.
• You establish your pricing to ensure profitability from the start.
• You choose your business’s legal structure to ensure the degree of liability protection you need and the most favorable tax situation.

Pros Of Buying A Business
• You have customers and incoming revenue immediately.
• You have employees who already know how to do their jobs and don’t need training.
• You have built-in processes and systems to operate your business efficiently.
• Your services and products are already to market, and you have established sales channels to get them into customers’ hands.
• Your business is already registered and has the necessary permits and licenses to operate legally in your state.

Cons Of Starting From Scratch
• You do all the legwork, including researching the registration requirements to form an LLC or incorporate your business and filing your state, federal, and local paperwork to operate legally.
• You don’t know for certain that your business idea will be viable and sustainable.
• You have to develop and put into place all the internal systems and processes needed to operate your business.

Cons Of Buying A Business
• Existing employees may be resistant to accept your leadership.
• If you find processes aren’t working efficiently, it may be difficult to initiate change because everyone is used to doing things a certain way.
• You may discover the legal business structure the former owners selected isn’t ideal.
• You may find your brand’s reputation isn’t as positive as you’d like it to be—that might be difficult to turn around.

As you can see, there’s a lot to think about as you weigh the options of starting your own business or purchasing one that is already up and running. I advise you to do your homework before deciding which route to travel. And consider seeking the guidance of respected and reputable professionals (attorneys, accountants, business consultants, etc.) who can help you understand the financial and legal aspects of what’s involved.

Remember, whether you’re starting a business or opt to buy and run one that’s already established, CorpNet is here to assist you with all your business registration and compliance obligations. Contact us today to help you take care of your filings so you can take care of business!

 

 

Business Information Zone (B.I.Z) – FAQs

Welcome January and 2017! With the holidays behind us and a bright new year ahead of us, it is a great time to start a business.  This month, we discuss the ways CorpNet can assist with our Business Information Zone or B.I.Z. in keeping your company in compliance!

Q: What is B.I.Z.?
A: Think of B.I.Z. as your business’ personal concierge service. Once you sign up, you’ll receive email reminders on tax and compliance alerts. You can also use B.I.Z. to store your business documents, and keep a personalized business profile that tracks important data about your company — such as formation date, Federal Tax ID number, business licenses and permits, and more.

Q: I didn’t use CorpNet to form my business, can I still use B.I.Z.?
A: Absolutely. Any Corporation, LLC, nonprofit, or professional company can use B.I.Z. to stay on top of their yearly compliance requirements. It doesn’t matter if you formed your company through CorpNet or not.

Q: It states that B.I.Z. is free. Is there a catch?
A: No. B.I.Z. is completely free, no strings attached. We know how challenging it can be to run a small business – and sometimes all the tedious state filing and fees can fall through the cracks. Small business owners don’t always know when their annual report is due or why their business fell into bad standing with the state. We created B.I.Z. to help small businesses keep track of all these filings, so they don’t have to pay an extra dime in fees or risk falling into bad standing just because they missed a deadline.

Q: What information do I need to create an account for free compliance monitoring on B.I.Z.?
A: You will need the following information: your business type (e.g. C Corporation or LLC), your filing state (where you filed your corporation/LLC paperwork), and your filing date (the registration date of your corporation/LLC with the state).

Q: Why do you need to know my filing date for B.I.Z.?
A: Each state has its own rules regarding when and how often corporations and LLCs are required to file their annual report. By knowing when you formed your LLC/corporation, we can send you an email alert before your annual report is due.

Q: What particular deadlines does B.I.Z. track?
A: B.I.Z. will track and notify you of upcoming compliance deadlines with the state, such as your Annual Report (if required in your state). It will also alert you of upcoming tax deadlines based on your business type. In addition, if you provide information about your business licenses and permits, B.I.Z. will alert you when they’re coming up for renewal.

Q: Can I keep track of multiple businesses with B.I.Z.?
A: Yes, you can monitor multiple businesses from a single B.I.Z. dashboard. It’s an ideal for attorneys and CPAs to keep track of their clients’ businesses.

Do you need help registering a business or have questions regarding the process? Call the CorpNet.com team today for a free business consultation at: 888.449.2638

What Should You Do If Your Business Is “Inactive”?

Just because you’ve stopped working with customers, taken down your website, and aren’t making money from your business, it doesn’t mean your company is considered “closed.”

Closing a business, whether an LLC or corporation, requires formally dissolving it with your state. If you don’t, you could be stuck with the responsibilities of filing your inactive business’s annual reports and state/federal tax returns. And you may be legally obligated to renew your business licenses and permits, too. All of that costs time and money. So if you’ve stopped doing business and are sure you want to retire your company, the sooner you legally dissolve it the better.

With the end of 2016 around the corner, now is a wonderful time to take action and close your business if it’s inactive. Wouldn’t it be nice to set yourself free from any tax and filing obligations related to that inactive business in the New Year?

But, what’s the right way to go about closing your company?

 

Here’s a checklist of what you need to do:

 

  1. Formally Dissolve The LLC Or Corporation.

You’ll need to formally dissolve the legal entity with your state.

  • With a corporation, all business associates need to vote on closing the business. If your corporation hasn’t issued shares, you need the approval of your Board of Directors to dissolve your business. If your corporation issued shares, two-thirds of the voting shares need to agree to dissolve the company.
  • With LLCs, dissolution rules vary from one state to the next. Make sure you review the requirements in your state’s Limited Liability Company Act.
  • Depending on the state where your LLC or corporation is registered, you’ll either need to file an “Articles of Dissolution” or “Certificate of Termination” with the Secretary of State’s office.

