Archives for Business

EIN

Trouble with IRS EIN Filing?

If you love the arbitrary randomness of Roulette, you might love trying to file for an EIN with the Internal Revenue Service!

Let's back up a second. EIN stands for "Employer Identification Number" and it's like a Social Security Number for your business.  Whether you have an LLC, corporation, s-corp, or any other type of business entity, you will need an EIN.  EIN's are necessary to open a bank account, file a tax return and more! The problem is, when you use the IRS website to apply for an EIN, you will sometimes get all the way to the end only to get a confusing error code on the last screen.  Whenever I get one, I play the Price Is Right losing sound in my head.  It's terrible!  As is typical with the government, they don't tell you what it means or how to fix it.  But I've compiled this helpful cheat sheet to shed some more light on what it means. The most frequent error codes you might encounter are the following:

Error Code 101

If you get this error code, it typically means there is a name conflict.  Let's say you just formed "Trump Organization LLC" in Iowa, which you could do because that name is open as of the time this post is published.  But....there also happens to be a "Trump Organization LLC" formed in New York state, ran by a rather well known individual.  The IRS system does not distinguish an Iowa LLC from an existing New York LLC and it will kick back Error Code 101 if you tried to obtain an EIN in this situation.  You will probably not be able to obtain an EIN online in this case.  You'll need to file with a paper SS-4 and/or call the IRS business help line.

Error Code 109/110

These typically represent a technical problem.  While frustrating, the good news is that you might still be able to obtain an EIN using exactly the same information you submitted if you just try again later.  Annoying?  Yes.  But less of a headache than calling in to the help line or submitting a paper filing.  This error can be caused by too many people trying to access the system or a problem on the IRS side of the website.  In these cases, it's usually best to simply try again later.  If you can, wait a day and try again.  If possible, use a different browser (switch from Safari to Chrome or switch to Internet Explorer....wait, I take that back, don't use IE under any circumstances) and/or clear your browser cache and try again in a bit. Also, remember that the IRS limits EIN applications to only one new EIN allowed per "responsible party" per day.  They claim it is for fairness purposes, but that has never made sense to me.  It's an online website that automatically issues EINs.  Why is there a limit?  Perhaps the individual referenced in my example above will enact some reforms soon that do away with this nonsensical restriction!  We can only hope.

Need More Help?

I wrote this article mainly for people who file for EINs on a regular basis.  If that's you, I hope you found this helpful. If you're not interested in filing for your own EIN and just need help, that's what I'm here for.  You can contact me by the big red button above and I'd be happy to help you out!
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It’s Time to File Your Biennial Reports in Iowa!

If you have an Iowa LLC, PLLC, LP or nonprofit, it's time to file your Biennial Report with the Iowa Secretary of State!

What is a Biennial Report?  I thought you might ask!  It's the one report you have to file every two years to keep your company active in the state of Iowa and you can find all the other details in my full run down here. Remember, the deadline to file is April 1, 2017 but don't wait that long.  I always recommend getting your filing done early.  If you miss the deadline, your company will soon be automatically dissolved by the State of Iowa. I thought this year we could address some Frequently Asked Questions.  So here we go!

Q:  How much does it cost to file the Biennial Report?

You can file online.  It's fast, easy and the fee is only $30.  If you don't have an Internet connection (how are you reading this anyway?) then you can file by mail and the fee is $45. Fees are lowered for cooperative associations and nonprofits.  Fees may change from year to year, so check with the Iowa Secretary of State for a current fee schedule. Here's what it looks like when you start the process:Screen Shot 2017-02-12 at 4.11.10 PM

Q:  What are the key dates?

Biennial reports are due every two years (hence the name) and the deadline in any given year is April 1. Corporations, professional corporations (P.C.s) and cooperative associations file on even numbered years (2016, 2018, 2020, etc). Limited liability companies (LLCs), PLLCs, LPs and nonprofits file in odd numbered years (2017, 2019, 2021, etc). But don't worry, you'll get an email and/or letter in the mail each year reminding you when it's your company's time to file.  

