Thursday, March 16, 2017
Starting a business is usually very exciting. But choosing the right type of structure for your business can be confusing. There are a lot of legal structures you can choose from, and all have their advantages and disadvantages.
The decision that you make could have a big impact on the type of paperwork you fill out, the type of liability you might face, and the amount of money you pay in taxes. If can also affect how future business partners and investors might deal with you.
Read more . . .
Tuesday, October 18, 2016
What incentives are available for Nevada-based artisans and craftsman?
Running a small business in Nevada comes with many challenges, particularly in bringing goods and services to the market. For those entities that actually make their products in the state, the Nevada Small Business Development Center (SBDC) has long championed manufacturers and artisans that create home grown goods.
Made in Nevada
The SBDC's "Made in Nevada" initiative has been supporting and promoting Nevada-made products for over 25 years. The entity is set up as a nonprofit and is dedicated to helping local businesses market and brand goods that are primarily grown, made or enhanced in the state. Made in Nevada is also aimed at steering local residents to support businesses in their community.Read more . . .
Saturday, September 3, 2016
What is involved in bringing a professional football team to Nevada?
Football fever has arrived, but this year it has new meaning in Nevada as the possibility of the Oakland Raiders® professional football team eventually relocating and becoming the Las Vegas Raiders™ is making national news.
Business planning attorneys must negotiate the terms of the proposed, complex deal and do local due diligence in order to make the new business venture a reality. While it involves some generally uncontested matters, such as applying for a trademark for the Las Vegas Raiders™ (believed to be in the works), other issues to resolve are more complex and challenging for negotiators.
Read more . . .
Monday, May 16, 2016
How will I know if I'm choosing the right attorney to help me purchase a small business?
Which lawyer you choose when purchasing a business is important since the experience, knowledge and negotiation skills of your attorney can have a major effect on whether your purchase is successful or not. Unfortunately, the average person chooses a lawyer too quickly, without sufficient investigation into the reputation of the individual attorney or the law firm he or she works for.
Necessary Steps To Assess Your Lawyer's Qualifications
In order to ensure that you are hiring a skilled and reputable attorney, you should:
Interview the Lawyer -- During the original meeting, remember that you are "shopping" for the best fit, legally and personally. Make sure the attorney you're interviewing is experienced with small business sales and acquisitions. An excellent personal injury or criminal attorney who dabbles in business purchases would not be a good choice.
Read more . . .
Sunday, February 21, 2016
What is the status of the Adam’s Hub Incubator?
Starting a new business involves a number of considerations, such as choosing the right business structure and protecting the business from legal claims, as well as attracting customers. Along the way, small business owners and entrepreneurs often rely on the advice and support of a wide range of individuals and entities with a track record of business success.
Carson City’s Start-Up Incubator
Now, Carson City’s Adam’s Hub start-up incubator is providing a “centralized hub for start-ups and support for small businesses and individuals,” according to the hub’s chief professional officer, Miya McKenzie.
The purpose of the hub is to provide an environment for start-ups to launch and then move out once the business if off the ground. Adam’s Hub has grown into an 8,200 square-foot facility that features over a dozen private offices, four high-tech conference rooms, and open work space for virtual businesses, even shared kitchens, office equipment, showers, lockers and post office boxes. The goal now is for the hub to expand its client base.
The hub offers small business counseling from Carson City’s business managers, advice on funding alternatives, open areas to workers, as well as services for so-called soft skills, such as interviewing and resume writing. Based on results from the first year, Adam’s Hub is proving to be a successful venture as it is taking on more space downtown and attracting a variety of new business entities.
Members of Adam’s Hub
The hub offers three types of memberships:
- Dedicated office clients, who pay $500 per month for a private office, mentoring and shared services
- Virtual clients, who pay $250 per month for open workspace, mentoring and services
- Co-workers, who pay $150 a month to work in the common area and use shared services
Adam’s Hub relies on 40 volunteer mentors who provide guidance to both the office and virtual clients, and mentoring is the leading reason for the hub’s appeal. These mentors are entrepreneurs who offer advice on matters like trademark law and on understanding how to attract angel investors. Clients can also apply for pre-seed funding in amounts up to $25,000, and the hub plans to expand its funding capabilities. By partnering with other Nevada-based organizations, the start-up incubator plans to expand its range of services to include providing advice on marketing.
