http://www.ericperkinslaw.com/index.php en eric@ericperkinslaw.com Copyright 2012 2012-02-06T02:09:03+00:00 http://www.ericperkinslaw.com/index.php/whats-new/post/small_business_tip_11_for_2011_check_out_haro_for_free_publicity_opportunit/ http://www.ericperkinslaw.com/index.php/whats-new/post/small_business_tip_11_for_2011_check_out_haro_for_free_publicity_opportunit/ Some media and marketing experts will tell you the best marketing for your business will often come for free.  Referrals and testimonials from satisfied customers obviously come to mind.  But don't underestimate the value of traditional media (not social media, but newspapers, trade journals, periodicals, and other print and online publications).  I recently came across a cool website (http://helpareporter.com/) that specializes in matching media professionals (authors, reporters, TV producers) with people looking to share their expertise and experiences on a wide variety of topics.  A business owner or professional can register on the HARO web site and each day he or she will receive an e-mail listing media inquiries on a virtually unlimited collection of topics.  If you see something that interests you or that you feel you can contribute something of value, then you choose that topic by reply e-mail and await a follow-up from the media person who posted the inquiry.  It is that simple.  A small investment of your time can result in a growing portfolio of quotes in prominent publications around the world, building your personal brand as an expert in your field.  Closely Held Businesses and Business Start-Ups 2011-06-11T01:52:08+00:00 http://www.ericperkinslaw.com/index.php/whats-new/post/small_business_tip_10_for_2011--have_you_explored_swam_opportunities/ http://www.ericperkinslaw.com/index.php/whats-new/post/small_business_tip_10_for_2011--have_you_explored_swam_opportunities/ The Virginia SWaM Procurement Initiative was established in 2006 to provide new business opportunities for small, women- and minority-owned businesses.  A SWaM vendor is a business that has been certified by the Virginia Department of Minority Business Enterprise and is listed in the SWaM Vendor Directory.  Many entrepreneurs do not realize that the three categories of SWaM status are mutually exclusive.  In other words, thousands of unsuspecting Virginia businesses qualify for SWaM certification in the "Small Business" category--defined as any independently owned business with 250 or fewer employees OR less than $10 million in gross revenue averaged over the last three years.  There are a variety of initiatives in place to encourage state and local government agencies to do business with SWaM-certified businesses. The SWAM certification process is easy to navigate and there is no filing fee.  Virginia business owners should not overlook this program; they might just find some untapped opportunities to pursue.  To learn more about the program, visit:  http://www.dmbe.state.va.us/faq.html#program.  Closely Held Businesses and Business Start-Ups 2011-06-11T01:15:44+00:00 http://www.ericperkinslaw.com/index.php/whats-new/post/small_business_tip_6_for_2011_make_payroll_tax_compliance_top_priority/ http://www.ericperkinslaw.com/index.php/whats-new/post/small_business_tip_6_for_2011_make_payroll_tax_compliance_top_priority/ Roanoke restaurant developer Roland "Spanky" Macher is learning a hard lesson about the perils of not properly accounting for payroll taxes withheld from employees.  You can read the full article at:  http://www.roanoke.com/news/roanoke/wb/281500.  The tale of woe is all-too-common--business owner faces cash flow problems, diverts withheld payroll tax dollars that should have been paid to the government while pledging to "catch up" at a later date, business fortunes continue to deteriorate, the hole becomes deeper, and then cash flow problems turn into serious legal problems as the business owner faces IRS penalties, creditors, and a potential prison sentence.  Closely Held Businesses and Business Start-Ups 2011-03-29T12:44:58+00:00 http://www.ericperkinslaw.com/index.php/whats-new/post/perkins_slated_to_speak_at_business_start-up_workshop_for_piedmont_council_/ http://www.ericperkinslaw.com/index.php/whats-new/post/perkins_slated_to_speak_at_business_start-up_workshop_for_piedmont_council_/ Richmond business attorney Eric Perkins will be the featured speaker at an upcoming workshop discussing choice of entity issues for the start-up business sponsored by the Piedmont Council for the Arts and the Virginia Bar Association's Young Lawyers Division.  The program will take place on Tuesday, April 19, 2011 from 6-8 pm at the McGuffey Art Center in Charlottesville. Closely Held Businesses and Business Start-Ups 2011-03-28T19:23:52+00:00 http://www.ericperkinslaw.com/index.php/whats-new/post/small_business_tip_4_for_2011/ http://www.ericperkinslaw.com/index.php/whats-new/post/small_business_tip_4_for_2011/ If you own a small, privately held business with one or more other people (even a relative), it is important to have a written contract memorializing the parties' agreement on a varitey of issues regarding the ownership and management of the business.  