Q:  What if I miss the deadline?

The good news is there's no late fee per se.  The bad news is you'll be automatically dissolved if you wait too long, and then you'll need to undergo a timely and costly reinstatement process.  Typically, you will be dissolved by August if you miss the deadline. In between April and August there is sometimes room to still get your filing done.  If you find yourself in this situation, either give me a call or call the Secretary of State directly.  Don't delay, time is not on your side.

Q:  So who is allowed to file the report?

The Secretary of State is very broad with this one, generally allowing anyone "with authority" to sign.  This can mean anyone from the Manager of the LLC, to a Secretary or President or Board Member or attorney.

Q:  Do I need to send in an original filing?

No, no original signatures are needed, you can do the whole process online and it will typically take less than 15 minutes.

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For more information, I'm always happy to help.  You can reach me by the Contact Me button at the top of the page. You can also contact the Secretary of State directly here: Iowa Secretary of State Business Services Division First Floor, Lucas Building 321 E. 12th St. Des Moines, IA 50319 Phone: 515-281-5204 Fax: 515-242-5953 Email: sos@sos.iowa.gov File Online: https://sos.iowa.gov/file/br/login.aspx
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open-for-business

Businesses Come In All Shapes and Sizes!

I had a fun reminder this week that businesses come in all shapes and sizes! Just this week, I've filed paperwork to setup new LLCs for:
  1. A restaurant adding a new location
  2. A business management and consulting company
  3. A company that sells online on Amazon
  4. A real estate investment company purchasing a new rental property
  5. A real estate investment company purchasing a new farm
  6. And perhaps my favorite....a business based entirely online playing video games!
To the next generation of business entrepreneurs, remember that when your parents say you can never make a living playing video games.  It's not always true!  In fact, some enterprising people are making seven and eight figures on YouTube doing nothing more than unboxing new items, playing with toys or reviewing things.  Check out this one and this one!  Business is changing and the opportunities are expanding! I love working with all types of small businesses, from the one-person LLC to larger partnerships, corporations and small business employers. If you need help setting up an LLC or any other business entity, I'd love to help you out. Contact Me here to get started.  
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legaldocuments

I Need a Legal Document, Will You Send Me A Form?

