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Organizing Corporate and Other Business Enterprises

Organizing Corporate and Other Business Enterprises

Organizing Corporate and Other Business Enterprises, 6th edition, eBook, by Mark Lee and Leonard Gross is a one-volume treatise detailing the various aspects of setting up small business enterprises.


Availability: In Stock
Publisher :LexisNexis Electronic Publications
Format: mobi , eBook

ISBN: 9781579112684

2012
 
$541.00
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    Organizing Corporate and Other Business Enterprises is an eBook treatise detailing the various aspects of setting up small business enterprises. Among the business entities discussed are individual proprietorships, general and limited partnerships, closely held corporations, not-for-profit corporations, and limited liability companies. Tax, financing, and management considerations are reviewed. The publication covers much more than the title indicates, it deals not just with organizing business enterprises but also with selected, tangential problem areas, e.g., fiduciary obligations of officers and directors, managing risk, employee benefits, etc.

    This publication is a practice guide to legal and tax factors to be considered in selecting a form of business organization. It is intended for the attorney who is advising proposed or existing small businesses. Organizing Corporate and Other Business Enterprises provides assistance from the inception of an enterprise through the death of the owners or the termination of the enterprise. Coverage includes: strong federal tax analysis, which is especially important for choice of entity classification, including S corporations; corporate domicile; promoter's rights; and initial capitalization.

    • Updated annually.
    • First published in 1949.
    • Revised Sixth Edition published in 1998.

    CHAPTER 1 ORGANIZING A BUSINESS: KEY CONSIDERATIONS, THE ROLE OF THE LAW, AND THE ROLE OF THE LAWYER
    APPENDIX 1A JURISDICTIONS SUBSTANTIALLY ADOPTING THE REVISED UNIFORM PARTNERSHIP ACT (RUPA)
    APPENDIX 1B LIMITED LIABILITY PARTNERSHIP (LLP) STATUTES
    APPENDIX 1C LIMITED LIABILITY LIMITED PARTNERSHIP (LLLP) STATUTES
    APPENDIX 1D LIMITED PARTNERSHIP STATUTES
    APPENDIX 1E: LIMITED LIABILITY COMPANY (LLC) STATUTES
    CHAPTER 2 LEGAL ETHICS PROBLEMS OF LAWYERS REPRESENTING SMALL BUSINESS
    APPENDIX 2A Sample Letter Declining Engagement
    APPENDIX 2B: Sample Retainer Agreement for Multiple Representation of Initial Investors in Business
    APPENDIX 2C: Sample Disclosure Letter for Attorney Serving as Corporate Counsel and Director
    APPENDIX 2D: Sample Withdrawal from Representation Letter
    CHAPTER 3 FINANCING A BUSINESS
    APPENDIX 3A: UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
    APPENDIX 3B List of States that Have Adopted Small Corporate Offering Registration ("SCOR") with Citations
    APPENDIX 3C List of States that Have Adopted Some Version of the Uniform Limited Offering Exemption with Citations
    APPENDIX 3D: S.E.C. REGULATION S-B INTEGRATED DISCLOSURE SYSTEM FOR SMALL BUSINESS ISSUERS
    APPENDIX 3E: SEC RULE 262 ("BAD BOY" PROVISION)
    APPENDIX 3F: NOTICE OF SALE OF SECURITIES PURSUANT TO S.E.C. REGULATION D, SECTION 4(6), AND/OR UNIFORM LIMITED OFFERING EXEMPTION
    CHAPTER 4 "LOCATION, LOCATION, LOCATION:" WHICH STATE? TAX AND OTHER LAW RELATED CONSIDERATIONS
    CHAPTER 5 LIMITING THE RISK OF LOSS: "ORGANIZATIONAL PRECAUTIONS," CONTRACT CAPS, INDEMNITY AND INSURANCE
    APPENDIX 5A SAMPLE EXCULPATORY CLAUSE CONTRACTUALLY LIMITING AN ENTERPRISE'S LIABILITY
    APPENDIX 5B: SAMPLE CHARTER PROVISION LIMITING DIRECTORS' LIABILITY
    CHAPTER 6 TAX MATTERS
    APPENDIX 6A State Statutes for Converting a Partnership to a Limited Liability Organizational Form
    CHAPTER 7 CONTROL AND MANAGEMENT OF AN ENTERPRISE
    CHAPTER 8 THE FORMALITIES
    APPENDIX 8A: APPLICATION FOR EMPLOYER IDENTIFICATION NUMBER
    APPENDIX 8B RESERVING A NAME
    APPENDIX 8C: PARTNERSHIP FORMS
    APPENDIX 8D: LIMITED PARTNERSHIP FORMS
    APPENDIX 8E: LIMITED LIABILITY COMPANY FORMS
    APPENDIX 8F: CORPORATE FORMS
    APPENDIX 8G: WHERE TO FIND DOWNLOADABLE FORMS & OFFICIAL INFORMATION ABOUT FILING AND FEES
    CHAPTER 9 LAW AND THE COSTS OF EMPLOYING PEOPLE
    APPENDIX 9A: SAMPLE INDEPENDENT CONTRACTOR AGREEMENT
    APPENDIX 9B: SAMPLE INDEPENDENT CONTRACTOR CONSULTING AGREEMENT
    APPENDIX 9C: SAMPLE NON-COMPETITION AGREEMENT
    APPENDIX 9D EMPLOYEE'S WITHHOLDING ALLOWANCE CERTIFICATE
    CHAPTER 10 THE NOT-FOR-PROFIT CORPORATION
    CHAPTER 11 The Patient Protection and Affordable Care Act of 2010

     

     

 
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