In this video, you get answers to these questions: How do you buy out a partner from a business? Why is it vital to have an agreement about how the transition is handled? What is a buy/sell agreement? Can this apply to an LLC and a Corporation? How do you buy out a partner from…
In this video, you get answers to these questions: Can I pick a business name if a similar name already exists? Where do you go to register your business name? What are the important considerations when picking a business name? What is trademark delusion? What is trademark infringement? Video Transcript Can I pick a…
In this video, you get answers to these questions: For your new business, should you use your home address, PO Box or something else? Which address should the business use? Does a P.O. box work in Minnesota for your legal address for registration? What if you don’t want to use your home address? What…
In this video, you get answers to these questions: What is the corporate practice of psychology? What is the Professional Firm Act? Who should own a psychology clinic? Video Transcript Is the corporate practice of psychology legal in Minnesota? That’s the question I’m going to answer today. I’m Aaron Hall, a business attorney in…
In this video, you get answers to these questions: What is the definition of quid pro quo? What is an example of quid pro quo? Video Transcript What is a quid pro quo? What does quid pro quo mean? That’s what I’m going to answer today. I’m Aaron Hall, an attorney in Minnesota. Quite simply,…
In this video, you get answers to these questions: Can I sell my chair rental salon? Is it worth it to sell my chair rental salon? What is the business worth? What is involved in selling a salon business and renting chairs? Video Transcript Can I sell my chair rental salon – Is it…
In this video, you get answers to these questions: Am I personally liable if my LLC breached a lease agreement? What if you breach the lease agreement? What happens when an LLC breaches a lease and has no resources? Have you signed a personal guarantee? Video Transcript Am I personally liable if my LLC breached…
In this video, you get answers to these questions: What do you do when you have to wait for a large sum of money? What is a promissory note and confession of judgment? How do you agree to extend payment terms with someone? Video Transcript I’m Aaron Hall, an attorney in Minneapolis, Minnesota. Have you…
In this video, you get answers to these questions: What money do you pay taxes on when you are selling a product? How do you determine what your tax liability is? How can you figure out what you owe in taxes? Video Transcript What money do you pay taxes on when you’re selling a product?…
In this video, you get answers to these questions: If your business fails and you file bankruptcy, how does this affect your credit? What happens if your business fails? What if the business files for bankruptcy? What is a personal guarantee? Video Transcript If my business fails and I file bankruptcy, how will that…
In this video, you get answers to these questions: What are the tax advantages of having a business vs. running an operation as an individual? Do you want to set up a business or company, or should you operate out of my own name? What are the tax advantages and disadvantages? What do you pay…
In this video, you get answers to these questions: What is the best way for business owners to keep track of the companies income for tax purposes? How can you keep it simple when tracking expenses? What do you need to keep for IRS purposes? What are the four categories you need to track? What…
In this video, you get answers to these questions: As a business owner, do you have to pay tax on the money you receive from shipping and handling? What are you paying taxes on? What do you need to deduct? What do you pay income tax on? Video Transcript As a business owner, do you…
Guidance for Employers on Minnesota’s New Wage Theft Law The Minnesota Legislature passed and the governor has signed a new Minnesota Wage Theft Law. The new law amends existing state labor laws and provides for new wage and hour requirements, protections and sanctions. This guidance highlights provisions of the new law that will require employers…
Setting up a Special Litigation Committee (“SLC”) is a great way to deal with a conflict of interest in a company. A Special Litigation Committee allows the company to keep control of legal claims and address issues in a way that puts the best interests of the company first. The main idea behind a Special…
Overview This story illustrates how two entrepreneurs can accidentally find themselves in a partnership. A partnership doesn’t need to be registered with the state. A partnership can begin whenever two or more people carry on as co-owners a business for profit. Story Amber and Jen discussed opening a business together. They never established a…
If you are an officer or director accused of making a bad decision, the “business judgment rule” is an important defense to understand. Directors and Officers Owe a Duty of Care In general, directors and officers of a corporation (including nonprofit organizations) owe the corporation a duty of care. This “duty of care” means you…
Every Minnesota business needs to have an address on record with the Secretary of State. This is called the registered office. Instead of providing a physical address, you can use a registered agent service. This article explains the details. What a registered office? A registered office is the address for your business on record with…
When you name your LLC or corporation, you need to decide which entity designation to include at the end. For example, “Angie’s Plumbing” might become “Angie’s Plumbing LLC” to indicate Angie’s Plumbing is a limited liability company. This page lists the entity designations when starting a business in Minnesota. Corporation In Minnesota, a for-profit corporation may…
What is a private attorney general statute? A “private attorney general” statute authorizes a court to award attorney’s fees to a party that hires a private attorney to address an injustice that harms the public. This is a big deal. For example, when the state attorney general’s office will not take action to stop harm…
If you’re running EOS® (the Entrepreneur’s Operating System) in your business, you have experienced firsthand how beneficial it can be to your company’s growth. Like all learning tools and systems, to really gain strong traction, the challenge lies in supporting your team on the ground level with the day-to-day execution and implementation of EOS principles….