Legal FormNo. I'm tempted to just leave it at that, and claim the award for shortest blog post ever published at one word.  No, period.  But I suppose that wouldn't be very informative or exciting, so let's explore the rationale behind the answer.
Why Can't You Just Send Me Your Form?
There are many reasons, the first of which is that we don't just have a bank of forms sitting around that we pull up for each new legal situation.  Sure, in some cases we may start with a standard document for each situation.  If you need a Purchase Agreement, yes I have a standard document I maintain that I have drafted, enhanced and continued to modify over the years, designed to best protect your interest and incorporate new and changing laws and legal standards.  But it's not really a "form".  It's a document with multiple different provisions designed to apply to different situations.  I use some, I delete others.  I modify and amend some to custom fit your situation.  In the end, it looks very different from what you might call my "form".
We Provide a Service That is Much More Than Just Filling Blanks
When we draft documents for you, we're not just figuring out what information to put in each blank.  Sometimes, the blank shouldn't even be there.  Sometimes the language surrounding it needs re-written.  Sometimes, entirely new language needs to be added in.  Whatever attorney you hire to draft a document for you is constantly asking themselves these questions to make sure the document drafted meets your legal needs and best protects your interest.
Caution!
In each post, I like to add a section of cautionary warnings and things to watch out for.  This post is a caution in itself.  In addition to not providing forms ourselves, we strongly caution you against finding a form online.  If you're looking to just find some legal forms online and try to fill them out yourself, you are walking on dangerous ground.  I cannot tell you the number of times someone has called me to fix a situation that has gone bad, only to find out it was due to using a bad form, the wrong form, or a form filled out incorrectly -- and with no legal oversight.  Forms also don't evaluate the whole situation.  They don't tell you whether you also need other documents or need to take other steps or make other filings. And most of the time, you are not aware of the problems until it's too late.  The Will you drafted from an online form cannot be "fixed" after the person has died.  The Purchase Agreement you drafted from an online form can cause significant delays or loss of money at closing if it contains errors or thing you didn't understand.  The LLC document that you found online, may have state law specific to other states, or you may find it doesn't contain any of the protections needed to deal with disputes between owners.  By the time all owners are fighting and looking to dissolve the company, the language you needed isn't there and it's too late to add it in. The old adage is very true:  an ounce of prevention is worth a pound of cure.  Especially when it comes to important legal documents.
Some Things Are Not Meant for DIY
When you're sick, you don't write your own prescription.  When your hair needs cut, you probably don't try to do it yourself, unless of course you are the proud owner of one of these: Flowbee Legal documents are more important than your hair.  Making sure your Will is drafted correctly and properly witnessed and notarized is worth doing right.  Making sure the Purchase Agreement for the purchase or sale of your home (the largest transaction most people will do in their lifetimes) is worth having done professionally.
How Can We Help?
I usually end most posts by asking how I can help.  In this post, that's the entire message.  If you need legal documents, I'm happy to meet with you to find out exactly what you need and then draft the documents custom-fit to your situation.  You can contact me here.
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What Is a Biennial Report?

What Does "Biennial"Mean Anyway?

If you have an LLC, corporation or any other type of legal entity in Iowa, you may have already encountered the Biennial Report from the Secretary of State's office.  Meaning "once every other year", the Biennial Report is a report you are required to file to keep your company active and in good legal standing with the State of Iowa.

The Biennial Report Basics

Every two years in January, the Registered Agent for the company will receive a letter in the mail from the Secretary of State's office notifying you that your Biennial Report filing is due soon.  The deadline is April 1 of the same year.  Regardless of when you set up your company, LLCs and non-profits file in odd years and corporations file in even years. The Biennial Report letter is one page and a photo of a sample letter is displayed above.  You have the choice to file online or to print and file a paper copy by mail.  Online filing costs $30 and filing by mail is $45.  Online payment can be made by credit card or through an attorney's Secretary of State charge account. The report itself is fairly simple.  It will first ask you for the Registered Agent's email address and then a small set of questions about the company.  If the company owns an interest in agricultural ground, that must be disclosed in the report. To file online, visit the Secretary of State's Biennial Report page.

Caution!

While the report is very easy to file and should take less than 10 minutes, neglecting to file it can bring more serious consequences.  First, your company will be dissolved (made inactive) by the Secretary of State.  That means your LLC or corporation is no longer recognized as a valid company in Iowa, and any legal liability protection you previously had is now removed.  In short, continuing to do business under a dissolved entity exposes your personal assets to liabilities of the company.  Not good! Second, once dissolved, the process to reinstate your company can take up to 60 days and costs a filing fee of $50 plus the cost of an attorney -- unless you decide to do the legwork yourself. Remember, the Biennial Report letter will be mailed to your Registered Agent in January of every other year.  If the Registered Agent is you, be on the lookout for it.  If the Registered Agent is your attorney or someone else, they should be contacting you sometime before April 1.

How Can We Help You?

At Hubbard Law Firm, P.C., we can help you file your Biennial Reports or we can show you how to file them yourself.  If your company has been dissolved due to a missed filing and you need help getting reinstated, we can help you out as well.
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 I am an attorney with Hubbard Law Firm, P.C. in Urbandale, Iowa.  

You can reach me at:

phone 515-222-1700 

mail chris@amhlawfirm.com

location Our address is 2900 100th St., Suite 209, Urbandale, IA 50322

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