Another paramount reason,
ATTORNEY-CLIENT PRIVILEGE
to select Spiegel & Utrera, P.A.
International CallersSpiegel & Utrera, P.A. is a fully licensed law firm that delivers professional legal services at extremely affordable prices.
"Start, Expand, Buy, Sell Your Business Today"  ON THE AIR  with Larry Spiegel and host Joe Castello. Listen to our show at www.AmeriLawyer.com/radioshow
SAVE UP TO 38% ON TAXES Incorporate with Sub Chapter "S" tax status. Spiegel & Utrera, P.A. does things that others can not because they are simply not an attorney.
The structure of your business is important! We can help! Remember to phone us for assistance with any personal or business legal matter.

NEVADA LIMITED LIABILITY COMPANY
$104.95
(INCLUDES NEVADA STATE FILING FEES, ATTORNEY'S FEES, LLC SEAL AND BOOK, ARTICLES OF ORGANIZATION, LLC MINUTES, LLC REGULATIONS, MEMBERSHIP CERTIFICATE AND PRELIMINARY NAME SEARCH)

For one low fee of $104.95, your LLC is COMPLETE and
  • INCLUDES State Filing Fee, "YES! Includes State Filing Fee", and
  • INCLUDES LLC Seal and Book.
  • INCLUDES Articles of Organization.
  • INCLUDES LLC Minutes.
  • INCLUDES LLC Regulations.
  • INCLUDES Membership Certificate.
  • INCLUDES Preliminary Name Search.

Yes, even Includes Attorney's Fee (No Hidden Attorney Fees).

What's the secret to such great prices?

More great prices? Visit our Special Offers Page.





FORM YOUR LLC ONLINE NOW!

Getting Started:

Information and Services for the success of your business from Spiegel and Utrera, P.A.:
Starting a business is hard work. Creating a successful business is even harder. Don’t let your business fail before it even gets off the ground. Let Spiegel & Utrera, P.A. help jump start your new enterprise and put you on the road to success. Scroll down to see valuable business information and all of the start-up services that Spiegel & Utrera, P.A. provide. Click on any of the links below to jump to that section.

What is an LLC?

How to Build Your Business: Start-Up Essentials: How to Save Money on Taxes: Effectively Controlling Your Business Asset Protection / How to Protect Your Business:
Start-Up Money for Your Business: Which LLC is Best for Your BusinessWhat You Need if You are Hiring Workers: How to Build Credit and Credibility for Your Business: Your Success Starts with Knowledge: Lease / Agreement ReviewShipping and Speed of Service

OUR GOAL—YOUR Complete Satisfaction and Understanding
Our goal is to provide each of our clients with as much information as possible about starting a Limited Liability Company. As you will see as you review the following material, there is a lot of information to digest and consider. Many legal aspects may be complex and confusing. We want you to know we are available to speak with you about any legal aspects of the formation of your Limited Liability Company at your convenience either over the telephone or in person at the Spiegel and Utrera, P.A., office nearest you.

FORM YOUR LLC ONLINE NOW!

WARNING:
Businesses purporting to do business without filing appropriate documentation are subject to a fine. (Click Here)

Don’t become Another Business Statistic!
SUCCESS STARTS WITH PLANNING! LET SPIEGEL & UTRERA, P.A. HELP YOU GROW YOUR BUSINESS.
Many businesses fail to complete their initial year. Usually this is because the owners of the business simply lacked the knowledge necessary to run a successful enterprise. When you form a Limited Liability Company with Spiegel & Utrera, P.A. you become part of our family. As part of our family we are dedicated to see you and your business grow into a thriving enterprise. Below you will find valuable information and services to help you start your business. Many pitfalls that cause start-up businesses to fail are discussed and ways to avoid these pitfalls are recommended. Please take a minute to look over the information below. It just may save your business.

WHAT IS AN LLC? Return to Menu

The Limited Liability Company (“LLC”) is a hybrid entity that is very flexible and, depending on how many owners (known as “Members”) and what such Members elect to do, may be taxed as a partnership or corporation, if it has multiple Members, or as a sole proprietorship, if it has only one member, while providing limited liability protection for all of its Members. For federal tax purposes, an LLC, like a partnership or sole proprietorship, is a pass-through entity; thus, its income and losses are taxed only at the member level. However, all members of an LLC, like the shareholders of an S corporation, have limited liability for the debts and claims against the LLC. No member will be burdened with the personal liability.

The main advantage of the LLC is that it is not burdened with the ownership restrictions imposed on a small business corporation (also known as a Sub Chapter S Corporation). An LLC may have more than 100 Members or as few as one. Its interests may be held by corporations, partnerships, Non Resident Aliens, trusts, pension plans and charitable organizations; the LLC may make special allocations, thereby avoiding the single class of stock requirement applicable to an S corporation; and it may own more than 80% of the stock of a corporation and, therefore, may be a member of an affiliated group.

The Members of the LLC become owners of the Company by putting capital (making a “Capital Contribution”) into the Company in exchange for a Membership Interest, which is expressed as a percentage. Typically, the allocation of profits and losses are proportionate to the Membership Interest. The Capital Contribution can be money, real estate, equipment, future service (“sweat equity”) etc., and if it is something other than money, it should be assigned a value agreed upon by the Members. For example, Bill and Mike want to set up a company to operate a retail athletic goods store. Bill puts in $51,000 and Mike will work 60 hours next year managing the store and his sweat equity will have an agreed upon value of $49,000.

The LLC is operated by Managers that handle the day-to-day activities of the LLC. The Managers may be all of the Members, some of the Members, or it may even be managed by a person or entity that has no ownership interest in the company. Since such a non-Member Manager will not share in the profits and losses, perhaps they will be paid a salary or commission as agreed upon in a Management Agreement.

For tax purposes, an LLC taxed as a partnership or a disregarded entity (similar to a sole proprietorship) may have advantages over a Sub Chapter S Corporation with respect to the amount of deductible losses. The amount of a Sub Chapter S Corporation shareholder's deductible losses is limited to the sum of the shareholder's basis in his stock and any loans from the shareholder to the corporation. In contrast, a partner can deduct losses in an amount up to the sum of the basis in the partnership interest, the allocable share of partnership income, and his allocable share of qualifying partnership debt.

How the taxes work is simple. For example, each of 10 individuals contribute $100,000 to a newly formed entity to acquire an office building. The entity borrows from a bank an additional $5,000,000 as the balance of the building's $6,000,000 purchase price. If the entity is taxed as a Sub Chapter S Corporation, each shareholder's loss deductions are limited to $100,000. However, if the entity is an LLC taxed as a partnership, each member can deduct losses up to $600,000 ($100,000 basis plus $500,000 share of the entity's debt). These losses may then be used by the individuals to offset other income they may have from other sources.

Advantages of a Nevada Limited Liability Company:

How To Build Your Business Return to Menu

Believe it or not, starting a business is more than just complying with regulations, at some point you have to go find customers! Building your business often gets lost when you are confronted with all of the other matters which must be taken care of. This should not be the case. Without customers you will not have a business for long! Two powerful business builders worthy of your consideration are below.
Service Agreement - The Foundation for a Successful Service Business – You are LOSING $$$ without it!
The bedrock foundation of many service businesses is a customized written agreement entered into with its customers. Many franchises sold for tens of thousands of dollars are business formats revolving around a Service Agreement. The key with a Service Agreement is to make it work as a marketing tool offering the business services in the widest variety of formats to your customers. For example, a one-time use customer needs to be converted to a monthly, quarterly or annual type repeat customer. At Spiegel & Utrera we want to help you get, and keep, your customers while looking professional and at the same time maximizing each sale with a friendly service agreement. A Service Agreement starts at $367.95 up to $897.95 depending upon its complexity if ordered at the time of forming your LLC. We will prepare a draft of your Service Agreement and deliver the draft by fax or email to you for your review. Once you have had an opportunity to review the Service Agreement we will meet over the telephone to discuss the various aspects of the draft Service Agreement. Thereafter, Spiegel & Utrera will make changes to the Service Agreement to finalize it. Once the Service agreement has been finalized and delivered to you, you should take it to your printer to be printed and padded so it will always look professional and non-negotiable.
LLC Operating Agreement
Tax Alert - Avoid Member Disputes with a Comprehensive Agreement
The way the LLC will be run is described in an Operating Agreement. The Operating Agreement defines the duties and responsibilities of the Members to each other and to the LLC.

