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New York Business Formation Questions & Answers

1 Answer | Asked in Business Formation and Business Law for New York on

Q: How do I move an LLC from NY to CA in a process that results in a domestication equivalent.

I am under the impression that New York doesn't allow for domestication, and because it is required in both states it wouldn't be possible as a result. Therefore, my only options would be creating two LLCs, potentially dissolving the original, or creating a foreign entity in CA. However, I recently... Read more »

Michael David Siegel answered on Aug 7, 2019

There would be no reason to do this. It does not impact taxation or operations.

2 Answers | Asked in Business Formation and Contracts for New York on

Q: I make three payments for a contract about cleaning house I nobody told me nothing nobody called me

I don’t know was going on

Michael David Siegel answered on Aug 3, 2019

You can sue for your money back, or file a police complaint for consumer fraud.

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1 Answer | Asked in Business Formation and Business Law for New York on

Q: Does a band under an LLC have to file a new LLC (i.e. foreign qualification) in every state they play a concert in?

Michael David Siegel answered on Jul 19, 2019

The short answer is no. But, there are tax issues in each state, and the matter will turn on the manner of payment. The most famous case on this involved the State of New Jersey against Lawrence Taylor the football player. The state sought to recover taxes for each game day in NJ based on his... Read more »

2 Answers | Asked in Business Formation, Entertainment / Sports and Intellectual Property for New York on

Q: As a musician who intends to perform independently under the gov legal name, what should I do first to protect my work?

I intend to begin performing on the stage as well as sell my music and other media content via digital platforms: all under my name. On the longer run I intend to establish a company that will be specializing in producing media content, managing artists performances (primarily as a booking agency),... Read more »

Michael David Siegel answered on Jun 11, 2019

What is "gov legal name"? Do you mean your name? You actually need to trademark your name. While it seems odd, if your name is a brand, you need to protect it. Whether you incorporate at this point or not (and it generally is beneficial to do so), if your name will be the name of the... Read more »

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1 Answer | Asked in Business Formation and Business Law for New York on

Q: Starting a sole proprietor pet sitting business. Do I need a DBA and/or EIN?

I will be operating under a different name than my legal name and will be hiring independent contractors.

Michael David Siegel answered on May 28, 2019

If you are using a name instead of your own, you definitely should have it registered as a DBA. While you do not have to incorporate, if you are hiring people, you should. One is not necessarily an independent contractor just because you say so.

1 Answer | Asked in Business Formation for New York on

Q: Does a private C Corporation have to issue stock?

I have a small company that's registered as a C corp. Does it need to issue stock? If not, am I still considered the main shareholder?

Michael David Siegel answered on May 6, 2019

Someone has to be a shareholder. It is disclosed on the tax return. Thus, your question makes no sense.

1 Answer | Asked in Business Formation for New York on

Q: If someone has a trademark on words. Make It Right in Canada. I have US I company named MIR Contracting can I use it as

A DBA

Griffin Klema answered on Mar 26, 2019

You're asking for a registrability opinion (whether you can register your own trademark rights in the U.S.). Much of the answer depends on the DuPont factors that try to answer the question of whether your mark is likely to cause confusion with another registered mark. The simple answer for the... Read more »

1 Answer | Asked in Business Formation for New York on

Q: I am a starting film maker. I have 2 movies with their own LLCs . should I form production holding LLC?

I am a starting film maker. I have 2 movies with their own LLCs (one with a partner/the other as a single member - so the one we are two managers/the single member, I am the only manager) - both films will add investors as members, but I need to file as a signatory, and purchase insurance. My... Read more »

Michael David Siegel answered on Mar 10, 2019

This is really more of a tax issue than a legal one. Thus, consult an accountant. That being said, I think the LLCs should be separate, and there should be no umbrella for both.

1 Answer | Asked in Tax Law, Business Formation and Business Law for New York on

Q: i have an s corp and i didnt pay myself a w2 in 2018? what do i do acn i pay myself a 1099?

if not how do i withhold all my taxes? and issue a w2?

