201905.01
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Legal Issues For The Entrepreneur

By Kelly Bagla, Esq. When it comes to starting a business, you might be a pro, but what about when it comes to working through all the legal issues you must consider as an entrepreneur when launching your startup? Most entrepreneurs get caught up in the midst of starting their business and quickly forget the legal aspects that need to be considered. To ensure that you avoid the negative repercussions of an avoidable mistake, there are a few common legal issues you should be aware of: BUSINESS STRUCTURE There are several different business structures: Partnerships, S Corporations, C Corporations, Limited Liability Companies, and Sole Proprietorships. All business structures hold very different meanings and offer a variety of different benefits. You should consider if your business is going to remain privately funded, if you plan on taking on investors, and what type of growth you expect your company to have in the future. Making the right decision at the start could save you a lot of money in legal fees. NONDISCLOSURE AGREEMENTS It seems like common sense, you should not talk to anyone about your confidential business information, but it isn’t that obvious to everyone. As a rule of thumb, anyone who interacts with your business, not your clients, should sign a nondisclosure agreement (NDA) to ensure they will not share your ideas with others who should not know. INTELLECTUAL PROPERTY While your business is still small, it is hard to imagine that you could potentially face the issue of people infringing on your intellectual property assets, but it can happen easier than you think. It is worth the investment to both time and money to get your trademarks, copywrites, patents and trade secrets legally registered. VESTING Finding the right co-founder for your business is quite the task. Who do you trust? Who will make a good fit and lead your business in the right direction? It is important that you have a similar work ethic and timelines for investment. Instead of getting all the shares as once, one option to consider is vesting the shares over time. Your equity can be vested over time so that if your co-founder does not end up working out, there is a fair solution and you haven’t just lost half your company. COMPLIANCE There are corporate compliance laws in place that affect companies in various industries. The laws that apply specifically to your business will vary based on the type of business entity you are, the state you do business in, and several other determining factors. Do some research and consult with an attorney to ensure you know what documents should be generated and maintained by your business to remain compliant. You have already put in the hard work to get your business up and running, don’t let a simple and most often costly legal mistake cause you to lose it all. For more information on how to legally protect your business please pick up a copy of my bestselling book: ‘Go Legal Yourself’ on Amazon or visit my website at www.golegalyourself.com Disclaimer: This information is made available by Bagla Law Firm, APC for educational purposes only as well as to give you general information and a general understanding of the law, and not to provide specific legal advice. This information should not be used as a substitute for competent legal advice from a licensed professional attorney in your state.

201904.03
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San Diego Veterans April 2019: INSIDE THIS ISSUE

April is designated as the Month of the Military Child, underscoring the important role military children play in the armed forces community.

The Month of the Military Child is a time to applaud military families and their children for the daily sacrifices they make and the challenges they overcome.

201904.03
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SMALL BUSINESS LAWSUITS: WHAT ARE MY CHANCES OF GETTING SUED?