A well-drafted LLC Operating Agreement will:

The agreement should be very thorough and anticipate common company problems so that the proper course of action is defined ahead of time rather than leaving Members “flying by the seat of their pants,” so to speak. A draft of this Agreement will be prepared as part of our service, so you may review the Agreement and make changes and discuss it with one of our Attorneys. Normally, the fee to prepare such a comprehensive agreement of this nature would be $1,500 or more. However, your cost is only $99.95 for a single member LLC and $249.95 for up to 4 members of a multi member LLC, additional members are $50 each, if prepared in conjunction with the LLC formation.
LLC Management Agreement
- Providing Maximum Protection for Your LLC
Every LLC should enter into a written Management Agreement between the LLC and its Manager(s). The Management Agreement should be drafted in such a way so that it conforms with the provisions of the LLC Operating Agreement and, in addition thereto, it will:

The cost of the Management Agreement is just $150, if ordered at the time of forming your LLC.
 
Spiegel & Utrera, P.A. General Counsel Club & Registered Agent Service with Attorney Client Privilege 
Experienced Legal Advice to Help You Save Money with Added Confidentiality Protection.
Let Spiegel & Utrera, P.A. help you grow your business.

Our firm has what we call the “General Counsel Club”. Select this valuable service at the time of ordering your LLC and receive an additional one month Bonus – so that your first year of service will cover 13 months PLUS take a $50 discount, so you pay only $89.95 for the first 13 months of service. You get:

Minority Owned Businesses (MBE) Certification
A minority-owned business is a for-profit enterprise, regardless of size, physically located in the United States or its trust territories, which is owned, operated and controlled by minority group members. "Minority group members" are United States citizens who are Asian, Black, Hispanic and Native American. Ownership by minority means the business is at least 51% owned by such individuals. Further, the management and daily operations are controlled by those minority group members. The fee for Minority Owned Business Certification if ordered at the time of formation of the company is $750.

You select the Certifying Organization. Choose from any of the individual states in the US, any county in the US, National Minority Supplier Development Council, Disadvantaged Business Enterprise Certification, Small Business Administrations 8a Certification or Federal Small Disadvantaged Business designation. If ordered at the time of forming your company, your initial selection is $750 and additional selections are $400 each.

Women Owned Businesses (WBE) Certification
A women-owned business is a for-profit enterprise, regardless of size, physically located in the United States or its trust territories, which is owned, operated and controlled by women members. The women who qualify the business must be U.S. citizens. Ownership by women means the business is at least 51% owned by women. Further, the management and daily operations are controlled by those women members. The fee for Women Owned Business Certification if ordered at the time of formation of the company is $750.

You select the Certifying Organization. Choose from any of the individual states in the US, any county in the US, Women’s Business Enterprise National Council, National Minority Supplier Development Council, Disadvantaged Business Enterprise Certification, Small Business Administrations 8a Certification or Federal Small Disadvantaged Business designation. If ordered at the time of forming your company, your initial selection is $750 and additional selections are $400 each.

Start-Up Essentials Return to Menu

Many new business owners don’t realize what is required to legally conduct business in Nevada. The last thing you want is to lose your business because you didn’t know that you needed register a fictitious name. Below are some of the most common items that new businesses need in order to be compliant with the state of Nevada and other services that you may find advantageous for your business.

Choosing a Name for Your Limited Liability Company

Choosing a name for your Limited Liability Company should be a well thought our process. Generally, a Limited Liability Company name may be adopted if there is not the same as or too similar to an existing name on the state Limited Liability Company records.

When determining name availability, Spiegel & Utrera, P.A. checks names only against names of limited liability companies registered in the state you are attempting to form your Limited Liability Company (e.g., a proposed limited liability company name is checked for availability only against other like limited liability company names) and only with the state agency responsible for limited liability company formations.

Names are not checked against state or federal trademark or service mark registrations nor against state or local fictitious, assumed or alternate business name registrations.
Bank accounts, uniforms, menus, vehicle signage and other business signage, a website, business cards, stationery, etc. should not be ordered and no financial commitments should be made until you know the name is available from the State and Federal, State and Common Law Trademark searches you have completed.

Avoid the ramifications of selecting a company name that is already in use by another and possibly prevent:

Selecting someone else’s company name can be a very expensive business lesson that can be avoided.
Avoid the problem of having you and your Limited Liability Company accused of Trademark Infringement and the possible litigation stemming from State and/or Trademark Infringement by allowing Spiegel & Utrera, P.A. to do the appropriate state and federal trademark searches as follows:

Federal Trademark or Servicemark Search and Attorney Opinion
A search of the United States Government's records including Marks that have been registered and are currently pending registration and an opinion as to the results of the search. Up to 3 words - $275. More than 3 words would be $50 per additional word.

State Trademark or Servicemark Search and Attorney Opinion
The state search includes a thorough examination of Trademarks registered in a particular state and an opinion as to the results of the search. The price for a Trademark search is $99.95 per State for up to three words. More than 3 words would be $50 per additional word per state.

Common Law Trademark Search and Attorney Opinion
Search includes Marks that are in use but may not be registered with the United States Government or a State and an opinion as to the results of the search. The results of a Common Law Search can be very important because whoever uses a Mark first generally has a superior right to the name - $250.

Combo Search and Attorney Opinion
Combo search includes the U.S. Government, one State and Common Law search and an opinion as to the results of the search. This assures the most comprehensive investigation. The Mark must only consist of up to three words - $524.95. You receive a savings of $100 by ordering these searches now. More than 3 words would be $50 per additional word per state. Additional states are $50 per state.

Federal Tax ID NumberTax Alert - Required for a Business Bank Account
The equivalent of a social security number for an LLC. You will need it to operate your business and open a bank account for the LLC. We can obtain this number for you and the advantage of allowing us to get it for your LLC, is that we will deliver it with your LLC for only $35, so you may open your bank account immediately. If you are a Foreign National without a United States Taxpayer Identification Number or a United States Social Security Number, the charge for the Federal Tax ID Number is $125.

Nevada Fictitious or Assumed Name – Required if Conducting Business in a Name other than the Full and Complete Corporate Name
If your Company will hold itself out to the public, operate a website, engage in marketing or operate its business under any name other than its full and complete legal name, it is required, by law, to register what is known as a Fictitious or Assumed Name. This name is commonly called a dba or doing business as. Our service is complete and includes a name search of your fictitious name, preparation of all Company resolutions and documents along with the filing of all documents and payment of all Government filing fees. You must register the fictitious or assumed name for each and every county in Nevada in which you do business. Nevada law provides that doing business in Nevada and not complying with the Fictitious Name Registration requirement is punishable as a criminal misdemeanor. If ordered at the time of forming your Company, we offer this service for an additional $137.95 for two week service; $212.95 for 4 day service and $287.95 for next day service. Please bear in mind that the service completion time begins with the formation of your new Company.

Nevada Initial List of Managers or Managing Members and Nevada Business Registration

Whenever a Limited Liability Company is filed in the State of Nevada, the LLC is required to file a Nevada Business Registration to obtain the Nevada Business License.

Pursuant to Nevada Revised Statutes, every Nevada LLC shall file its Initial List of Managers or Managing Members and Registered Agent and State Business License with the State of Nevada so that it shall be within the care, custody and control of the State of Nevada by the close of business day on the last day of the first month following the organizational date. The State of Nevada does not accept postmark date as the receipt by the State of Nevada. Failure to file for the Initial List of Managers or Managing Members and Nevada State Business License by the due date will result in the assessment of penalties of $175 by the State of Nevada.

We can initiate the documentation to register your business for the Nevada State Business License and the Initial List for you and deliver it with your LLC. The cost at the time of forming your entity is $114.95.

As a service to you, Spiegel & Utrera, P.A. can also complete the entire registration process. We would file the Initial List of Managers or Managing Members and submit the application for the Nevada State Business License for immediate processing, online. That would omit the step of having to mail it in to the State of Nevada. The cost at the time of forming your entity is $439.95.

Nevada Initial List of Managers or Managing Members and Exemption from Nevada Business Registration

Some types of entities are exempt and are not required to obtain a State Business License. Specific statutory provisions exempt certain businesses from requirements of the State Business License fee. These businesses must initially submit the Initial List with the Nevada State Business Registration exemption documentation.

The value and benefit of being exempt from the Nevada State Business License is that you don't have to renew it every year and pay the Nevada State Business License fee. Not filing for the exemption however, may cause your entity to show as default and not in good standing on the online Nevada Business Entity search which may prevent you from obtaining other licenses, permits etc. with the State and other agencies.