D. Mathew Blackburn answered on Feb 22, 2019

If you didn't pay wages you can't issue a W-2.

A 1099 does not solve the problem and creates self-employment tax.

Make an estimated tax payment on IRS.gov or EFTPS.gov.

1 Answer | Asked in Business Formation, Business Law and Tax Law for New York on

Q: i am a real estate agent and i have an s corp can i pay myself a 1099 or do i have to pay myself a w2?

Michael David Siegel answered on Feb 21, 2019

As the year is over, it is too late for a wage payment as you did not withhold taxes. Therefore, issue a 1099. The tax issue is the same, as you will pay self employment tax on the 1099 income.

1 Answer | Asked in Business Formation for New York on

Q: Does sweat equity count when there is a call to capital?

I am a co-founder in a company with 5 other partners. We all put in capital based on our % ownership. I also got 5% sweat equity for free, because I'll be working in the business. We now have a capital call to raise funds. They are factoring in my 5% equity (on top of by 10% ownership which I paid... Read more »

Michael David Siegel answered on Jan 17, 2019

It depends on the formation documents. If this is an LLC it is the operating agreement. If a corporation it is the shareholders agreement.

1 Answer | Asked in Tax Law, Business Formation and Business Law for New York on

Q: i have a disregarded entity and in middle of the year i got a partner should i file a schedule c or a 1065?

and how do i file it?

Jonathan David Warner answered on Jan 5, 2019

You’ll probably want to file a 1065, given that you ended the year as a partnership.

1 Answer | Asked in Business Formation for New York on

Q: Hello, I have an LLC and want to start an online business with another name, how do I attach that name to the LLC?

I want to start making children's books, coloring books, workbooks and a kids animation Roku channel teaching the alphabet. how do I tie the new name to my old LLC And I already have a tax ID number for my LLC also.

Michael David Siegel answered on Dec 17, 2018

You need to file a "d/b/a" for the new name.

1 Answer | Asked in Business Formation for New York on

Q: Can I still hire an employee as a sole proprietor?

Michael David Siegel answered on Dec 7, 2018

Sure, but all rules governing employment apply, like withholding, workmans' comp., etc.

1 Answer | Asked in Business Law and Business Formation for New York on

Q: Does it matter if the county listed on your Articles of Organization(LLC),is not the county your business is located in?

(For example: County listed is New York but the business is in Brooklyn?) Does this affect submission for NYS publishing requirements ?

Michael David Siegel answered on Nov 29, 2018

It will effect publishing, but it is not really a big issue. It impacts nothing else. If you amend for something else, change it, but no reason to spend now.

1 Answer | Asked in Business Law and Business Formation for New York on

Q: Can my LLC have only me? Or do I need partners?

Michael David Siegel answered on Nov 23, 2018

It can have only you.

1 Answer | Asked in Business Formation for New York on

Q: Do I have control over employment hiring if I become a franchisee?

Michael David Siegel answered on Nov 18, 2018

Depends on your agreement.

1 Answer | Asked in Banking, Business Formation, Business Law and Contracts for New York on

Q: gave my CC info to a gym&I did not sign a contract I tried to back out but they required me to go in person.

They keep charging me even after I replaced my card

Michael David Siegel answered on Sep 12, 2018

Do a chargeback on the credit card.

1 Answer | Asked in Business Formation for New York on

Q: Do all businesses need to create a board of directors? If so, when should that happen?

Michael David Siegel answered on Aug 30, 2018

Businesses do not need a board of directors.

1 Answer | Asked in Business Formation, Business Law and Tax Law for New York on

Q: What’s the best way to save money on taxes when trying to form an llc or Corp with personal 1099?

Llc or Corp? I have a personal job that pays 1099 what is better for me to form when doing taxes?

David Lacher answered on Aug 30, 2018

So long as your corporation is an S Corp, there is no real practical difference with respect to taxes between that and an LLC. The profits and losses of the business flow through to your personal tax return in either instance. But there might be other considerations which favor one form of entity... Read more »

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