[img src=”/wp-content/uploads/sites/2/2019/04/Homeland-cover.png” class=”aligncenter”] Starting and running your own business can be incredibly rewarding, but it is also inherently risky. Maybe you’re doing something entirely new and putting your money, time and dreams on the line to make it a success. But sometimes things don’t go as planned. Getting sued, for example, could destroy everything you have worked so hard to build. So, what are your chances of getting sued? What can you do to protect your business? The threat of a lawsuit is very real: over 100 million cases are filed in the US state courts every year. To assess your chances of being sued, the first step is to figure out where you could potentially be liable or otherwise legally responsible. Contract disputes are a very common source of liability for businesses and this liability expands when you have employees. Even your own success may expose you to lawsuits as competitors could file claims for infringement of logos, which is very common as business owners neglect to file a registered trademark for their logo or name. WHAT WILL A LAWSUIT COST YOU? The cost of a lawsuit will depend heavily on the cause of action, whether or not you proceed to trial, and if you win or lose. Pursuing a lawsuit in any capacity can be an expensive endeavor: hiring a lawyer, court filing fees, and discover; it all adds up fast and that doesn’t even include the trial itself. The median costs for a business lawsuit start at $55,000 and can reach well over $100,000. HOW CAN YOU PROTECT YOURSELF? There will always be some risk that goes along with being a business owner, but that should not discourage you. Here are simple ways to protect yourself and mitigate some of the potential damage: Incorporate your business – this can limit your personal exposure Consider alternative dispute resolutions in your contracts – this can avoid the high costs of trial. File for registered trademarks for your business name and logo – this could save you thousands and time in rebranding your business. Always keep a good business attorney on retainer – never make business decisions without talking to your business attorney first. For more information on how to legally protect your business please pick up a copy of my bestselling book: ‘Go Legal Yourself’ on Amazon or visit my website at www.golegalyourself.com NOTHING COMPARES at this price to Go Legal Yourself® Startup Essentials Package. This specialized, customizable package of legal contracts and documents includes everything a startup company needs to protect its assets from the beginning. You won’t find these contracts online anywhere but here. Compare Go Legal Yourself® Startup Essentials Package against the rest: [img src=”/wp-content/uploads/sites/2/2019/04/SMALL-BUSINESS-LAWSUITS-WHAT-ARE-MY-CHANCES-OF-GETTING-SUED-table.png” class=”aligncenter”] GO Legal Yourself! LEGAL DOCUMENTS YOU CAN TRUST. All documents are backed by BAGLA LAW FIRM, APC, a trusted name in law.

201902.05
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Get It In Writing

[img src=”/wp-content/uploads/sites/2/2019/02/Get-It-In-Writing-feature.png” class=”aligncenter”] With agreements being the cornerstone of most business arrangements, I am surprised by the number of business owners who continue to ignore the importance of putting it in writing – that’s right, a written contract. No matter how well-intentioned both parties are, operating on a handshake is far too risky for your business. I think we can all agree that the days of doing business on a handshake are long gone. Some might ascribe this to a decline in business ethics. More charitably, we might attribute it to the overload of information (resulting in “selective memory” regarding verbal agreements). Whatever the causes, the solution is to always GET IT IN WRITING! This is true whether you’re doing business with family, friends or strangers. The purpose of a contract is to outline terms and conditions that are mutually agreed upon by both parties. When you reduce those terms and conditions to writing, you will be surprised at how many additional factors there are to consider. Not putting your agreement in writing, however, prevents you from having that full discussion with the person on the other side of the deal, and sets you up for possible misunderstandings down the line. Good intentions and trust are important to business relationships, but they are not a substitute for a written agreement. 1. Partnership Agreement This document should define among others, such issues as: Each partner’s financial investment as well as non-monetary investment or “sweat equity.” The share of ownership each will relinquish if more capital is raised. How ownership will be redistributed when a partner leaves the business. 2. Employment Agreement Clearly describe expectations and guidelines for employees. Make sure to designate if employees are “at will,” meaning they can quit or be terminated at any time for any reason. Also, if employees are creating copyrightable works, it is important to indicate that their work is “made for hire,” thus, the employer— not the employee—is considered the legal author. Confidentiality and invention assignment agreements could be essential depending on the nature of your business. 3. Business Practices Document your practices including hiring, firing, receiving income, making expenditures, shareholders meetings, stock transfers, and other practices involved in the operation of your business. [img src=”/wp-content/uploads/sites/2/2019/02/Sign-in-Here-img.png” class=”alignleft”] 4. Contracts All business arrangements should be agreed to in writing. Some arrangements require formal contracts with signatures by both parties. You may not think you need to take such formal steps to protect yourself when you are dealing with close friends or family. But my advice is that the closer the relationship the more important it is to put your agreement in writing. Not only will it protect you legally and financially, but perhaps more importantly, this could prevent misunderstandings, hurt feelings, and damaged relationships. For more information on how to legally protect your business please pick up a copy of my bestselling book: ‘Go Legal Yourself’ on Amazon or visit my website at www.baglalaw.com Disclaimer: This information is made available by Bagla Law Firm, APC for educational purposes only as well as to give you general information and a general understanding of the law, and not to provide specific legal advice. This information should not be used as a substitute for competent legal advice from a licensed professional attorney in your state.