These Exemptions are:

We can initiate the Nevada State Business Registration exemption documentation and the required Initial List documentation and deliver it with your entity documents. The exemption filing is a one time filing fee. The cost for both at the time of incorporating is $114.95.

As a service to you, Spiegel & Utrera, P.A. can also complete the entire registration process. We would file the Initial List of Managers or Managing Members and submit the exemption application for the Nevada State Business License for immediate processing, online. That would omit the step of having to mail it in to the State of Nevada. The cost at the time of forming your entity is $439.95.

Nevada Sales Tax Number
If you sell goods or taxable services, this is your Sales and Use Tax Permit as a retailer with the State of Nevada. This account number also allows you to buy goods for resale or export and not pay any State sales tax. The fee to initiate the documentation for you to obtain this number is $35 when included as part of your LLC formation package.

Bank Letter – Facilitate the opening of your Corporation's Initial Bank Account
This is an attorney opinion letter prepared by Spiegel & Utrera, P.A. to assist and facilitate the opening of your LLC’s initial bank account. Due to heighten security, identify theft and fraud, many Banks require substantiation from the LLC’s attorney as to the identities of the LLC’s Members, Managers and Officers. Spiegel & Utrera, P.A. will prepare and execute an Attorney Opinion Letter identifying your LLC’s Members, Managers and Officers. This Bank Letter will then be presented by you at any Bank you chose to open your LLC’s initial Bank Account. You should be aware that this Attorney Opinion Letter is time sensitive and should be presented at a Bank within a reasonable period of time after you receive your Company Book and Records from Spiegel and Utrera, P.A., otherwise a Bank may not accept the letter. The charge for the Bank Letter, if ordered at the time of forming your LLC, is $149.95. It is very important to understand that if you do not order the Attorney Opinion Letter at the time of forming your LLC but order it after the delivery of your Company Records and Book, the charge for the Attorney Opinion Letter will be $499.95. Please understand this increased charge is necessitated because of the additional work which must be undertaken by Spiegel & Utrera, P.A. including public records examination, the return by you of the Company Records and Book to Spiegel & Utrera, P.A. for review and examination and the preparation of statements and/or affidavits which must be prepared by Spiegel & Utrera, P.A. for execution by you so as to enable Spiegel & Utrera, P.A. to prepare the Attorney Opinion Letter.

Mail Forwarding Service - Get Your Business Up and Running, Even without a Physical Location
If you have not set up your company office or you want your attorney to receive your company mail, you may use any Spiegel & Utrera, P.A. office address as your mailing address. Our mail forwarding service is only $15 per month. There is a six month minimum order. However, the mail forwarding service may only be cancelled in writing. There is also an initial postage deposit of $25, additional postage/shipping, if any, will be billed separately. In order to participate in Spiegel & Utrera, P.A.'s Mail Forwarding Service, your company must complete an Application for Spiegel & Utrera, P.A.'s Mail Forwarding Service. The application will be emailed to you after the formation of your entity. For our mail forwarding service terms and conditions, click here

Premium Mail Forwarding Service Add-on – (Username and Password Protected, Uploaded to a Secure Internet Folder)
Once you have ordered our Mail Forwarding Service, you may also select our Premium Mail Forwarding Service add-on. When you have the Spiegel & Utrera, P.A. Premium Mail Forwarding Service add-on, we will open your Certified, Registered and First Class Mail and upload it to a secure Internet folder for you to review or download. You will be assigned a Username and Password to access your secure Internet folder. The charge for the Spiegel & Utrera, P.A. Premium Mail Service is $40 per month with a six month minimum order and you must maintain an active mail forwarding service. The mail forwarding service add-on includes up to 20 mail pieces or up to 100 scans per week. There after additional charges shall apply.

Taxpayer Identification Number for Foreigners - For Resident and Non-Resident Aliens
An Individual Taxpayer Identification Number is a tax processing number only available for certain nonresident and resident aliens, their spouses and dependants who cannot get a Social Security Number. It is a 9-digit number, beginning with the number “9”, formatted like a Social Security Number (NNN-NN-NNNN). Spiegel & Utrera, P.A. will prepare all the documentation necessary for you in order to obtain your Individual Taxpayer Identification Number. The charge for this service is $125.

How To Save Money on Taxes Return to Menu

One of the most misunderstood and least used benefits to new entrepreneurs are the tax savings offered to them. Although there are many ways that you can save money on taxes, you must be in compliance with all regulations and laws; otherwise you may find yourself losing your business instead of saving money. Below are some of the ways that you can save money on Taxes:

Nevada Restricted Limited Liability Company
By allowing Spiegel & Utrera, P.A. to organize your LLC as a Nevada Restricted LLC, you can move assets out of a taxable estate to create higher valuation discounts for up to 10 years. The Nevada Restricted LLC is designed to take advantage of Federal Treasury Regulation §25.2704-2(b). The Nevada Restricted LLC is just an additional $149.95 if ordered at the time of forming your LLC.

Nevada Retailer's Resale & Exemption Certificates
State and local tax laws require that vendors have in their files properly executed Exemption Certificates given to them in good faith by all of their customers who claim Nevada Sales Tax Exemption. We can prepare a set of Exemption Certificates for you to give to vendors from whom you intend to buy goods for either resale or export to be exempt from paying State or local sales taxes. The fee for a set of 6 Re-Usable Certificates is only $35 when ordered with the formation of your LLC.
Sub Chapter “S” Tax StatusTax Alert  - The Biggest Tax Loophole Available to New Entrepreneurs
Since the LLC has more flexibility in the manner it can be taxed, it is strongly recommended that the LLC have at least two or more owners (members) at all times. The LLC may be taxed as a sole proprietor, a partnership, a disregarded entity, a regular corporation, or a Sub-S Corporation. However, when you have a single member LLC, if you do not elect to be specifically taxed as a corporation, the IRS taxes you automatically as a sole proprietor. This option is not in your best interest, as you will have to file Schedule C to your personal IRS Form 1040 tax return which will automatically create a higher chance of being audited by the IRS and you will not have the opportunity to take as many tax deductions as an LLC taxed as a corporation.

US Citizen or Permanent Resident
If you are a single member LLC, and the single member is an individual who is a citizen or permanent resident of the United States of America, or a Sub-S Corporation, Spiegel & Utrera, P.A. can prepare the necessary documentation for your LLC to elect to be taxed as a Corporation. We will also prepare the necessary documentation for your LLC to be taxed as a S Corporation, in order to receive the maximum tax benefits available to you. The fee for our office to prepare all your documentation is $125.

Non US Citizen or Permanent Resident
If you are a single member LLC and the single member is an individual who is not a citizen or permanent resident of the United States of America, nor a Sub-S Corporation, our office can prepare the necessary documentation for your LLC to elect to be taxed as a Corporation. The fee for our office to prepare all your documentation is $50. If you wish to be taxed as a partnership, then we recommend that you consider adding another member, it could be a parent, a sibling, a child, or another corporation. The other member could have a very small percentage of ownership interest in the LLC and you could limit the second owner's ability to vote, it is therefore also important to prepare and enter into an Operating Agreement between the members and LLC to clearly state all the terms and conditions.

IRS Section 1244 LLC Membership Interests - Tax Savings for Nearly Every LLC Taxed as a Corporation
This is another powerful tax provision which can be used by almost all LLC’s taxed as a corporation, BUT, may only be accomplished with the original issuance of ownership interests in the LLC. This special provision of the Internal Revenue Code allows you to deduct as an ordinary loss, rather than as a capital loss, a loss on the sale, trade or worthlessness of the ownership interests in your LLC taxed as a corporation. The amount you can deduct as ordinary loss is up to $50,000 per year for a single person or $100,000 per year, if filing a joint return with your spouse. Generally, without 1244 Membership Interests, your loss would be limited to $3,000 for a single person per year or $6,000 per year, if filing a joint return with your spouse. An LLC taxed as a corporation that issues 1244 membership interests and elects to be an S corporation gives its members the best of both possible worlds from a tax stand point. The issuance of 1244 membership interests costs only an additional $50 when ordered with the formation of your LLC and comes with all the necessary documents, including corporate resolutions, 1244 plan and special membership certificates.
TAX SAVING LEASE AGREEMENTSReturn to Menu

Home Office Lease
- Turn Your Home Office into a Tax Deduction
Agreement detailing the leasing of office space by a homeowner or tenant with an LLC for use as the LLC's principal place of business. The typical tax savings under this agreement can exceed $1,200 per year. The Home Office Lease is only $150 when ordered with your LLC, and as an added bonus to our clients, we draft the Lease in such a manner that it is automatically renewable from year to year at no additional charge. We do not recommend a home office lease for a single owner corporation or single owner limited liability company or a where husband and wife file a joint tax return and are the only owners of the corporation or limited liability company.

