1. Are you operating under the most appropriate entity for your business (PDF) and situation?
2. Does your entity choice maximize available tax advantages?
3. Is your business operating as either a corporation or a limited liability company to protect
your personal assets from your business's creditors?
4. If you are operating as a corporation, should you be an S corporation or a C corporation?
Are you annually assessing whether you should be an S corporation or a C corporation?
5. Are you leaving yourself personally vulnerable (PDF) to attack by failure to protect your corporate status?
For example, do you:
 Hold shareholder and board of director meetings at least annually
Prepare minutes of these meetings
File annual reports with the Secretary of State
Protect your "corporate veil" by maintaining separate
corporate and personal
bank accounts
Sign corporate documents in a corporate capacity
6. Is your business owned by more than one individual? Do you have a shareholder agreement
or an LLC operating agreement that addresses the following:
That shares of your company's stock or membership interests cannot be
conveyed to a third party without first offering the other existing owner(s) the
opportunity to acquire the shares or membership interests
What will occur upon the death of an owner
What will occur upon the disability of an owner
What will occur upon the bankruptcy or divorce of an owner
What will occur upon the termination of employment of an owner
What will occur if there is disagreement among the owners
7. Do you have a buy-sell agreement? If so, is it funded by insurance?
BACK TO TOP
1. Do you have your own form contracts for offering your product or service, or do you sign
your customer’s or vendor's “form” contracts that may not accurately fit the products or services
and are likely to be drafted one-sided in favor of the customer or vendor? Do you have your own
form Non-Disclosure Agreement that you use before you enter into discussions with new
customers and vendors?
2. Do your customer and vendor contracts have provisions that cover the following:
Clear language addressing the independent contractor status of the parties
Appropriate indemnification, confidentiality and non-solicitation language
Any disputes will be decided by the laws of your state and located in the
county where your office is located
Appropriate limitation of liability provisions limiting your company's liability
Appropriate waiver of warranty provisions
Personal guarantees by the owner(s) of your customer/client
1. Do key employees sign employment agreements, legally enforceable non-competition
agreements, or non-solicitation agreements relating to your customers and/or employees?
2. Do you have your employees and contractors sign non-disclosure agreements relating to
your business assets and information?
3. How do you maintain the confidentiality of your trade secrets (PDF)?
4. Do you have trademarks and service marks registered to protect the names and logos of
your business and its products? Do you regularly review the status of your registered
trademarks and service marks?
5. Have you obtained copyright registrations to protect written materials and software?
6. Do you use work-for-hire agreements that delineate that ideas and inventions developed by
employees or independent contractors working for your company are your company’s property?
7. Have you recently been denied a trademark? Have you had a lawyer review the reasons for
the denial to determine if re-filing is appropriate?
8. Have you reviewed the foreign trademark application process to determine if you are fully
protected in the US and abroad?
BACK TO TOP
1. Do your internet domain names infringe on another company's trademarks or service marks?
2. Do you have all applicable consents in place for content on your website?
3. Do you have all applicable consents for website links or framing?
4. Do you have appropriate disclaimer and privacy policies on your website?
5. Do you have adequate terms of use for your website?
BACK TO TOP
1. Do you lease space? Do you have the most favorable terms in place? Have you hired a lawyer
to review and negotiate the terms of your lease to make it more favorable for you?
2. Are you and your landlord in full compliance with all lease terms?
3. Does your lease have an option provision, and, if so, do you know the date by which you have
to exercise this option or otherwise lose the right to do so?
4. Do you own your space or are you planning to purchase it?
BACK TO TOP
1. Have you determined where your business interests will go upon your death or disability?
2. Who will run the business if you are deceased or otherwise incapacitated?
3. Have you adequately protected your assets through estate planning?
4. Do you have a current will? Are key individuals named in your will familiar with your wishes?
|
