Yeah, my accountant told me a story about one of his un named clients who was previously part of a corp . Turns out there was a lawsuit against a corporation that had filed for bk protection a couple years earlier.
The person filing the lawsuit wanted to see the corporate minutes for the now defunct corporation to see if they were done on a regular basis. What they were after is, was it a real corporation that held directors meetings on a regular basis and kept minutes. if not, then the corporation would in fact be considered an illegal corporation and the shareholders would then be considered sole proprietors and the corporations bk would be over turned, leaving them open to that lawsuit. More so than exposing the share holders to that type of liability, the share holders, now sole proprietor or partners would have also filed false tax returns and would be subject to all those unpaid taxes and penalties interest etc. A can of worms indeed, when not done right. Travis Johnson wrote: > I understand the corporate structure and how it works. I also know that > if you follow all the proper corporate bylaws, they can NOT break the > corporate barrier. Yes, they will try and list each person individually, > but if you have a good attorney, that is a simple motion to get the > individuals removed (been there, done that). > > Travis > Microserv > > Marlon K. Schafer wrote: >> It can be done a lot cheaper. But we work hard to do it right not cheap >> these days. >> >> And the corporate veil isn't as strong as it used to be. If your company >> screws up the officers (that's you) will be named on any suit these days too. >> >> marlon >> >> ----- Original Message ----- >> From: Travis Johnson >> To: WISPA General List >> Sent: Monday, May 25, 2009 9:53 AM >> Subject: Re: [WISPA] Quesiton on Funding / Financing / Capital Availability >> >> >> Huh? We incorporated in 1997 and I think total cost was less than $500. >> How do you ever expect to get away from having to do personal guarantees if >> you don't operate like a "real" business? >> >> Travis >> Microserv >> >> Marlon K. Schafer wrote: >> One more thing. I don't agree with your definitions per se'. >> >> We all have businesses. A proprietorship is a TYPE of business. We are a >> proprietorship because I'm not incorporated (incorporating is over rated and >> expensive to do right). I'm still a business though.... >> >> http://en.wikipedia.org/wiki/Business >> >> http://en.wikipedia.org/wiki/Sole_proprietorship >> >> http://en.wikipedia.org/wiki/Asset >> >> marlon >> >> ----- Original Message ----- >> From: "Charles Wu" <[email protected]> >> To: "WISPA General List" <[email protected]> >> Sent: Sunday, May 24, 2009 10:03 PM >> Subject: Re: [WISPA] Quesiton on Funding / Financing / Capital Availability >> >> >> Hi Marlon, >> >> I think it's appropriate to make a few definitions and distinctions on >> things so everyone is on the same page >> >> Specifically, for purposes of making my point, I define >> >> Proprietorship: A commercial activity engaged in as a means of livelihood >> or profit >> >> Business: A unique system of processes and procedures that documents and >> codifies a specific method of proprietorship >> >> Asset: cash, inventory, equipment, infrastructure, customer contracts, >> brand, marketing, etc >> >> Grin. Sure it is. That's what a LOT of small business people do. It's >> also kind of common for doctors, dentists, plumbers etc.... Sometimes it >> sucks, >> Now, everything you stated above is just a method of proprietorship, >> and >> in most cases, from a sale perspective, a proprietorships isn't worth >> anything more than the depreciated value of its assets >> >> Say you were buying out the local plumber's office -- what would he have >> of value? His truck? Some old tools? A customer list / brand perhaps >> (but the reality of things is that customers do business with him because >> of him, and if you bought him out and he moved out of town, those >> customers would probably go back to being on the open market) >> >> Now, in comparing the WISP 'proprietorship' vs. the plumber, it's worth >> noting that the WISP is somewhat unique in that it results in the creation >> of an independent asset that holds onto a lot of value (e.g., the >> recurring revenue and everything that goes to support it); in many ways, >> this is akin to real-estate >> >> Not >> everyone out there even wants to get that big (if I had a nickle for every >> business owner that's told me the most fun they had and the most money >> they >> made was when it was just them, no employees......) But then again, >> that's >> one of the really cool things about this buisness, it's big enough and >> flexible enough to allow many different business models and operator >> dreams >> to bear fuit! >> True...and you have the added benefit of building an asset that has >> value >> (be happy we're not plumbers =) >> >> -Charles >> >> >> >> >> >> -------------------------------------------------------------------------------- >> WISPA Wants You! Join today! >> http://signup.wispa.org/ >> -------------------------------------------------------------------------------- >> >> WISPA Wireless List: [email protected] >> >> Subscribe/Unsubscribe: >> http://lists.wispa.org/mailman/listinfo/wireless >> >> Archives: http://lists.wispa.org/pipermail/wireless/ >> >> >> >> -------------------------------------------------------------------------------- >> WISPA Wants You! 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