Motor Vehicle Lease
- Turn Your Personal Car into a Tax Deduction
If you use your vehicle for business purposes, it is usually much more advantageous to keep the vehicle in your name and lease the vehicle to the LLC. The typical tax savings under this type of arrangement ranges between $1,500 and $3,000 per tax year. As an added bonus to our clients, we draft the lease in such a manner that its automatically renewable from year to year at no additional charge. We can prepare the lease for only $150 when ordered with the formation of your LLC. We do not recommend a motor vehicle lease for a single owner corporation or single owner limited liability company or where a where husband and wife file a joint tax return and are the only owners of the corporation or limited liability company.

Office Equipment Lease
- More Tax Savings
A lease which details the leasing of office equipment by a business. Once again, by leasing equipment to the LLC, you create a legitimate business expense for the LLC and a Tax Deduction. Typically, the tax savings under this type of arrangement can exceed $1,000 per tax year. As an added bonus to our clients, we draft the lease in such a manner that it's automatically renewable from year to year without additional charge. The cost for an Office Equipment Lease is only $150, when ordered with the formation of your LLC. We do not recommend an office equipment lease for a single owner corporation or single owner limited liability company or a where husband and wife file a joint tax return and are the only owners of the corporation or limited liability company.

Spiegel & Utrera, P.A. General Counsel Club & Registered Agent Service with Attorney Client Privilege 
Experienced Legal Advice to Help You Save Money with Added Confidentiality Protection.
Let Spiegel & Utrera, P.A. help you grow your business.

Our firm has what we call the “General Counsel Club”. Select this valuable service at the time of ordering your LLC and receive an additional one month Bonus – so that your first year of service will cover 13 months PLUS take a $50 discount, so you pay only $89.95 for the first 13 months of service. You get:

Effectively Controlling Your Business Return to Menu

Voting Trust – Keeping Control of Your LLC when there are Multiple Members
A voting trust is a device for combining the voting power of members. It is not unlawful for members to combine their voting membership interests for the election of managers so as to obtain or continue the control or management of an LLC. In order to avoid the invalidation of a voting trust, the applicable statutes should be strictly complied with. There are various situations in which a voting trust agreement may be used. It may be used when several members wish to vote their respective ownership as a unit. It also may be used for the special purpose of protecting LLC creditors. The general plan of a voting trust is controlled by the voting trust agreement; then the members endorse their membership certificates to the voting trustee. The voting trustee surrenders these certificates to the LLC and the voting trustee receives in return new certificates issued in the name of the voting trustee, and the voting trustee votes the membership interests as principal, rather than as agent as in the case of proxies. For tax purposes, the voting trust certificate takes the place of the membership certificate it represents. Tax transactions with respect to voting trust certificates are treated as transaction affecting the ownership. A voting trust is not a taxable association, because in itself it is not an enterprise for the carrying on of business for profit. Used correctly, the Voting Trust could be a useful tool for your LLC. The charge for Spiegel and Utrera, P.A. to form a Voting Trust for your LLC is only $767.95 if ordered at the time of forming your Company.

Membership Options – Control Your LLC while Raising Money
An option to buy membership interests gives the holder the exclusive right for a specified period of time to purchase the membership interest at the price and under the terms and conditions specified in the agreement. Although the option grantor is bound by the option and generally cannot revoke it, the option holder is not bound unless he exercises the option. Options are regarded as capital assets if the underlying property constitutes, or if acquired would constitute, a capital asset in the hands of the holder. The receipt of consideration for the option is not taxable until the option either is exercised or has lapsed. If the option is exercised, the consideration is treated as part of the selling price and included in computing the gain or loss in the sale of the membership interest. Since membership interest are generally a capital asset, gain or loss on the sale would be entitled to capital treatment, either long-term or short-term. The holding period for qualification for long-term capital treatment is more than one year. The seller’s holding period for the membership interest sold includes the period during which the option is outstanding. Upon the failure of the option holder to exercise the option, if the consideration is forfeited, the option grantor generally realizes short-term capital gain, but income is not realized until the time of forfeiture. An option holder’s gain or loss upon a sale of the option, or loss upon a failure to exercise the option, would be entitled to capital gain treatment. The holding period of the option will determine whether long-term or short-term capital gain or loss is realized. For this purpose, if the loss is attributable to a failure to exercise the option, the option is deemed to have been sold on the day it expired. If the option is exercised, the consideration for the option is treated as part of the purchase price and is included in the option holder’s basis for the membership interest purchased. The purchaser’s holding period does not include the period curing which the option is outstanding.

Membership options can be utilized very effectively by an entrepreneur, for example:

The members option can be an on-target management incentive or control device. Members options can be used in employment agreements, consultants agreements, incentive agreements, as means of raising equity capital or borrowing funds. Spiegel and Utrera, P.A. will provide the Membership Option service for your business for only $367.95 if ordered at the time of forming your LLC.

Asset Protection / How to Protect Your Business
Return to Menu

As a new entrepreneur, you are going to invest a lot of time and money into your business. It is imperative that you protect yourself and your business from anything that could go wrong. One of the keys to being a successful entrepreneur is proactively planning for the worst situation, not reacting to the situation after it has happened. Below are items imperative for the protection of you and your business.

Indemnification Agreement and Covenant Not to Sue - Don’t Take Chances: Protect Yourself from Personal Liability
We strongly recommend that you include special provisions in your Articles of Organization and additional agreements which trigger this important protection requiring the LLC to indemnify and hold harmless its Managers and Members from any actions they take on behalf of the LLC. If a Manager or Member is ever sued for actions taken on behalf of the LLC, these provisions require that the LLC be held responsible, as agreed upon by the Managers and Members and the LLC. These important provisions and agreements cost only an additional $75 if ordered at the time of formation of your LLC.

Members Restrictive Agreement for a Limited Liability Company - Avoid Unwanted Transfer of Membership
We strongly recommend you enter into a Member Restrictive Agreement. This agreement is entered into by the Members and the LLC to enumerate and describe the rights and obligations of the Members to each other and to the LLC. More particularly, it affords a right of first refusal where in the event a Member wants to transfer their Membership interest it requires approval and/or a buyout by the other Members.

A draft of this agreement will be prepared as part of our service, so you may review the Agreement, make changes and discuss it with one of our Attorneys. Please bear in mind that this Agreement is customized specifically for your LLC. Normally, the fee to prepare such a comprehensive agreement of this nature would be $1,500 or more. However, your cost is only $150 if prepared in conjunction with the formation of your LLC.

Member Divorce Protection Provisions in the Members Restrictive Agreement for a Limited Liability Company - Avoid the Unintended Spouse Member
Unfortunately, many eager entrepreneurs anticipate a successful business venture but never contemplate the “down side.” What happens if a member gets divorced? Will the membership interest remain with the member or get awarded to the spouse as part of the divorce settlement? What happens if member tries to convey or assign their membership interest to a spouse or former spouse to meet their obligations? A carefully drafted provision in the members restrictive agreement should afford a right of first refusal when a Member wants to transfer their membership interest by requiring a buyout of the membership interest by the other Members. Such a provision will protect the current members from potential ownership by divorced spouses or other possible sources of ownership conflict. For example, assume a company set up by husband John Smith, wife Pocahontas Smith, and son Al Smith. All are Members, and son Al is married to Patti Smith. What happens if Al and Patti Smith file for a divorce? Provisions in the Members Restrictive Agreement require that in the event of the filing of a divorce involving a Member of the company, a notice is sent to the other Members offering them a right of first refusal, which allow them to purchase Al Smith’s membership interest to avoid having Patti Smith as a member, especially after a nasty divorce. Furthermore, even if none of the Members want to buy the membership interest at issue, any transfer of membership interest would require unanimous consent of the other Members. Let us draft these special provisions to protect your company from divorce for an extra $75 when ordered with the Members Restrictive Agreement at the time of formation or $150 thereafter.

