Category Archives: Company Minutes Tips

Company Minutes and Resolutions are mandatory for every business. You MUST keep your company protected. Each month I will give you a tip to make the whole process fun.

Company Minutes: Do LLCs Really Need to File Them?

Posted on by September 7, 2011

Company Minute BookCompany Minutes: Do LLCs Really Need To File Them?
Or Five Reasons to Keep your Company Minutes (for an LLC)

Many LLC owners wonder if they really need to document company minutes. The answer is an unresounding YES. While the company minutes do not need to be filed with any state or federal entity, they should be kept with the Minute Book of the Company. Let me explain a little of what I mean, and why company minutes are crucial to an LLC and the members/managers of an LLC.

With the increase in popularity of LLCs, there has been some confusion as to what paperwork and filings are absolutely required. With a Corporation, the law requires an Annual Meeting of the Stockholders, and an Annual Meeting of the Directors. With an LLC, the law has no such requirements for an Annual Meeting. And many states do not require an Annual Report to be filed. (see the list of requirements by state here)

However, there are several reasons why it is in your best interests to keep up with your Company Minutes and Annual Meetings for your Limited Liability Company.

1) To protect your Limited Liability Status – when you show you are keeping your business a distinct and separate entity from yourself, you maintain that veil of protection. Every business should maintain regular meetings and keep minutes to have a record of their activities. In addition to having your Articles of Organization, you must have your Operating Agreement and 12 other important documents to show you are running your business like a business, and not just an alter ego of yourself.

2) To be prepared in case of an IRS Audit – company minutes give proof of business purpose behind each decision and business purchase, which in turn could save you a lot of headache and cost (small business audits usually produce between $7,000.00 – $14,000.00 for the IRS). It is much easier to have these documents ready, rather than scramble to get them together at the last minute. A highly organized and documented company also prevents a long drawn out audit.

3) To be prepared in case of a lawsuit – the first thing an opposing attorney will ask for during a lawsuit is the company minutes. Of course they want to prove that your LLC is not a real business, therefore opening up the gates to go after your personal assets as well. While company minutes may not prevent a lawsuit against your business, they could prevent a lawsuit against you personally.

4) To be ready to Sell your business – the company minutes will show to your buyer all important and relevant information about the company: such as, any leases that the buyer will be assuming, any employment contracts, or other agreements such as distribution agreements, etc. When you have your minutes in order, your business is in a better position to sell in a more timely fashion.

5) To have solid documentation of business decisions – company minutes allow you to note the reasons behind making critical decisions, which can head off controversy and dissension in your company in the future.

So, keep up your Annual Meetings and document your important business decisions to protect your limited liability status and have solid documentation in the event of a lawsuit or IRS audit. Having your company records will also allow you to be prepared for selling your business if that’s what you decide to do. And, it’s even good reading when you want to review your business actions over the years.

For more information on Company Minutes, visit www.justaminutellc.com

Business Trip? Be Sure to Document

Posted on by May 25, 2011

Are you going on a business trip? (Every trip should be a business trip). Be sure to document it correctly complete with waiver.

Watch the video below. Our founder, Kari VanNoy at Just A Minute, LLC explains how to document your business trip quickly and easily.

I can’t wait for you to see what happens to Kari’s hair. Comment below on what you think (about what she says…. or her hair!)

To find out more about keeping your corporation or LLC compliant with proper minutes and resolutions, visit http://www.justaminutellc.com. Keep your corporate veil in tact!

Are Small Businesses Being Targeted?

Posted on by May 3, 2011

3-13-are-small-businesses-being-targeted

I was reading the Kansas City News Blog this morning and I came across an interesting post.

It’s title is “New IRS Agents Hired by Obama Auditing Small Businesses”

They say, “This is becoming an epidemic as over 3,000 local Kansas City small businesses
reported that they are currently being audited.  The audits mysteriously started in
October of 2010, and seem to be continuing with no end in site.  Businesses that are
being targeted are small “mom and pop” stores and small companies.”

Read the full article. It’s very interesting.

