A Legal Checklist – Issues to Consider Every Year

What to Put on Your Legal Checklist

 

Legal Checklist

It is important to take stock of legal matters each year. A checklist can help you stay organized.

The start of the year is a good opportunity to take a look at the important legal matters that have shaped your life over the last 12 months and take stock of any matters that need your attention.  The following is a summary of issues to assist you in resolving your 2016 legal issues and get you ready to face any changes coming your way in 2017.  We hope using this checklist will ease your mind and bring you comfort that you are ready to take on the new year:

  • Have you made a will?
    • Do you need to update an existing will?
    • Are you satisfied with the choices you’ve made for your estate and arrangements for your children should you pass away unexpectedly? If this year has taught us anything, it’s the necessity for Estate Planning in such uncertain times.
    • Do you have a Power of Attorney or do you know someone who needs a Power of Attorney?  With an ever aging population of Baby Boomers, it is very helpful to plan ahead and have the authority to make changes when the time comes.
    • Do you have a living will or know someone who needs one?  Don’t let your health care decisions be made by others.  Take control of your own destiny.  A living will can provide you peace of mind that your medical care will be handled your way.
  • Check your beneficiary designations on your life insurance policies, investment accounts, and retirement accounts.  Make sure that you know who is entitled to money should you pass away.
  • Check your W4.  Do you want to keep the same exemptions in 2017 that you had in 2016?  A marriage, divorce, or death can change things.
  • Gather your tax documents and be ready to take on the 2016 tax season.
  • Do you need to change the title of a car or home or other property?  Marriage, divorce, and death can require changes.
  • Now is a good time to review your auto, home, health, life or other insurance policies to make sure you have the appropriate coverage.  Do you have any balance left in your Health Savings Account?  Do you have the proper selections you want for 2017?
  • When was the last time you got a credit report?  Make sure you know everything the creditors know.
  • Are you saving for college?  Are you interested in putting money aside but don’t know how to get started?  Now could be a good time to look into a PA 529 and its tax benefits.
  • Are you getting married this year?  Are you getting divorced?  A pre-nuptial and post-nuptial agreement can help simplify the future and give you peace of mind.

Conclusion

Remember, you should consider your legal checklist each year. If you find you need assistance, do not hesitate to contact our firm. Since 1962,  Hoffmeyer & Semmelman  has taken pride  in educating the public.  We are  always grateful for the opportunity  to  proactively assist  with the  legal needs of our clients.

 

By:  Katharine S. Marteny, Support Professional

Reviewed by:  James G. Keenan, Esquire

© Copyright by Hoffmeyer & Semmelman LLP,  January 2017

ABOUT THE AUTHOR

Katharine (Katie) Marteny recently joined the staff of Hoffmeyer & Semmelman, LLP as a Support Professional in the Family Law Division.   Katie earned a B.S. in Environmental Resource Management from the Pennsylvania State University and obtained a Juris Doctor from Temple University Beasley School of Law.   Katie  Marteny is a talented and welcome addition to staff.

Positives and Negatives of Corporations in Pennsylvania

Forming a Corporation in Pennsylvania

Pennsylvania Corporation

Corporations are a complex form of business structure, but performed correctly can be a smart way to organize your company.

Previously, we explored the business entity called an LLC. We explained why LLCs can be advantageous here in Pennsylvania.  Another business form that can be extremely useful is the Corporation. Our focus in this article is on a for-profit business. The corporation can be a C corp. or an S corp..

Why Corporations?

Corporations are their own legal entities. In other words, they are legally separate from their owners. This separation is useful because it provides the highest level of protection from potential personal liability. Corporations are flexible in terms of capital structure, and if you are seeking venture capital, you are more likely to be successful if you use this business form as opposed to other types of entities. Venture capitalists prefer the corporate structure due to its separate nature.

The Negatives

Corporations are the most formal of business entities. There are many requirements to running one that must be met. Failure to meet the requirements is problematic in terms of both taxes and personal liability. Taxation is a negative in that they experience what is called double taxation. This means that profits are taxed twice and the owners do not get the personal benefits of losses, unlike in LLCs, for example. Record keeping is very formal and has specific requirements.

S Corporation

There are two types of corporations. C Corp and S Corp. S corps. are similar to C corps. The main difference involves forms filed with the IRS related to taxation. S corps. have both profits and losses pass-through and thus avoid double taxation. You must form a C corp. before you can form an S corp. S corporations have limitations that C corporations do not have.  These includes limitations to the capital structure as well as specialized requirements on who may be a shareholder.

Setting up a Corporation in Pennsylvania

The process of setting up a corporation seems straight forward, but the reality is quite different. It is critical to set your business up properly from day one. Due to the formalities, it is easy to make a mistake. If you do, you can lose the protections that are the reason to set up a corporate entity in the first place. Some of the steps include:

  1. Choose a name. Your name must be unique. You are also are required to use the proper designation as part of your name, which might include, incorporated, corporation, limited, corporation and so on.
  2. Create and file the articles of incorporation. These are the documents that must be created and filed with the Pennsylvania Department of State. Every I must be dotted and every T must be crossed in this process.
  3. Appoint a Registered Agent. This is the person or business in the state of incorporation, who is willing to accept legal papers if the corporation is sued. If you incorporate in Pennsylvania, your agent must be in Pennsylvania.
  4. Prepare Bylaws. Corporate bylaws are the documents that detail how you will run your corporation.
  5. Create a Records Book. This is where you will keep all of your documents. Stock certificate and stubs, minutes from meetings and so on.
  6. Appoint Directors. These are the individuals who will serve on the board of the corporation. Frequently you will first pick initial directors and then identify new ones during your first meeting. You will want to purchase insurance to protect the directors and operators of your corporation as well.
  7. Hold Board of Directors Meetings. You will hold your first meeting and, then  you can appoint corporate officers. There are a number of technicalities that must be met during your first directors meeting.
  8. You will issue stock to your shareholders. Small corporations may not be required to follow the same regulations as larger corporations. It is critical to meet the requirements.
  9. Make Certain to Comply with the Law. Tax is complicated for corporations. It is critical that you follow the tax laws. You must also follow any other legal requirements specific to your type of business. This would include obtaining a business license, for example.

As you can see. There are quite a few steps to forming a corporation. The complexity can be worth it though, if you have the type of business which requires the protection and formality a corporation offers.

Hoffmeyer & Semmelman Can Help you Form your Corporation in Pennsylvania

If you are considering forming a corporation in Pennsylvania, our business attorneys can help. We will first explore whether a corporation is the right business entity for you. If it is not, we will help you form the correct kind of entity. If a corporation is the best choice, we will take you through all of the steps, from helping make certain the name is available, to drafting the bylaws and all of the other required parts. In addition, we can maintain a relationship with you throughout the life of your business to make certain you meet all legal requirements. Contact us today for all of your corporation formation and management needs.

 

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