While the hub is opening new doors for start-ups, small business owners and entrepreneurs also need to understand the risks associated with a particular business ventures, and the complexities involved in acquiring seed capital. If you are starting a new business, it is essential to engage the services of a qualified attorney with expertise in business development.
Saturday, November 21, 2015
I have worked hard to establish my own business. How can I pass it on to my loved ones?Succession planning
for a family business can be a tricky proposition. What happens if the next generation just isn’t that interested in running the business? What if there is a difficult relationship among the family members who will all be involved in the business? How can something be passed on to members of the family who do want to be a part of the business while circumventing the family members who are reluctant to participate? How can the business owner manage these problems?
Perhaps one of the more obvious ways business owners can deal with these problems is that they can pick and choose for themselves and dictate the plan for the future. But isn’t there a better way? Suppose the next generation is actively consulted and individual preferences are taken into account when it came to passing things on? This approach might put the success of future family relationships and business relationships on equal footing.
In such a situation, the business owner might find that the next generation shares his or her vision for the future of the company. Even if this is not the case, it doesn’t mean that all is lost. Certain members of the next generation may have important things to add to the discussion even if they have differing views. In such instances, it can benefit all parties if the business is split into different units, or if certain members of the next generation are bought out by other members. Such a result may be the “Plan B” for current ownership, but may be best for the future of the company. It also may be best for the future of the family, because business relationships can run the risk of tearing families apart. In the interest of maintaining a successful business enterprise and keeping the family peace, instead of dictating the future to the next generation, it may be advantageous to let the next generation be a part of the planning process.An experienced business planning attorney
can help you and your business navigate the passing of your business successfully to the next generation.
Saturday, November 7, 2015
What do I need to know about the new Nevada commerce tax laws?
The state of Nevada has been a proud supporter of out-of-state businesses for years – imposing the attractive corporate income tax rate of zero percent. Aside from Delaware, Nevada’s low incorporation fees and friendly tax laws make it one of the most popular incorporation states in the U.S.
However, on July 1, 2015, these perks were tweaked by the legislature’s new commerce taxes, which apply to those with Nevada-source income. The following are some of the highlights of the tax bill:
- Businesses reporting a gross, in-state revenue in excess of $4 million will be subject to a commerce tax. The rate will vary depending on the industry, and will range from 0.051 percent to 0.331 percent.
- Regardless of income, all businesses incorporated in Nevada must file an annual Commerce Tax Return.
- Commerce taxes are due within 45 days of the taxable year.
- In-state license fees for corporations have increased from $200. to $500. However, license fees for pass-through entities remains fixed at $200.
While Nevada is still a highly attractive state in which to incorporate, it is important to be mindful of these recent tax law changes – as hefty penalties await any business that does not adhere to the new changes. According to the Department of Taxation, entities required to file a Commerce Tax Return include corporations, S corporations, partnerships, proprietorships, limited liability companies, business associations, joint ventures, limited-liability partnerships, business trusts, professional associations, joint stock companies, holding companies and any other person engaged in a business.
Moreover, there are special exemptions, deductions, and classifications under the law – particularly pertaining to the gaming and entertainment industries. To ensure compliance, contact an attorney today.
Thursday, June 11, 2015
What are the Nevada laws concerning wages and overtime, and what can I expect in the future?
Under current Nevada law, minimum hourly wage for most workers is $8.25– or $1.00 more than the federal minimum wage. However, the $7.25 minimum wage still applies to workers who are offered health insurance benefits by the employer. As well, overtime is payable to any employee who makes less than one and one-half times the minimum wage (either $12.38 or $10.88, depending on the situation). For employees in this category, overtime payments are due on wages earned beyond eight hours in 24-hour period. For employees earning more, overtime is still due for time worked beyond 40 hours in one workweek (unless the employee agrees to work four 10-hour shifts). In any event, overtime wages are calculated at one and one-half times the employee’s regular rate of pay.