Don’t want to pay the IRS extra money?

What can you do to protect yourself from having your business deductions disallowed?

It’s the same thing that will protect you from having everything taken away in a lawsuit…..

You need to make sure your company minute book up to date with the latest minutes and resolutions.

It doesn’t have to be hard. Just have us do it for you.  That leaves you to do what you do best…..and that is running your company.

We have over 30 years experience in keeping your minutes legal.

Check us out at  Just A Minute LLC.com

Top 5 Reasons Company Minutes are Important for Small Business Owners

Posted on by September 29, 2010
  1. Find More Deductions! – When you follow our memory-jogging questionnaire, you may just find some more deductions you didn’t think about. Be sure to share these with your CPA for maximum savings!
  2. Save Your Sanity By Keeping Current! – It is so much harder to catchup than to keep up! When you use our simple online system each month, you actually save yourself time and energy, no need to search back through old documents and bank statements to find what needs to be documented. It will all be fresh in your mind! That’s why we created this system: to Save Small Business Owners Time and Money, while still getting the paperwork done right!
  3. To Protect Your Business and Personal Assets in Case of Lawsuit! – the first things and opposing attorney will ask for is business records. If you don’t have any, or you don’t have the correct documents done, forget about saving your personal assets too from scrutiny and the prosecutor. It’s too late!
  4. Save Your Deductions from an IRS Audit! – One of the great things about documenting all business decisions and expenses is that you have PROOF. Proof not only that your expenses were really expenses, but that your business is actually running as a business and not just a hobby.
  5. Save YOU Time! – This may be similar to #2 , but saving time is so important to a small business owner (it is to me!) that it bears mentioning in its own spot. All you have to do each month is take a few minutes to do your reporting, that’s all you have to do.. and we do the rest! You don’t have to worry about when to hold your Annual Meeting (we do that for you), you don’t have to worry about which form, out of the 600+ to choose or how to correctly word your business actions… We do that for you, too!

To find out more about Minutes for your company Click Here.

Comment below and tell us how important minutes have been to your company? Have they saved your personal or business assets? Have you found more deductions?

Are you neglecting your business?

Posted on by September 22, 2010

Are you neglecting your business?…

Right now MOST business owners ARE neglecting their business! I’m sure you are thinking… How can I be neglecting my business when I basically eat and sleep there?

Yes you may spend many hours working on the growth of your company, but do you have a solid foundation?

A solid foundation is crucial in protecting your corporate veil and keeping your personal and company assets protected.

You are probably wondering what that solid foundation is….Well your solid foundation is PROPER LEGAL documentation!

Did you know there are 13 documents you must have in order to have this sturdy foundation?

Without these 13 documents your company’s corporate veil could be pierced, your tax deductions disallowed, and thousands of dollars and hard work down the drain.

Now again I ask you, Are you neglecting your business?

Click here to find out what 13 documents you MUST have to Bullet-Proof Your Company from Lawsuits and IRS Audits.

Stop neglecting your business today!

Share this on Facebook and Twitter and warn others Business Owners to Bullet-proof their business!

Also, Comment below and tell us what you found interesting/shocking!

Helping Small Business Owners – My Crusade

Posted on by September 16, 2010

Yep. I’m on a crusade. Here’s why.

I have found that 87% of small business owners neglect one of the most important parts of their business – their company record book. Although it takes only minutes every month to do the paperwork, it gets neglected because the business owner doesn’t have the time or doesn’t know how.

Not keeping up with your records is a ticking time bomb just waiting to go off.

What do I mean by records? I mean the monthly resolutions and annual meeting minutes.

Every time you make a decision for your company, you must document it. Say you decided to purchase a new copy machine, or hire a new employee. That decision must be documented in a written resolution.

Then when you hold your annual meeting (did you do that this year?), all the resolutions are mentioned along with what was discussed at that meeting in the annual meeting minutes.

These documents should be in the correct form, the correct legal language and MUST be signed with the proper signature designation.

So, that’s why these things are neglected – who wants to take the time to research what the form should be, what is the correct legal language, and what is the proper way to sign these documents?

