201908.01
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Funding Your Startup

By Kelly Bagla, Esq. Contrary to popular belief, money does not grow on trees. If you want to start your own business but do not have the funding, you can still get it off the ground in a number of ways. As a business attorney and an entrepreneur, I admire anyone who wants to create a company. It’s not easy, in fact, only half of small businesses in the United States will survive through their third year of operations. Furthermore, just 22% of those businesses make it through ten years. I’m hitting my tenth year in October 2019. Based on this information, it’s clear that failure is more frequent than success when it comes to starting a business. While running a startup may be difficult, it is also extremely rewarding, but getting your startup off the ground is the first step and in order to do this you will need money. Below, I have outlined some ways for you to get your startup funding. CREATE A DETAILED BUSINESS PLAN Before you do anything, you will need to have a clear understanding of how you plan to operate your business. A business plan will increase your chances of securing funding. Companies that have a business plan also have higher growth rates because investors want to see financial projections and that your business has a clear path of where it is going, before they consider giving you any money. CREATE RELATIONSHIPS WITH YOUR LOCAL BANK Create relationships with the banks you use for your personal banking by setting up appointments with the local loan officers. Explain to the loan officer how much money you need and what it will be used for. Depending on your situation, you may qualify for loans for certain aspect of your business, such as equipment. You could also try a personal line of credit. PERSONAL SAVINGS You could consider funding your startup with your own funds. If you have some money saved up, you could use it to launch your business. It could be risky but if you are willing to bet on yourself, there are some positive factors to this route: you keep all the equity, you keep all the profits, and now you have just become an attractive prospect for others to give you funding. SEEK HELP FROM FRIENDS AND FAMILY Usually, friends and family are second on the list for top startup funding sources. These are the people who trust you and believe in you and are more willing to loan you money. This funding can be secured by stock in your company or repayment with some sort of interest. This way you are not taking advantage of your friends or family but are willing to work hard to repay the loan with some gains. VENTURE CAPITALISTS Venture capitalists, also known as VC firms, in vest in the early stages of startups in exchange for equity or stock. If you decide to take this route, be prepared to give away a portion of your business. That’s not always a bad thing. A VC firm can provide you with other resources that can contribute to the success of the company. ANGEL INVESTORS Although these terms are often used interchangeably, angel investors differ from VC firms. While angel investors can take an equity share of your startup in exchange for their investment, their funding can also be exchanged for convertible debt. Usually, angel investors are entrepreneurs themselves and if you find the right one, you may benefit from their expert advice and management skills. It is more common for angel investors to supply funding to your business when you are still in the early states, whereas, VC firms typically look to get involved a little bit later. CROWDFUNDING Take advantage of the resources available to you online. You can use crowdfunding websites to raise capital. If your project is promoted properly, you can raise a lot of money. While most people think of Kickstarter when it comes to crowdfunding platforms, there are some alternative websites you can consider, such as, AngelList, CircleUp, CrowdFunder or Fundable. Strategic Partners Getting a strategic partner for your startup can help accelerate the development of your business. Between the two of you, you might have enough money saved to get your startup off the ground. While strategic partners may be able to bring new ideas and solutions to your startup, they can also help you succeed faster in attracting bigger funding sources. Starting a business is exciting but it’s not cheap 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.

201907.01
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Importance Of A Partnership Agreement