In April, 2015, a proposed bill was introduced to the Nevada General Assembly for consideration by the Assembly Commerce and Labor Committee. Under the provisions of SB 193, minimum wage for employees who are not offered health insurance would rise to $9.00 per hour, while minimum wage for those offered insurance would remain at $7.25.
However, the bill also works to repeal the special overtime provision already in place that requires employers to pay overtime to higher-earning employees working beyond 40 hours in one work week. The overtime requirements for lower wage earners working longer than eight hours in a single day would remain in place, however.
Cheers and jeers
The proposed legislation was lauded by several employee-rights groups, who pointed out that many low-earning Nevadans without health insurance are capped at 30 hours per week in employers’ attempts to curtail the effects of the Affordable Care Act. According to one Nevada lawmaker, the proposal would actually allow employees to take home more money at the end of the pay period.
By contrast, several Nevada  businesses have protested the minimum wage hike, stating that it would result in increased prices and decreased employment positions. In the words of one Reno-area sandwich maker, “[i]ncrease the minimum wage, and you'll have kiosks instead of cashiers.”
If you are starting a business or would like to know more about employment laws in Nevada, please contact the experienced Las Vegas business law attorneys at the Stone Law Offices by calling 877-905-0890 today.
Wednesday, June 10, 2015
I am in my 60’s and spent a lifetime building a successful business. What pitfalls should I look to avoid in estate and succession planning?
According to statistics, family-owned businesses account for 78 percent of all job creation, 60 percent of the nation’s employment, and a staggering one half of the nation’s entire gross domestic product. For small business owners, relinquishing or expanding control of the enterprise can be an unnerving thought – but one worth having. The following are five general issues to consider when thinking about family business succession and estate planning:
#5: Management Transition: Don’t panic – management transition does not necessarily mean giving up ownership of the business outright. Instead, this concept refers to the change in responsibility over the day-to-day operations, which may be a welcome adjustment after decades of 80-hour work weeks!
#4: Considering a Buy-Sell Agreement: A buy-sell agreement is a contract entered into between multiple owners of a company. If this applies to your structure, this agreement coupled with a value-congruent life insurance policy can help plan for the major triggering events often contemplated, including death, disability, or divorce.
#3: Reducing Tax Liability & Liquidity: Estate tax + illiquidity = nightmare. In other words, a highly-leveraged company or one without much cash on hand could be forced into a fire sale to reduce estate tax exposure in the event of the sudden death of the owner(s). Proper pre-planning with an attorney and/or tax professional can help avoid this disastrous result and keep the family business where it belongs: in the family.
#2: Ownership Changeover: A comprehensive succession plan must include provisions for the change of ownership. As difficult as it may be for a founding owner to relinquish the reins, it is vital to ensure that in the event of an unexpected death or disability, the plans moving forward are clear and concise. Otherwise, turmoil, conflict and litigation will inevitably ensue.
#1: Integration of Personal and Business Estate Planning: For small business owners, the personal and business estate plans should not only refer to one another, but must be consistent and not contradictory. Too often, testators leave their entire estate to one child, only to leave the business to another child in a separate succession plan. This conflict will inevitably invite confusion, and potential hostility.
If you are one of the millions of Americans owning a small business, please contact Las Vegas business succession planning attorneys at the Stone Law Offices today: 877-905-0890.
Monday, June 8, 2015
What do I need to know about non-compete agreements in the purchase or sale of a business?
Over the past few years there has been an explosion in demand for non-compete agreements, and a corresponding demand for legal advice on getting around overly restrictive agreements.
Non-compete agreements are contracts that are designed to prevent a previous employee or business owner from working for a competitor or starting a new business that will compete with the business they are leaving or selling. Non-compete agreements used to be relatively rare, often applying only to those at the very highest levels of a company or employees that had had access to sensitive information. However, in the past few years they have become very common, in fact, Jimmy Johns was in the news recently for making its sandwich makers sign non-competes.