Avoid Probate – Maintain Control, Provide for Anonymity, Privacy and the Disposition of the Ownership of your Limited Liability Company Upon Your Death
Let Spiegel & Utrera, P.A. create an Inter Vivos Trust while your Limited Liability Company is in the process of being organized. The Inter Vivos Trust will own the Limited Liability Company, you will own the Inter Vivos Trust. The benefits are many: (1) the ownership of your Limited Liability Company is held anonymously by a Trust; (2) the Trust is private and not filed in the public records; (3) your Inter Vivos Trust may be modified, amended to revoked at any time during your lifetime so you may change the beneficiary of the Trust as many times as you like and, thereby, the ownership of your Limited Liability Company upon your death; (4) PROBATE IS AVOIDED and the ownership of the Limited Liability Company will be transferred immediately according to your direction upon your death. The Inter Vivos Trust is relatively inexpensive to form, $350 if ordered at the time of establishing your Limited Liability Company.  The price includes one Trustee, one Successor Trustee and two Beneficiaries.  Additional Trustees, Successor Trustees or Beneficiaries are $50 each, if ordered at the time of establishing your Limited Liability Company.

Your Website's Terms and Conditions – Legally binding and helpful to maintain a high level of community trust
Establishing a website can create a myriad of issues regarding potential liabilities for both user and the owner of the website. By using your website, the user must agree to abide by your Terms and Conditions. When prepared properly, your Terms and Conditions are legally binding and helpful to maintain a high level of community trust because of transactions and/or interactions taking place. The goal of providing Terms and Conditions is to disclose to users your policies on a number of different issues. The Terms and Conditions Spiegel & Utrera, P.A. will prepare for your website will include: Basic Terms; Content of the Services; User Obligations; Company Rights; Restrictions on Content and Use of Services; Copyright Policy; Special Provisions required by your business model; Advertisers; Links; Cookies; Limitation of Liability; Disclaimer; Waiver and Severability; Dispute Resolution; Notices and Service of Process; Complaints; Controlling Law and Jurisdiction; Amendments and Notice of Changes and Entire Agreement Provisions.

The preparation of Terms and Conditions for your website costs only an additional $349.95 when ordered with the formation of your LLC and initially comes to you for review so you may have an opportunity to make any revisions thereto before being finalized by Spiegel & Utrera, P.A. and delivered to you electronically so you may easily post it on your website.

Your Website's Privacy Policy – Legally binding and helpful to maintain a high level of community trust
Establishing a website can create a myriad of issues regarding potential liabilities for the owner of the website. During the use of your website, the user must understand the Privacy Policy of your website. When prepared properly, the Privacy Policy is legally binding and helpful to maintain a high level of community trust because of transactions and/or interactions taking place. The goal of providing the Privacy Policy is to disclose all of the ways your website will respect the dignity of the user’s privacy. The Privacy Policy prepared by Spiegel & Utrera, P.A. for your website will include: Statement of Rights and Responsibilities; Sharing your Content and Information; Collection and Use of Information; Public Information; Registration and Account Security; Profile Content; Safety; Amendments; Limitation of Liability; Disclaimer; Waiver and Severability; Dispute Resolutions; Notices and Service of Process; Complaints; Controlling Law and Jurisdiction; Amendments and Notice of Changes and Entire Agreement Provisions.

The preparation of Privacy Policy for your website costs only an additional $349.95 when ordered with the formation of your LLC and initially comes to you for review so you may have an opportunity to make any revisions before being finalized by Spiegel & Utrera, P.A. and delivered to you electronically so you may easily post it on your website.

Start-Up Money for Your Business
Return to Menu

Finding the money necessary to start your business is challenging. Unfortunately many new entrepreneurs don’t know how to find this money. Even worse, when they find money they don’t know how to properly document the transaction. Don’t let this happen to you. Review the options below on How To properly secure and document money for your business.
Lender’s Agreement & Promissory Note - Properly Document Money Lent to the Business
Initially an LLC needs a cash infusion. Additionally, the LLC may require a continuing advance of funds for some time. Its important to minimize the amount of money a member is required to pay for the membership in the LLC because the members could be held personally liable by the LLC and/or the creditors of the LLC for not contributing all the funds the members had initially agreed to contribute to the LLC. How does the LLC get the money? After the initial purchase of its membership interests, generally, the LLC has two choices for obtaining additional money: (1) members can contribute additional funds for their membership interest (not the preferred method as previously stated) or (2) loan money to the LLC. Lending money to the LLC is the preferred method to advance money to the LLC because the lender is seen as a creditor of the LLC. The lending of money to the LLC is accomplished with a Lender's Agreement and a Promissory Note. Both of these instruments together provide for an initial amount of a loan to the LLC and also provide for future advances of money the lender might make to the LLC. In the event of failure of the business, the loan will be fully tax deductible by the lender as a bad debt. The fee for the Lender's Agreement and Promissory Note, if ordered at the time of the formation of your LLC, is only $75.

Non-Voting Membership Interests - Control Your LLC While Raising Money
Allowing differences in voting rights is particularly advantageous to entrepreneurs who need to attract additional capital, but who also want to retain voting control over their LLC. For example, as a founding Member, you may want to have all of the voting membership interests so as to participate in the management of the LLC and control its operations, while transferring all of the non-voting membership interests to others so that they may share in the appreciation value and earnings of the LLC. Also, it’s likely you’ll want to protect yourself with a Members Restrictive Agreement. Seasoned business-owners will instinctually recognize the value of such an agreement. We’ll draft a special provision for your Articles of Organization and issue special certificates for non-voting membership interests. This item costs only an additional $74.95 if ordered at the time of formation.

Security Agreement for LLC - Protect Yourself if You Personally Funded the Loan for the Business
Once you have decided to use the Spiegel & Utrera, P.A. Lenders Agreement and Promissory Note, the next step is to collateralize the personal property assets of the company in favor of you, the lender with a Security Agreement. A Security Agreement is a contract between a lender and borrower. The Security Agreement gives the lender a security interest and the right to repossess personal property that a borrower has offered as collateral if a note is not paid per its agreed terms. This right is superior to all subsequent creditors provided the lien given by the Security Agreement is perfected. The Security Agreement available from Spiegel & Utrera, P.A. is complete and includes provisions relating to type of collateral being secured, address where collateral will be kept, executing further documents, events that shall constitute a default, assignment of secured collateral by holder, a listing of events that would constitute default by the borrower and the rights of the lender should the borrower default. Provided you have ordered the Spiegel & Utrera, P.A. Lenders Agreement and Promissory Note, the fee for the Security Agreement, if ordered at the time of forming your LLC, is an additional $75.

Perfecting the Lien Created by the Security Agreement
- Uniform Commercial Code
Liens against personal property are perfected differently than liens on real property. The use of the phrase “personal property” does not mean property owned personally by the owner of a business. Instead, the term refers to all property used inside or outside of a business (with the exception of real property) including equipment, furniture, inventory, etc. To perfect a lien against personal property used in a business, strict adherence must be followed pursuant to the Uniform Commercial Code, documentation must be created, executed and filed with the appropriate government agencies. Once recorded, the Uniform Commercial Code makes a lien valid and serves as notice that the lien exists. Usually, the first recorded lien takes priority. Provided you have ordered the Spiegel & Utrera, P.A. Lenders Agreement and Promissory Note and the Spiegel & Utrera, P.A. Security Agreement, the documentation required to perfect the lien under the Uniform Commercial Code is $75, if ordered at the time of forming your LLC.

Which LLC is Best for Your Business Return to Menu

Selecting the type of LLC that best suits you and your business could be the most important decision you make. Don’t make the decision blindly. Below are different Limited Liability Company types that you can form. Read about which one and choose which one sets you up for the greatest success!
Dual Class LLC
- Raise Money for Your LLC without Losing Power
The Spiegel & Utrera, P.A. Lawyers Dual Class LLC is designed after IRS proposed regulations which allow an LLC to be deemed a partnership for Federal Income Tax purposes to have members/owners qualified as limited partners for Self Employment (“SE”) tax purposes. The use by Spiegel & Utrera, P.A. of a Dual Class LLC ownership to distinguish between a manager and a non-manager class of ownership is used to allow the non-manager membership class to be treated as a limited partner class. More importantly, the Spiegel & Utrera, P.A. Dual Class LLC is structured to admit both active management providing members in addition to more passive, capital contributing members. For those LLC members who could qualify as both, they would own a portion of each class of the Spiegel & Utrera, P.A. Dual Class LLC.