201808.02
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Legal Tips for Veterans Thinking about Starting a Business

[img src=”/wp-content/uploads/sites/2/2018/08/cover.jpg” class=”aligncenter”] Fact: People with military experience tend to make excellent entrepreneurs. Starting a business involves planning, making key financial decisions, and completing a series of legal activities. If you are a veteran or active military and you are thinking about taking the plunge into small business ownership, there are plenty of advantages available to you. Here are some tips to get you stated. CONDUCT MARKET RESEARCH Market research will tell you if there’s an opportunity to turn your passion into a successful business. It’s a way to gather information about potential customers. There are free useful tools you can use online to help get you started. WRITE YOUR BUSINESS PLAN Your business plan is the foundation of your business. It’s a roadmap for how to structure, run, and grow your new business. You’ll use it to obtain loans or raise money from private sources. There are thousands of business plans offered online but make sure you get the one that will help you get money for your business. FUND YOUR BUSINESS Your business plan will help you figure out how much money you’ll need to start your business. If you don’t have that amount on hand, you’ll need to either raise or borrow the capital. Fortunately, there are more ways than ever to find the capital you need through veteran focused loans specific to veteran owned businesses. CHOOSE A BUSINESS STRUCTURE The legal structure you choose influences everything from day-to-day operations, to taxes, to how much your personal assets are at risk. You should choose a business structure that gives you the right balance of legal protection and benefits. You will need to choose a business structure before you register your business with the state. Consulting with business counselors, attorneys, and accountants can prove helpful. CHOOSE YOUR BUSINESS NAME It’s not easy to pick the perfect name. You’ll want one that reflects your brand and your passion. You’ll also want to make sure your business name is not already being used by someone else. Do a google search for the name and check the state’s business directory and if the name is available make sure you buy the domain first. PROTECT YOUR BUSINESS NAME Once you have settled on a name, you need to protect it. There are two different ways to register your business name. Incorporating your name as a business name protects you at a state level and trademarking your name protects you at a federal level. GET FEDERAL AND STATE TAX IDS You’ll use your employer identification number (EIN) for important steps to start and grow your business, like opening a bank account and paying taxes. It’s like a social security number for your business. APPLY FOR LICENSES AND PERMITS Keep your business running smoothly by staying legally compliant. The licenses and permits you need for your business will vary by industry, state, location, and other factors. For more information on how to legally protect your business please pick up a copy of my book: ‘Go Legal Yourself’ on Amazon or visit my website at www.baglalaw.com Disclaimer: This information is made available by Bagla Law Firm, APC for educational purposes only as well as to give you general information and a general understanding of the law, and not to provide specific legal advice. This information should not be used as a substitute for competent legal advice from a licensed professional attorney in your state.

201805.06
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Starting a home-based business? Ask yourself these critical questions before launching