Despite their popularity, some states, most notably our neighbor, California, will not enforce non-compete agreements. The courts in other states remain skeptical of non-compete agreements. In order to be enforceable, the agreement must be limited in scope - both geographically and time-wise; and be designed to protect a legitimist business interest.
For example, an agreement that barred a baker from opening a competing bakery in the same town within one year of selling his or her bakery to another baker would probably be enforceable. But an agreement that prevented the baker from opening a bakery anywhere in the state for the next five years would probably not be enforceable.
If you are considering selling or buying a business, non-compete agreements are definitely something you should be thinking about. From the buyer’s perspective, it gives you breathing room to establish the business as your own without worrying that the previous owner, who knows the market and has the skill-set for success in that area, will come back in (or sell their knowledge to someone else) and take away your customers. From the seller’s perspective, you want to make sure you are free to move on with your life without being condemned to the unemployment line.
When structuring a non-compete agreement, or looking for ways to challenge one already in place we consider several factors:
• What geographic area is covered? Does the agreement cover similar businesses across the street? In the same city? Within 50 miles? Within the same state? The larger the area the agreement covers, the less likely a court is to enforce it.
• How long does the non-compete agreement last? How long will it take for the new owner to establish the business as his or her own? How quickly will the knowledge/reputational advantage the former employee or previous owner fade?The shorter period of time the contract covers the better in the eyes of most courts.
• Does the business legitimately need protection? Is there a special product, process, or method of doing business that sets this particular business apart from its competitors? Is there proprietary information involved?
• Would an agreement leave former employees and/or the previous owner unemployable? The courts will generally not enforce contracts that totally deprive people of their ability to earn a living.
Las Vegas business law attorney Craig Stone has the knowledge, skills, and experience necessary to balance all of these competing interests and craft a non-compete agreement that works for all parties involved. Call (877)905-0890 today to schedule a free consultation.
Friday, June 5, 2015
When You Buy a Business Are You Buying Their Lawsuits Too?
It’s a nightmare scenario, you buy a business and then a year later are hit with an employment discrimination lawsuit from an ex-employee that you never even knew existed. This nightmare is a reality for all too many new business owners.
Careful, Customized Drafting
Your business deal is not cookie-cutter, but it is going to be treated as such if you don’t take the time to find a business law expert rather than relying on the family lawyer or other that is inexperienced in this area. Business law is different, and it takes a business lawyer to know exactly what provisions need to be drafted so that you get all that you want, and avoid taking on responsibility for things you don’t want, when the deal is done.
There are several critical provisions that need to be included in asset purchase agreements to protect you from assuming unwanted liabilities. The assets and liabilities being purchased must be clearly defined, an indemnification provision protecting you from liabilities that you are not assuming needs to be included and adequate warranties and representations must be given by the seller.
Comprehensive Due Diligence
The company’s financial statements and tax returns must be thoroughly examined. Beyond that, all contracts in place and recently completed or terminated should be scrutinized. The company’s insurance coverage must also be looked at. If at all possible, the seller should be required to stay in business in the legal sense and to maintain its liability insurance for a period of time after the sale takes place so that it is the entity on the hook should an unanticipated lawsuit pop up. This is one of the best ways to prevent surprise lawsuits from being filed against you as the new owner.
Finally, an investigation into the business’s legal liabilities must be undertaken. Any attorney should be able to find out if there are any adverse judgments or pending cases that have not been disclosed. An attorney should go a step further and endeavor to discover if there are any threatened or potential lawsuits out there.
The experienced business law attorneys at Stone Law have been crafting asset purchase agreements designed to protect buyers from unwanted liability and doing comprehensive due diligence checks since 1993. We serve clients throughout Clark County, Las Vegas, Henderson, Boulder City, North Las Vegas, Summerlin, Carson City, Reno, Washoe County, and Nye County, so call us today at (877)905-0890 to schedule your free consultation.
S. Craig Stone II of Stone Law Offices, Ltd. serves clients throughout Clark County, Southern NV, Las Vegas, Henderson, Boulder City, North Las Vegas, Summerlin, Carson City, Reno, Washoe County, and Nye County. Also serving clients with asset protection nationwide.