The Spiegel & Utrera, P.A. Dual Class LLC is divided as follows:

Class A General Member Units: The smaller manager class receives a priority preferred return of income (for example, a management or sales fee arrangement) that is contingent on the profitability of the LLC. It may not be a fixed compensation amount or it will constitute a guaranteed amount which is prohibited.

Class B Limited Member Units: This portion of the LLC membership interests is the cash contributing members’ interest and is structured as a non-manager class qualifying for limited partner status. This class receives a cumulative preferred-priority return of profits based on their unreturned capital contributions, whereas the smaller active manager class would not.

The cost of adding the additional features required of the Spiegel & Utrera Dual Class LLC is just $300 for up to 4 members, additional members are $50 each, if ordered at the time of forming your LLC and, as an added bonus, it includes the required Dual LLC Operating Agreement.
Dual Class Management Agreement
- Required for Your Dual Class LLC
Every Dual Class LLC must enter into a written Management Agreement between the LLC and its Manager(s), the Manager(s) are generally Class A member(s) of the Dual Class LLC. The Management Agreement should be drafted in such a way so that it conforms with the provisions of the Dual Class LLC Operating Agreement and, in addition thereto, it will:

The cost of the Management Agreement is just $150, if ordered at the time of forming your Dual Class LLC.
Special Purpose Limited Liability Company for Self-Directed IRA Account - Take Control of Your IRA
The strategy for using a Spiegel & Utrera, P.A. Special Purpose LLC for Self-Directed IRA Account involves forming an LLC with the self-directed IRA as an owner (or "member") of the LLC. Funds are transferred to the LLC which, in turn, purchases and holds title to real estate. The creation of a self-directed IRA or IRA LLC enables you to choose what you would like to invest your money in. When you are the manager of an LLC, you have "checkbook control." That means that every time you are going to invest in a new property you don't have to have the custodian approve the transaction.

However, a special purpose LLC formed for a self-directed IRA owner has to comply with the Internal Revenue Code, Employee Retirement Security Act of 1974 (ERISA) and corresponding regulations. Such self-directed IRA owner is solely responsible for avoiding prohibited transactions and should seek the counsel of licensed attorneys and accounting professionals.

For example, if you, your wife and children have an existing LLC in which you are the only owners (e.g., 100% ownership by disqualified persons) then your IRA cannot invest in that LLC. You could, however, create a new LLC and have both your IRA and the existing LLC invest into it as founding members at the same time.

The cost of adding the additional features required of the Spiegel & Utrera, P.A. Special Purpose LLC for Self-Directed IRA Account is just $504.90 for up to 4 members, additional members are $50 each if ordered at the time of forming your LLC and, as an additional bonus, it includes the required Special Purpose LLC for Self-Directed IRA Account Operating Agreement.

Special Purpose Limited Liability Company for Self-Directed 401(K)
- Take Control of Your 401(K)
Why Limit your 401(k) investments when you can have self-direction? A strategy involves forming a single-owner limited liability company ("LLC") with a 401(k) Plan. Plan funds would be used either to purchase real estate or other assets directly or to create a holding company which in turn would purchase such assets. When you are the administrator of the LLC's 401(k) Plan, you have "checkbook control". That means that every time you are going to invest in a new property you don't have to have the plan custodian approve the transaction. You will want to contact a financial advisor to help you select and set up the right 401(k) Plan for you.

The operating agreement for your LLC would allow your self-directed 401(k) Plan to choose what you would like to invest your money in. The operating agreement for the Special Purpose Limited Liability Company for Self-Directed 401(k) Account has to comply with the Internal Revenue Code, Employee Retirement Security Act of 1974 (ERISA) and corresponding regulations.

As a result of such laws, the 401(k) Plan cannot invest in foreign-owned assets or transactions involving a "disqualified person". Disqualified persons include the 401(k) account owner, the spouse of the 401(k) account owner, the 401(k) account owner's descendants, ascendants and spouses of descendants. That means a father, mother, grandfather, grandmother, son, daughter, grandson, and granddaughter of the 401(k) owner are disqualified. However, a brother, sister, uncle, aunt or cousin are not disqualified. Also the court in Rollins V. Comm'r, T.C. Memo 2004-260, ruled that a prohibited transaction was created when an entity that was owned partially by an IRA made a loan to another entity that was owned (33%) by the IRA owner! Of course, you should seek the counsel of licensed attorneys and accounting professionals before proceeding.

The cost of adding the additional features required of the Spiegel & Utrera, P.A. Special Purpose LLC for Self-Directed 401(K) is just $504.90 for up to 4 members, additional members are $50 each if ordered at the time of forming your LLC and, as an additional bonus, it includes the required Special Purpose LLC for Self-Directed 401(k) Operating Agreement.

What You Need if You are Hiring Workers:
Return to Menu

If you are planning to have anyone work for your company, whether as an employee or independent contractor, you must make sure that you are in compliance with all Federal and Nevada laws. Below are the most common items that you will require when hiring workers for your company.

Nevada Unemployment Tax Registration – Required By Law if you are Hiring Employees
This is used to withhold Nevada Unemployment Taxes from your LLC's payroll. Generally, any employer who pays wages of $225 or more during any calendar quarter for services performed in Nevada must register and pay unemployment taxes on those wages. If you have any employees on the payroll, including yourself, you will need to register. We can initiate the documentation for this registration for you and deliver it with the LLC. The cost at the time of forming your LLC is only $35.

Employment Agreement - Get the Most Out of Your Employees
If you are using employees in your business, it is important to have a written Employment Agreement to document the conditions of Employment. An Employment Agreement can be very advantageous for a business and should be required for all employees, whether new or existing. It creates a clear understanding of the arrangement between the employee and the LLC and provides protection for the business. The Employment Agreement also contains other important provisions:

The Employment Agreement is prepared in such a way that you can use it over and over again to avoid additional costs in the future. By having this Employment Agreement, the LLC is given substantial clout in preventing an employee from joining a competitor, or competing against the LLC and disclosing business secrets to anyone. The Agreement may be re-used by the LLC as it hires additional employees, the cost of the Employment Agreement is just $150.

Employee Manual
When you hire employees in your business, it is important to have an Employee Manual to comprehensively spell out the policies of your business. Included within the Employee Manual are such topics as “Employment at Will”, Disability, Harassment and Discrimination, Standards of Conduct and the various rules relating thereto, Corrective Action and Termination, Wage and Salary Policies and Employee Communications. For a list of the Table of Contents of the Employee Manual, click here. The Employee Manual is intended to be a source document used at the business and would be updated by the business from time to time based upon its experiences with various situations. The preparation of the Employee Manual for your business costs only an additional $349.95 when ordered with the formation of your limited liability company and initially comes to you for review so you may have an opportunity to make any revisions before the Employee Manual is finalized by Spiegel & Utrera, P.A. and delivered to you electronically so you may print it as needed from time to time.

Employee Benefits and Policies
- Protect Yourself from Employee Disputes with a Comprehensive Policy
If you are using employees in your business, it is important to have written Benefits and Policies. Let us prepare your Employee Benefits and Policies. Unlike the Employment Agreement, the Employee Benefits and Policies creates an understanding of the entitlements of the employee relative to the policies of the business and provides protection for the business. The Employee Benefits and Policies will be customized for your business and are designed to cover:

By having the customized Employee Benefits and Policies, the business has clearly communicated to its employees the Employee Benefits and Policies in effect at the business and how the Employee Benefits and Policies are to be followed so that there are no surprises. For example, relating to an employee who leaves the business without giving adequate notice who then would only be entitled to be paid at the minimum wage for any time due and owing and forfeiting any vacation days, sick days, commissions, incentive compensation and/or bonuses.

The Employee Benefits and Policies may be re-used by the business as it hires additional employees. The cost of the Employee Benefits and Policies is just $167.95 if ordered now with the formation of your company.

Employee Warning Notice
Using an Employee Warning Notice can be a very effective management tool. Usually it is cumbersome to discipline an employee, situations do not always resolve themselves and frequently result in a verbal warning, however, if the situation repeats itself, this may call for a written Employee Warning Notice. The notice is designed to give a clear explanation of the issues involved which may cover a multitude of situations such as:

The Employee Warning Notice form is customized with the name of your business and, if ordered at the time of formation of your company, is just $49.95.