Whether you are a real estate agent, solo attorney, or consultant, you often need a private room outside your home to meet with clients. Fortunately, the Twin Cities business community and library systems offer a variety of places for you to meet with your clients and potential clients. Highlights include certain coffee shop locations with…
Are Online “Click to Accept” Agreements Valid? This is an archived copy of an article that originally appeared in Communications Lawyer, published by the ABA in January, 2015. From the Chair: “Click Here to Accept the Terms of Service” Vol. 31 No. 1 By Alison S. Brehm, Cathy D. Lee Alison S. Brehm is a partner,…
Introduction Social clubs are exempt from federal income tax under IRC 501(a) as organizations described in IRC 501(c)(7) if they are “organized for pleasure, recreation, and other nonprofitable purposes.” They were originally granted exemption from federal income tax in the Revenue Act of 1916. Generally, social clubs are membership organizations primarily supported by dues, fees,…
The following FAQ addresses common questions about when cryptocurrencies are taxed and whether conversions between cryptocurrencies qualify as like-kind exchanges. Is transferring funds between cryptocurrencies taxable? Yes. Converting between cryptocurrencies is taxable. For example, if you convert Bitcoin to Ethereum, that would be a taxable event. Is a cryptocurrency conversion a like-kind exchange? No. Converting funds from…
This article is for people wondering whether to select “S Corporation” or “Personal Service Corporation” when applying for an EIN on the IRS.gov website. Let’s assume you are in the process of setting up an S corporation to provide professional services (e.g. law firm or chiropractic office), and now you need an EIN number. You visit…
Is ‘Indemnify’ the Same as ‘Hold Harmless’ in Minnesota Statutes? Yes, “indemnify” generally means the same as “hold harmless.” When considering whether “indemnify” is synonymous with “hold harmless” in a Minnesota statute, the Minnesota Court of Appeals held that “indemnify” means to “hold harmless,” even if the effect is to undo a long-standing precedence established in…
What is a Quasi Contract? Quasi contract is another term for a contract implied in law. A contract implied in law is where “a promise is imputed to perform a legal duty, as to repay money obtained by fraud or duress.” Hercules Inc. v. United States, 516 U.S. 417, 424 (1996). What is a Quasi Contract Actually a Contract? A…
What is Quantum Meruit? Translated, quantum meruit means “as much as he merited” or “as much as he/she deserved.” In law, quantum meruit is a doctrine that allows someone to recover the value of services provided to another when there was no actual contract but the one receiving services understood payment would be required. How is…
What is Quantum Valebant? Quantum valebant is exactly like quantum meruit, but with one important distinction: quantum meruit applies to the value services, while quantum valebant applies to the value of goods. Translated, quantum valebant means “as much as they were worth.” What is Quantum Valebant in Minnesota? Minnesota courts have recognized quantum valebant as a remedy allowing the provider of…