A carefully drafted Shareholder or "Buy-Sell" Agreement can, among other things:  (i) provide the framework for more efficient business operations, (ii) reduce the risk and exhorbitant expense of costly litigation if and when the relationship among the ownership group sours, and (iii) provide an objective mechanism to coordinate transfer of ownership interests upon a variety of events such as death, disability, divorce, or retirement.  These contracts do not have to be complicated legal documents, but they are essential from a business perspective.  Contact Perkins Law today for a free consultation. Closely Held Businesses and Business Start-Ups 2011-02-20T03:10:01+00:00 http://www.ericperkinslaw.com/index.php/whats-new/post/small_business_tip_3_for_2011_dont_forget_your_doing_business_as_filings/ http://www.ericperkinslaw.com/index.php/whats-new/post/small_business_tip_3_for_2011_dont_forget_your_doing_business_as_filings/ In many situations a business entity will conduct business under a trade name different from its legal name (e.g., ABC Enterprises, LLC operating a restaurant named "Big Bob's House of Ribs").  An individual or business entity (such as a corporation or limited liability company) that conducts or transacts business in Virginia under a fictitious name (also referred to as an assumed name or d/b/a) without making the required local and state filings is subject to being convicted of a misdemeanor, punishable by a fine not exceeding $2,500 or confinement in jail for not more than one year, or both. See § 59.1-75 of the Code of Virginia.  Jeepers!  That's a pretty harsh penalty, but fortunately, satisfying this requirement is a simple and straightforward process involving:  (i) the filing of a one-page Certificate of Assumed Name form with the court clerk's office in the city/county where your business activities take place; (ii) requesting a "copy teste" from the court clerk; and (iii) filing that copy teste with the State Corporation Commission.  The filing fees involved typically range from $10-15 (the SCC filing fee is $10).  Assistance with these filings is included in Perkins Law's flat fee business start-up package.  E-mail or call if we can help you get your new business off the ground (or help your existing business get properly organized).  Closely Held Businesses and Business Start-Ups 2011-01-26T19:37:49+00:00 http://www.ericperkinslaw.com/index.php/whats-new/post/small_business_tip_2_for_2011_remember_your_virginia_new_hire_reporting_req/ http://www.ericperkinslaw.com/index.php/whats-new/post/small_business_tip_2_for_2011_remember_your_virginia_new_hire_reporting_req/ Pursuant to the Federal Personal Responsibility and Work Opportunity Reconciliation Act of 1996 (and corresponding state law), all employers are required to report new hires to a state directory.  The program is administered by the Virginia New Hire Reporting Center.  The purpose of the program is to faciliate the enforcement of child support orders across the county.  In Virginia, the  reporting is very basic and requires minimal effort.    Virginia Code Section 63.2-1946 requires all employers to submit new hire reports within 20 days after a new employee is hired or a former employee is re-hired or returns to work. For small business owners, please note that the type of business entity through which you do business will impact whether you have to report yourself under the program.  If you are an owner of a corporation and and are active in the business, then you generally are going to be considered an employee of the corporation and will be subject to the new hire reporting requirement, even if you happen to be the sole owner and only employee of the company.  However, if you are an owner of an limited liability company and are actively involved in the LLC's business, you are not treated as an employee for tax purposes (i.e., you do not receive a W-2 form from the company)(caveat:  answer may vary if your LLC specifically elects to be taxed as either a "C" or an "S" corporation) and, accordingly, you will not be subject to the new hire reporting requirement. For more information and online reporting instructions, visit:  http://newhire-reporting.com/VA-Newhire/Default.aspx. Closely Held Businesses and Business Start-Ups 2011-01-20T21:30:36+00:00 http://www.ericperkinslaw.com/index.php/whats-new/post/small_business_tip_1_for_2011--three_reasons_to_have_a_lawyer_as_your_entit/ http://www.ericperkinslaw.com/index.php/whats-new/post/small_business_tip_1_for_2011--three_reasons_to_have_a_lawyer_as_your_entit/ Every corporation or LLC formed in Virginia or qualified to do business in Virginia is required to appoint a registered agent.  This is largely an administrative requirement to provide an official "person" and address on notice to the rest of the world in the event a state agency or third party wants to communicate with the entity.  State law restricts who or what can serve as registered agent, and an attorney licensed to practice law in Virginia qualifies.  While attorneys generally do not offer this service for free, there are several good reasons why business owners often prefer to "outsource" the registered agent function for their business entities: 1.  Risk Management.  Some entrepreneurs are great at strategic planning and creative thinking, but not so great at administrative tasks and paying attention to details.  Annual report and registration fee notices and invoices are generally mailed to the attention of an entity's registered agent.  