Nevada New Hire Reporting
Federal law requires all Nevada employers to report basic information about employees, who are newly hired, rehired, or who return to work after a separation from employment. You must submit a report for each newly hired employee. Failure to report new hires within 20 days of their hire date may result in civil penalties. We can provide you with a package of 6 New Hire Registration Forms for $35. The documents are customized with your LLC’s information, and you may re-use them for each person you employ.
Independent Contractor Agreement
- What Your Business Must Have if Using Independent Contractors
There are many reasons for using Independent Contractors, however, simply verbally stating that a worker is an Independent Contractor is not enough according to the IRS. Certain criteria must be met. The IRS considers 11 factors in three specified areas: Behavioral Control, Financial Control and Type of Relationship. So, before you engage the services of an Independent Contractor, it is essential that you document that relationship with a written Independent Contractor's Agreement. Otherwise the IRS could hold your LLC and you personally liable for the Independent Contractor's Income Tax, Social Security, Medicare Tax and Federal Unemployment Tax- which should have been withheld. As a signatory on the check used to pay the Independent Contractor, you could be held personally liable for these taxes. The Independent Contractor’s Agreement also contains other important provisions:

For a detailed explanation of the Benefits of using Independent Contractor Agreements, including a breakdown of the 11 factors the IRS analyzes and Industry examples provided by the IRS, please refer to document 239 of Spiegel & Utrera's Free Faxback Service, call (800) 303-3300 and follow the prompts. We can provide an Independent Contractor's Agreement that covers all the legal requirements and many business advantages for your LLC for only $150 if ordered at the time of forming your LLC.

How To Build Credit and Credibility for Your Business Return to Menu

As a new business two items vital to your survival are credit and credibility. Customers feel secure dealing with a credible business. Potential investors and other lenders are more comfortable providing capital to a business with good credit. But how do you build credit and credibility for a business? Two of the easiest ways are discussed below.

D & B Number - Start Building Your Business Credit Immediately
According to Dun & Bradstreet, the D & B number is widely used by both commercial and federal entities and was adopted as the standard business identifier for federal electronic commerce as early as October 1994. The D & B number was also incorporated in the Federal Acquisition Regulation (FAR) in April 1998 as the United States Federal Government’s contractor identification code for all procurement-related activities. The D & B number is also known as the D-U-N-S® number and remains with the company location to which is has been assigned even if it closes or goes out of business. With that in mind, it is important to have a physical location for your business when obtaining the D & B number. D & B also states that the D-U-N-S® number also “unlocks” a wealth of valued-added data associated with that entity, including the business name, physical and mailing addresses, trade styles (fictitious name, assumed name, alternate name or DBA), principal names, financial, payment experiences, industry classifications (SICs [Standard Industry Classification] and NAICS [North American Industry Classification System]), socio-economic status, government data and more. The D-U-N-S® number also links members of corporate family trees worldwide. If ordered at the time of forming your company, Spiegel & Utrera, P.A. will obtain your D & B number, also known as your D-U-N-S® number, for $50. If ordered later, the charge to obtain the D & B number, also known as your D-U-N-S® number, is $75.

Business Checking, Investment Account and Delayed Debit Gold MasterCard - Let Us Help You Establish a Business Bank Account
Let Spiegel & Utrera, P.A. help you set up your new business checking account. In addition to a business checking account, the account also comes with an investment account and a delayed debit Gold MasterCard. Depending upon the day in the billing cycle when a charge is made, your account will continue to earn interest for up to 30 days from the date of purchase or until the balance of the debit card for that period is charged to your account. In addition, with this account you have the ability to make deposits and withdraw funds from over 800 bank locations and other financial institutions in the United States. Multiple delayed debit Gold MasterCard's are available for use by your employees. Internet bill payments are free. No minimum balance is required to maintain your business checking account, however, there is an initial deposit of $10,000 which is required to open the Business Checking, Investment Account and Delayed Debit Gold MasterCard. If you order your business checking, investment account and/or delayed debit Gold MasterCard from Spiegel & Utrera, P.A. at the time of forming your Limited Liability Company, the fee is $249.95 to prepare all the necessary documentation and follow up until such time as your business checking, investment account and/or delayed debit Gold MasterCard has been established. If ordered after forming your Limited Liability Company, the fee is $449.95.

Your Success Starts With Knowledge Return to Menu

As a new entrepreneur it is important that you surround yourself with the tools you need to be successful. However, it is also important that you don’t drain your bank account looking for these tools. Three items with vast amounts of business knowledge and guidance can be found below. You will return to these items again and again, not only during the start-up process but over the entire life of your business.

Spiegel & Utrera, P.A. General Counsel Club & Registered Agent Service with Attorney Client Privilege 
Experienced Legal Advice to Help You Save Money with Added Confidentiality Protection.
Let Spiegel & Utrera, P.A. help you grow your business.

Our firm has what we call the “General Counsel Club”. Select this valuable service at the time of ordering your LLC and receive an additional one month Bonus – so that your first year of service will cover 13 months PLUS take a $50 discount, so you pay only $89.95 for the first 13 months of service. You get:

Detours and Contradictions
Want more out of your LLC? Then don’t miss Lawrence Spiegel’s, 223 page Detours and Contradictions. Use this book, and all your available resources, to begin the challenging yet fulfilling journey of entrepreneurship. As we’ll see... having a marketable idea is only the first step in a lengthy process. Along the way you’ll encounter numerous detours and contradictions, risks and rewards. The regular price of Detours and Contradictions is $13.50 if you order when forming your LLC. PLUS there is no extra charge for shipping, handling and processing as your book will be shipped with your LLC. Also, as an added bonus, your copy of Detours and Contradictions will be personally autographed by Lawrence J. Spiegel.

Charlie's Entrepreneurial Journey

Building your business, or selecting the type of business to start, is easy when using Charlie’s Entrepreneurial Journey as a guide and applying Lawrence J. Spiegel’s thirty eight "Principles of Entrepreneurship" to your business. Spiegel’s latest book provides 416 pages of insight into the world of an aspiring entrepreneur named Charlie. Charlie’s journey leads him through topics never discussed in business books but essential to success. Topics include: costs associated with Acquiring a Customer, Urgency to Purchase, Saturation Advertising, Success Leaves Tracks and Repetitive Business. Spiegel’s "Principles of Entrepreneurship" cannot be found anywhere else. In fact, no one has ever exposed the business secrets Spiegel discloses. If you are seeking to spark your business you will find an EXPLOSION in this book. Order this book at the time of forming your corporation and you will get Charlie’s Entrepreneurial Journey for $19.50 which includes shipping, handling and processing, when ordered with the formation of your company. PLUS Lawrence J. Spiegel will personally autograph your copy of Charlie’s Entrepreneurial Journey.

Lease / Agreement Review Return to Menu

Lease/Agreement Review – Protect Yourself BEFORE You Sign
Avoid costly mistakes, always, always, always have any type of Contract/Lease or otherwise legally binding agreement reviewed by Spiegel & Utrera BEFORE you sign it. We offer Consultations at all of our offices and over the phone. For your convenience, and at no obligation to you, you can fax us the documents that need to be reviewed at (800) 520-7800 and an attorney can advise you over the phone.

Our staff has many years of experience representing Tenants. Having your lease reviewed BEFORE you sign on the dotted line can save you thousands of dollars.

In our review we address issues such as:

Business Purchase Review: Asset Purchase – Generally Liabilities are NOT Assumed
When assets are acquired, the purchaser buys all or specified assets of the selling entity and may assume none, some, or all of the liabilities of the business. An asset purchase may be attractive to you since you may be able to pick and choose the specific items desired and can attempt to avoid assuming debts and liabilities of the selling entity. An asset acquisition is also designed to reduce your exposure to possible unknown or contingent liabilities. When assets are acquired, appropriate documents must be prepared in order to effectuate the transfer of title to each particular asset which is being transferred. This can involve a great deal of paper work and may require approvals and consents from various other parties, depending on the entity which is being purchased. We recommend faxing any agreement BEFORE you sign to (800) 520-7800, at no obligation to you, and an attorney can advise you over the phone.