By Kelly Bagla, Esq. As a business attorney, I frequently encounter disputes between business partners, which can be easily avoided. Even the best of friends or close family friends should create and sign a business partnership agreement to avoid miscommunications and legal problems that can arise even when there’s no disagreement. A partnership agreement is a contract between partners that contains terms like the business’s purpose, partner contributions and voting rights. The purpose of a partnership agreement is to protect the partner’s investment in the partnership, clearly define the rights and obligations of the partners, and determine the rules of engagement should a disagreement arise among the partners. A well written partnership agreement should reduce the risk of disputes between the partners. OWNERSHIP A partnership agreement spells out exactly who owns what percentage of the business. A majority partner might take on more of the responsibility in exchange for more of the profits. A majority partner might ask for the opposite scenario, taking less day to day responsibilities in exchange for putting up a bigger investment and taking a larger share of the profits. If the business is sold, a partnership agreement decides who gets what. CONTROL When two partners who each own 50 percent of a company disagree, this can lead to problems that include one partner making decisions without consent of the other. Even when one partner is a majority owner, both partners can make decisions without approval of the other unless a partnership agreement limits that decision-making authority. An effective partnership agreement places limits on decisions either party can make or awards control of the business to one of the business to one of the partners. For example, the agreement might contain a clause that neither partner can spend more than a certain amount of money, add or change products or services, relocate the business, sell to a new partner, hire or fire key staff or close the business without the written approval of the other. LIABILITY Some partnerships are general partnerships with the partners sharing responsibilities and liabilities. Other agreements are limited partnerships with one or more partners acting as an investor with limited or no activity in the business and little or no liability. A partnership can protect partners who want to share in the profits without becoming actively involved in the operations and opening themselves up to legal problems, such as lawsuits or tax liens. DISSOLUTIONS When on partner wants to end a partnership, it can cause significant hardship on the other. A partnership agreement should lay out how the business can be dissolved or a partnership transferred. Partners often go into business together because they trust one another and enjoy working together. Some put a clause into their contracts that one partner may not sell his or her share to a third party without offering the original remaining partner an opportunity to buy out the other. In other cases, partners might need approval before they can sell to a particular party. Several partnership agreements protect partners in the event of the death of one partner. In many general partnerships, the partnership usually ends with the death of one of the partners. The remaining partners may draw up a new agreement. Some partnership agreements address the rights of heirs, with some agreements allowing the remaining partners to buy the shares of the deceased partner’s interest, rather than allowing a spouse or child to become a partner. Partnership agreements can lay out who owns assets, such as the business name, customer list or other assets if the business is dissolved. 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.

201906.01
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Is Your Website Legal?

By Kelly Bagla, Esq. It doesn’t take much these days to start your own website. In just a few simple steps and without ever learning a single word of code you can use intuitive website builders to help you set up your online business within minutes. But creating a site comes with legal rules and regulations. Do you know your rights under copyright law? How about your responsibilities towards preventing plagiarism? And do you know all of the vast website legal requirements under information security and cyber law? BASIC RULES RELATED TO WEBSITE LEGAL REQUIREMENTS If you get caught breaking any of the rules around web ownership, you could be in big legal trouble that could cost you thousands. Make sure you follow the website requirements below to minimize your risk: MINIMIZE RISK OF USER GENERATED CONTENT In today’s digital world, user generated content is king. It can add new levels of engagement, credibility and authority to almost any website. While you may decide to take advantage of it, hosting content that is created by others also opens you up to a myriad of risks. For example, who owns the content once it’s published on your site? What if the content isn’t original? To reduce the risk as a website owner of hosting user generated content develop clear and simple terms of use policy that tells others you forbid the use of any plagiarized content. OBTAIN NECESSARY LICENSES It’s a known fact that images and graphics convert more traffic than text alone. Depending on the type of image you are displaying on your website, you may be required to apply for certain licenses. If you’re using photos and images that do not belong to you, you may need to pay for the use of a license from the supplier. Be sure to read the fine print as to how you can and cannot use the image. DISPLAY TERMS AND CONDITIONS Depending on the nature of your site, you may want to include a listing of the terms and conditions of using your website. The specifics of the terms and conditions you’ll want will depend entirely on the specifics of your site. For example, if you sell goods, you may want to list the terms of the sales including how you handle returns and refunds. If you provide advice, you’ll want to specify that such advice is general and for informational purposes only. DISPLAY PRIVACY POLICY A privacy policy is one of the most important legal requirements for any website. This policy clearly defines how you are going to use your visitor’s data. Not only is it a significant part of legal requirements but a privacy policy limits your liability if any of the private information you have collected on your visitors is ever hacked by a third party. DISPLAY DISCLAIMER Sometimes problems occur because websites may have caused harm to someone. As the owner, it is your responsibility to pay for such damages. However, if you have a disclaimer placed on your website stating you are not responsible for omissions or errors or the way people use your website, this could limit your liability. DISPLAY COPYRIGHT NOTICE Your copyright notice makes your visitors aware that your content is legally yours and they do not have the right to use it without your permission. A copyright notice, though not required, is a good way to deter visitors from using, stealing or borrowing your materials from your site. 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.

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.