If the required filings and fees are forgotten about or otherwise not paid in a timely fashion, penalties might be imposed and, in some situations, an entity's existence could be automatically terminated as a matter of law (inadvertently having your entity's existence cancelled can lead to a variety of problems which usually surface when you least expect it).  Having an experienced business attorney serve as registered agent arguably reduces this risk somewhat in that you have a knowledgeable specialist anticipating receipt of such invoices and notices and knowing what to do with them.  One less administrative burden for a business owner to worry about.  Having a professional available to answer basic questions about entity maintenance requirements, state forms and fee requirements, and related issues is just an added benefit. 2.  The Privacy Factor.  Some business owners want to preserve their privacy to the greatest extent possible and would prefer not to have their names and contact information publically available as registered agents of their various business entities.  Similarly, when someone sues a business entity, it is generally the registered agent that gets served with the court papers.  Few business owners are enthusiastic about the prospect of having the local sheriff show up at their front door (at home or the office) serving process in the event of a lawsuit.  Having an attorney serve as registered agent helps address these concerns. 3.  The Cost Factor.  While most attorneys charge an annual fee for serving as registered agent, the fees charged are generally not significant.  As alternative billing arrangements become more common in the legal profession, many business attorneys will offer registered agent services as part of a bundle of services for one fixed fee. While many owners will opt to serve as their own registered agents, for the reasons cited above, and others, it is certainly worth considering looking to an experienced business attorney to fill this role for your business entities. Closely Held Businesses and Business Start-Ups 2011-01-05T02:04:58+00:00 http://www.ericperkinslaw.com/index.php/whats-new/post/warning_to_small_business_owners_about_another_e-mail_scam/ http://www.ericperkinslaw.com/index.php/whats-new/post/warning_to_small_business_owners_about_another_e-mail_scam/ Have you been receiving suspicious-looking emails purporting to come from the Electronic Federal Tax Payment System (EFTPS) (online bill-pay system run by the Treasury Department)? The emails suggest that a payment sent through the EFTPS site has "failed" or was "not valid." I have received several of these in recent weeks and have immediately deleted each one.  These emails are likely attempts to steal your financial or personal information, also known as phishing scams. As a reminder, you can safely ignore any e-mail purporting to come from the IRS regarding your tax account. The IRS does send out e-mails for news releases and other general topics, but to my knowledge IRS agents will not initiate contact with a taxpayer via email regarding filing or paying or similar specific matters.   Closely Held Businesses and Business Start-Ups 2010-10-15T14:52:26+00:00 http://www.ericperkinslaw.com/index.php/whats-new/post/how_to_keep_the_lebron_james_of_your_business_from_jumping_ship/ http://www.ericperkinslaw.com/index.php/whats-new/post/how_to_keep_the_lebron_james_of_your_business_from_jumping_ship/ Every business--big or small--has one or more key employees considered "MVPs" by ownership.  As a business owner, how do you protect your business from having the Lebron James of your team from leaving you when you need them the most?  After all, most employees in Virginia are at-will employees who can leave (or be asked to leave) any time for any reason, right?  While that is certainly true, there are a variety of strategies a business owner can pursue to increase retention rates for key employees: 1.  Strategic use of written employment agreements with the "MVPs" of your business can provide a greater degree of certainty over the term of employment and the circumstances under which the employment relationship may be terminated.  The use of a written contract can help both parties better plan ahead for thr future and strengthen their relationship. 2.  Creative use of equity and "equity-like" compensation for key employees can significantly promote employee morale, increase loyalty, and effectively incentivize key employees by better aligning their interests with those of the company.  For owners who are apprehensive about diluting ownership and taking on a business partner, a phantom equity program can offer key employees the economic equivalent of ownership in the company without the associated legal rights of being an equity owner.  For an MVP whose motto is "just show me the money," a phantom equity program might be effective. 3.  Carefully drafted non-compete and non-solicitation agreements can encourage key employees to stay put (albeit in somewhat negative fashion) or at least limit the potential damage they can do to your business if they jump ship for a competitor. These are just a few ideas to consider, all of which should be tailored to the specific facts and circumstances of your situation and structured with assistance from legal and tax counsel.  Closely Held Businesses and Business Start-Ups 2010-07-20T01:57:12+00:00