Franchise Agreement Review
– Is That Franchise Too Good to be True?
A franchise is a method of distributing goods and services by licensing a business idea or concept to another. The "franchisor" is the legal owner of the franchised business' concepts and ideas, including names and logos. The "franchisee" is the individual or entity that purchases the right to use these concepts and ideas from the Franchisor. Studies reveal that franchised businesses experience lower default rates than independent businesses and generally have a somewhat easier time securing financing because the Franchisor typically has an established trademark and goodwill, as well as marketplace experience. But is a franchise worth the cost and restrictions? Many new entrepreneurs incorrectly believe that purchasing a franchise will lead to immediate success and profits with little to no risk. This is rarely the case. When considering a franchise there are many aspects that you need to examine. One good indicator of the potential success of a franchise is to compare your start-up cost with the past advertising and promotional expenditures of the franchisor. For example, a fast food franchise that has a start-up cost of $50,000 where the franchisor has invested $500 million in advertising and promotion would probably be a better purchase than another fast food franchise that has a lower start-up cost but the franchisor has only invested $10 million in advertising and promotion. Likewise, remember that higher price does not necessarily mean less risk and lower price does not mean greater potential reward. You must review all materials and disclosures carefully and seek legal advice. Although franchises usually require up-front fees and are heavily regulated by Federal and state agencies because of their inherent risks, a franchisee operating under one trademark can achieve levels of brand awareness, market penetration and purchasing power that business people operating individually could not ordinarily achieve. Generally, a franchise agreement grants to the franchisee a limited license and right to use and operate a recognizable outlet within a defined territory by utilizing a pre-existing business system and proprietary marks. The franchise agreement allows the franchisor to carefully control the obligations and responsibilities of the franchisee. It is imperative to have the agreement reviewed by an attorney BEFORE you sign it. The attorneys of Spiegel and Utrera, P.A. have extensive experience in Franchise Agreements and will review your Franchise Agreement. Just fax your agreement to (800) 520-7800, at no obligation to you, and an attorney can advise you over the phone.

In our review we address issues such as:

A franchise is an excellent way to get started as a new entrepreneur, but it does not guarantee success. You must have a Franchise Agreement that works to your advantage. Let Spiegel and Utrera, P.A. review your agreement and get your franchise started on the path to success!

Shipping Information Return to Menu

Company Packages generally weigh approximately 4 pounds and are available for Pick up at our office in the state in which the entity is formed or may be shipped to you via Ground (2-3 business day) Service for a charge of $17.95 or via Overnight Delivery for a charge of $30.95. Please note, shipping and handling charges outside Nevada will vary.

SPEED OF SERVICE OPTIONS

REDDI LLC
If you need a LLC  immediately, we have companies, which are ready for immediate delivery. For more information and a complete list of all our Reddi or Shelf LLC's CLICK HERE or call our office at (888) 530-4500 for details.

NEXT BUSINESS DAY LLC
If you need your LLC formed urgently, for an additional $125, we can expedite the registration of the LLC, the preparation of the LLC Records and the LLC Package will be ready on the next business day. Order must be placed by noon Las Vegas time.

3 BUSINESS DAY LLC
If you need to form your LLC fast, we offer a 3 Day LLC Service for an additional $75. We will expedite the registration of the LLC, the preparation of the LLC Records and the LLC Package will be ready on the 3d business day.

REGULAR SERVICE
The LLC Package is complete and includes Certificate of Organization, By-Laws, Company Book, Company Seal, Preliminary Name Search, State Filing Fees, and Attorneys Fees. Any additional documents or agreements you may order will also be delivered with your LLC Records book. We complete your paperwork the same day you place your order and speak with us. Then your documents are immediately sent to the State of Nevada for filing. The State of Nevada files the documents received from us according to their own work flow schedule. This process varies depending on the time of year but generally takes 3 to 4 weeks. So if you need your LLC sooner select one of our expedited services. You have two choices, either a REDDI LLC or an EXPEDITED LLC.

An Important Note about our RUSH SERVICES

We offer two levels of rush service. When you opt for one of our rush services, we guarantee to promptly deliver your Limited Liability Company to the State for processing, however, if the State is backlogged, you may experience a delay in receiving your documents. We strive to have all rush orders ready as soon as humanly possible, however if time is of the essence you may opt for one of our Reddi LLC's which are ready for immediate delivery.

FORM YOUR LLC ONLINE NOW!
SPIEGEL & UTRERA, P.A. is your one source for business legal services.

Would you rather speak to a lawyer? A Spiegel & Utrera, P.A. associate is ready to take your call.

Back To TopSpiegel & Utrera, P.A.Back To Top
MiamiOrlandoLos Angeles
1840 Coral Way
4th Floor
Miami, FL 33145
Toll Free: (800) 603 - 3900
(305) 854-6000
Fax: (305) 857-3700
Natalia Utrera, Esq.,
Managing Attorney
707 East Colonial Drive
Suite B
Orlando, Florida 32803
Toll Free: (888) 991-9700
(407) 898-5500
Fax: (407) 894-5700
William M. Homsi, Esq.,
Managing Attorney
4727 Wilshire Blvd.
Suite 601
Los Angeles, CA 90010
Toll Free: (888) 520-7800
(323) 936-3400
Fax: (323) 939-5600
Nena Tabu, Esq.,
Managing Attorney
New York CityLong IslandLas Vegas
1 Maiden Lane
5th Floor
New York, NY 10038
Toll Free: (800) 576-1100
(212) 962-1000
Fax: (212) 964-5600
Gracielle R. Cabungcal, Esq.
Managing Attorney
55 Jericho Turnpike
Suite 202
Jericho, NY 11753
Toll Free: (888) 797-6200
(516) 338-9100
Fax: (516) 338-9200
Gracielle R. Cabungcal, Esq.
Interim Managing Attorney
1785 E Sahara Ave
Suite 490
Las Vegas, NV 89104
Toll Free: (888) 530 4500
(702) 364 2200
Fax: (702) 458 2100
Michael R. Carrigan, Esq.,
Managing Attorney
DelawareChicagoClifton, NJ
9 East Loockerman Street
Suite 3A
Dover, DE 19901
Toll Free: (888) 641-3800
(302) 744-9800
Fax: (302) 674-2100
Courtney Riordan, Esq.
Managing Attorney
123 West Madison Street
Suite 806
Chicago, IL 60602-4620
Toll Free: (888) 514-9800
(312) 443-1500
Fax: (312) 443-8900
Michael C. Welchko, Esq.
Managing Attorney
642 Broad St., Suite 2
Clifton, NJ 07013
Toll Free: (888) 336-8400
(973) 473-2000
Fax: (973) 778-2900
Gracielle R. Cabungcal, Esq.
Interim Managing Attorney
AtlantaUnited KingdomInternational Clients & Requests
34 Peachtree Street NW
 Suite 1925
Atlanta, GA 30303
 
Phone:  404-329-1200
Fax: 404-329-4800
Tamara L. Klopenstein, Esq.
Managing Attorney
Spiegel & Utrera, Ltd.
"Your Gateway to Europe"

11 Murray Street, London NW19RE
Telephone: 011 44 207 284 3700 | Fax: 011 44 207 284 3533
Toll Free: 0 800 917 1200
USA, Canada and Mexico
Toll Free: 1-800-546-5070 | Fax: 0 800 169 2300
Russell D. Williams, Esq.
Managing Solicitor
www.spiegelutrera.co.uk
Spiegel & Utrera, P.A. WILL CALL YOU with your SKYPE NAME

skype

Submit your skype details or
open a free Skype account by
clicking here

 International callers can also call our office directly by dialing your country's call exit code (e.g. 00) + 1 305 854 6000 , Extension 208
General Counsel Club®  

Unlimited Legal & Business Advice
LEARN MORE!
Toll Free: 1 (800) 734 - 9900
         Fax: 1 (800) 520 - 7800
ClubAssist@AmeriLawyer.com
Natalia Utrera, Esq.,
Managing Attorney


Changes, Modifications, Additions, Deletions and Other Services
www.AmeriLawyer.com/411

You can expect a reply within  4 business hours.
   
Back To TopBack To TopBack To Top
   

Material presented on AmeriLawyer.com is intended for information purposes only. It is not intended as professional advice and should not be construed as such. The U.S. Treasury Department requires us to inform you than any information obtained from this website is not intended or written by our law firm to be used, and cannot be used by any taxpayer, for the purpose of avoiding any penalties that may be imposed under the Internal Revenue Code. Advice from our firm relating to Federal tax matters may not be used in promoting, marketing or recommending any entity, investment plan or arrangement to any taxpayer.

Copyright ©MMI, ©MMIV, ©MMV, ©MMIX Spiegel & Utrera, P. A.
All Rights Reserved
View this site in Francais  Espanol  Italiano  Deutsch  German  Portugues
Spiegel & Utrera, P.A. and Amerilawyer.com
Privacy Policy
Internal Revenue Service
Circular 230 Policy
Spiegel & Utrera, P.A. and Amerilawyer.com
Service Terms & Cancellation Policy