 

  1. Pay Your Debts.

To properly close your business, you must settle all your company’s financial obligations. Typically, LLCs and corporations need to pay their debts before they can legally distribute money or assets to their members. If your business falls short with its resources to pay its debts, seek an attorney’s help to determine your options.

 

  1. Contact Your County To Cancel Your Business Licenses And Permits.

Don’t forget to cancel your business license, seller’s permit, and any other types of licenses and permits your business filed for to operate legally. If you neglect to cancel them, the county will think your business is still in operation and they may continue to charge you fees and taxes.

 

  1. File Final Tax Returns And Close Your Business’s Federal And State Tax Accounts

In addition to your state, the IRS will also need to know you’re closing your business. File your final state and federal tax returns. On your tax return, you can indicate it’s your final return by checking the box that specifically identifies it as such. Also, cancel your Employer Identification Number (EIN). If you have/had employees, make sure your business’s payroll withholding taxes are current. If you don’t, you or other owners/members might find yourselves personally liable for paying any outstanding payroll taxes.

 

Wrapping It Up

Besides the four steps I’ve mentioned above, also inform your customers, contractors, and vendors that you’re officially closing your business. Even if you haven’t actively worked with them for a while, it will show consideration and respect if you proactively communicate the dissolution of your company.

While your current business may be closing, don’t underestimate the power of maintaining and nurturing the professional relationships you’ve built along the way. As you move on to a new career or start a new business, keeping the lines of communication open may open the door to new and exciting opportunities, as well.

Do you have an inactive business? File your Articles of Dissolution with CorpNet and get the peace of mind that your dissolution paperwork is filed accurately by asking CorpNet to help!

Do you need help filing your dissolution or have a question regarding the process? Call the CorpNet.com team today for a free business consultation at: 888.449.2638

Filing an LLC – FAQ

We are excited to bring you another post in our monthly FAQ series! This month, our CEO Nellie Akalp is answering questions about one of the hottest entity types for small businesses – the LLC. What are the requirements of filing an LLC? What are the benefits? Read on to find out!

Q: What are the benefits of forming an LLC?

A: In an LLC, the owner’s personal assets are shielded from business liabilities just as they would be in a corporation. In addition, the IRS views the LLC as a “disregarded entity.” Thus, an LLC does not file separate taxes; company profits and losses flow through to the owners and are subject to each owner’s individual tax rates. The LLC is great for a business that wants liability protection, but seeks minimal formality. It’s also the perfect structure for a business with foreign owners since anyone (C Corp, S Corp, another LLC, a trust, or an estate) can be an owner of an LLC.

Q: Do I need to prepare an Operating Agreement to form an LLC?

A: You’re not required to create an operating agreement in order to form an LLC, but in many states you will be required to keep an operating agreement at your place of business to maintain your corporate compliance. And even if your state does not require a formal operating agreement, it can be an important document to help clarify verbal agreements between owners and prevent misunderstandings.

Q: What is an Operating Agreement?

A: The Operating Agreement is an official contract that spells out the management and ownership of the LLC. It can outline details like how much of the company each member owns, everyone’s voting rights; how profits and losses should be distributed among the members; and what happens when someone wants to leave the business.

Q: Do I need to submit my LLC’s Operating Agreement?

A: You’re not required to submit a formal operating agreement to the state or any other entity. But, most states do require that an LLC has an operating agreement in place and kept at their place of business.

Q: Are there any differences between how an LLC and S Corporation are taxed?

A: Both the LLC and S Corporation can be taxed on a pass-through basis; taxes aren’t paid on the entity level, but at the individual owner level. Profits and losses are passed through and reported on the individual’s tax return. While both LLCs and S Corporations are pass-through entities, there are a few differences.

One difference is that the income of an LLC flows to the members involved with the business and is subject to self-employment tax. With an S Corporation, only salaries are subject to self-employment tax; any distributions that are paid out to members are not subject to self-employment tax.

Another key difference is that the LLC offers a lot more flexibility in terms of how owners can be taxed. With the S Corporation, owners must be taxed based on their pro rata ownership interests; if you own 50% of the business, then you’re taxed on 50% of the company’s profits. With an LLC, owners can determine their allocations for the year and be taxed accordingly.

Q: Can one person form an LLC?

A: Yes, all states allow one member LLCs.

Q: Does an LLC have stockholders?

A: No. LLCs are not permitted to issue stock in any state. Only corporations (C- or S-Corporations) can issue stock.

Q: How is an LLC structured?

A: LLCs have members – these are the owners of the LLC and are similar to stockholders in a corporation. Members typically receive an ownership stake in the LLC commensurate with their investment (either financial investment or ‘sweat equity’). In addition, members choose a manager to manage the LLC – this position is similar to a director of a corporation. A manager can be a member or could be someone from outside the LLC.

Q: Does an LLC need to hold an annual meeting?

A: No state requires an LLC to hold an annual meeting. This is one of the benefits of the LLC – it has fewer formalities than a corporation. However, if your LLC’s operating agreement requires an annual meeting (or other meetings), then you’ll need to hold such meetings in order to stay compliant. Many owners choose to make meetings optional in the operating agreement.

Q: What’s the difference between an LLC and PLLC?

A: In many states, licensed professionals, such as lawyers, doctors, architects, and accountants, aren’t allowed to form LLCs. Instead, these professionals can form a PLLC (Professional Limited Liability Company). One of the key differences between an LLC and PLLC is that members of the PLLC must be licensed professionals, and you’ll need to show proof of a valid license to register the PLLC. In most cases, members of a PLLC are personally liable for their own malpractice claims, but aren’t personally liable for another professional’s malpractice claims.

Do you need help registering an LLC or have a questions regarding the process? Call the CorpNet.com team today for a free business consultation at: 888.449.2638