What do Amazon, the Walt Disney Co. and Apple have in common? Believe it or not, these iconic, mega-sized companies all started out as home-based businesses. For most entrepreneurs, this is a common—and best—starting point because it eliminates your largest overhead expense. And that’s leasing space, said Marsel Watts, a senior business advisor at leading lender CDC Small Business Finance. While starting a venture from home is often simple, it’s important to complete some foundational steps before launching—including forming a business structure and getting the required permits. If done right, you’ll save yourself time, money and pain down the road. “Entrepreneurs don’t think about the legalities surrounding their home-based business…(until) they’re bringing in income,” said Kelly Bagla, a Southern California business attorney and author of Go Legal Yourself: Know the Legal Lifecycle of Your Business. Avoid this mistake. Ask yourself some crucial questions up-front and follow these recommendations from Bagla and Watts: How important is a name for my business? After deciding what services you’ll be providing, you’ll want to come up with a company name. An ideal one should reflect your brand and help tell your startup’s story. You’ll likely need to register your home-based business and name with your state and local government, depending on your business structure (more on this later,) Watts said. California’s Secretary of State office, for instance, requires applicants to check their proposed name against two databases before adopting it. Rules vary so check the guidelines in your specific city and state. Don’t forget your online presence. Securing and maintaining a website in today’s business world is essential. Check to see if the name you want is available as a domain name. If it is, snap it up and set up a simple, no-frills website to start, Bagla said. How should I structure my business? Structure is important because it will impact everything from paperwork you’ll need to file to the taxes you’ll pay to Uncle Sam. According to Bagla’s book, most entrepreneurs will fall into the sole proprietorship category because it is the easiest to create and maintain. This structure makes the most sense for the self-employed and those who are both managing and owning the business. The biggest downside is, there’s no separation between the individual and the business, which can open you up to legal risk. Other common business structures include: DBA, or doing business as; LLC, or limited liability company; and corporation. You’ll need to file documents with the county or state where your business is based to become one of these entities, Watts said. “They’re required by all businesses and needed to open business bank accounts,” she added. It’s important to note sole proprietorships and DBAs are not legal entities. Those owning a home and running a business may want to set up as an S corporation, Bagla said. This will protect your assets if you are sued. Also, this set-up can provide tax benefits. Ultimately, your longer-term goals will help dictate which structure will work best for you. After incorporating, don’t forget to keep up with state requirements, from holding board meetings to filing an annual report. This is all part of corporate compliance, Bagla said. What licenses do I need to operate my business? You’ll need to get a business license. They are issued and required by the city where your home-business is located, Watts said. Here are other licenses and permits you may need, depending on your products or services: Seller’s Permit: required if you sell a product. This is issued by the state Board of Equalization. Employer Identification Number, or EIN: It’s like a Social Security Number for businesses. This is needed to open business bank accounts. State Employer ID Numbers & Payroll Taxes: You’ll need this if you have employees; this is issued by the State Employment Development Department. State Franchise Tax Board: required for income taxes. What if I’m operating a food business? If you’re making baked goods or other foods, then you’ll need to obtain the right documentation before touching a mixer or oven. Counties typically require a cottage food operator license. This is required if you’re preparing and/or packaging certain foods in private-home kitchens, Watts said. Also, you need to get a health permit through your county and state. How does living in an HOA affect my home-based venture? Are you planning to see clients in your home? Home-based business owners who live in a homeowners association will want to make sure this practice won’t violate any association guidelines. Violations can lead to fines and headaches from neighbor disputes. Do I need to buy business insurance? Business insurance, mainly liability insurance, is a must-have, Bagla says. She also recommends getting quotes from a broker who specializes in this type of insurance rather than a generic insurance broker. How much you’ll need to buy will likely depend on projected revenues. The big takeaway The main idea here is to do your due diligence before launching a startup. Feeling overwhelmed? Don’t hesitate to reach out to trained professionals for guidance. “It really pays off to see an attorney when starting off your business,” said Bagla, who has helped some of CDC Small Business Finance’s clients with incorporation and other legal matters. CDC’s team of experienced business advisors work with our potential and current borrowers with business strategy, credit repair and much more. If you are ready for a small business loan, reach us at getadvice@cdcloans.com or 619-243-8631.

201802.09
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STARTING A BUSINESS

As a San Diego business attorney, I am frequently asked: “What type of business should I be?” It generally depends on what kind of business you want to conduct. The type of business entity should reflect the kind of business you do.