So, I’m on a crusade to make it easy for companies to be compliant. So when the IRS comes to audit their business, they don’t have to pay all the penalties and fines for deductions claimed, but not documented.

And if a lawsuit ever comes their way, their corporate veil won’t be pierced and all their personal assets as well as the company assets jeopardized.

Protection…..

It’s a great feeling to be protected.

I suggest you get the free book my colleague, Kari VanNoy, wrote: “Bullet-Proof Your Business.” Download it at www.JustAMinuteLLC.com/gift

Tell me what you think in the comment section below. Did this hit home for your business? Are you protected? What do you think about my crusade?

Is Your Annual Meeting Next Month?

Posted on by April 26, 2010

Just A Minute LLC does company minutesMany of you are scheduled to have your annual meeting in May. This is a great opportunity to plan a trip and use it for a tax deduction. (see previous video post.)

Your Annual Meeting is the most important meeting of the year for your company.

At your annual meeting, you approve all the actions you made last year, you may vote on new officers and directors, and you may plan for future activities or projects.
Your annual meeting minutes lists your “team”  – your lawyer, accountant, bookkeeper, etc. – in your company summary as well as listing all the major decisions you have made on behalf of your company for the past year.

But most importantly, it protects you.

How does an annual meeting protect you? Well, if it is done right, and if you have an accurate record of everything you have done over the past year, and if you have the minutes of the meeting in writing with the correct legal form, and it is signed and placed in your minute book, then you are conducting business like a business.
What happens if you don’t have your annual meeting documented properly and in your company record book?

The results could be disastrous.

If you are sued your corporate veil could be pierced (even if you have an LLC!). In other words, you could lose the asset protection of your business entity and your personal assets could be in jeopardy.

If you are audited by the IRS your business deductions could be disallowed. Meaning you will pay more in taxes.

When should your annual meeting take place?

Look in your company operating agreement or by-laws. It will tell you when your annual meeting should be held.

Just A Minute, LLC takes all the worry from you.

They prepare your monthly resolutions for you. They remind you when you should have your annual meeting. They prepare your annual meeting record including who was present, where the meeting was held, past actions that were approved and other significant details.
All you have to do to get the proper paperwork that will protect you and your business is to login to the system once a month and answer a few questions about your business activities for the month. And then answer a few questions about where and what date you held your annual meeting and you are set.
No need to search for the proper legal form, or try to figure out the proper legal language to put in your document.
No need to hire an expensive attorney to get your minutes done right.
Call Just A Minute, LLC at 888-552-6552 or visit www.JustAMinuteLLC.com to protect your business now!

No operating agreement or by-laws? We can rescue your business with our company rescue service.. Call now. 888-552-6552

Just A Minute LLC Can Help Protect Your Business

Posted on by February 15, 2010

The IRS recently hired 3,000 new field agents. Their purpose? To audit small businesses.

You see, they think they can find deductions that businesses reported on their tax return and disallow them….and then collect the money — plus penalty and interest.

What does that mean for you as a small business owner? It means you should be sure your company paperwork is current. That means your minutes and resolutions should be in your company minute book.

So, if you decide to purchase any equipment that costs over $500, you should create a company resolution that you are going to purchase that piece of equipment, sign it and put it in your company minute book.

If you decide to take out a loan, it should also be documented. There are hundreds of other minutes and resolutions that should be documented so you can protect your company.

How are you supposed to know everything you should document? How do you word the document so it is legal? What form should you use?

That’s how Just A Minute, LLC can help. They prepare your minutes and resolutions for you. Simply go online and answer a few questions that will jog your memory about what to include in your minutes.

They do the rest. They select the proper form and use the correct legal language. Then they prepare the monthly resolutions for you. They also prepare your annual minutes.

All you need to do is sign them and put them in your company minute book.

Simple.

You don’t have to worry about those 3,000 new IRS agents. And your business will be safe and protected.

————————–

You can contact Just A Minute, LLC at 1-888-552-6552 or at http://www.JustAMinuteLLC.com

Will You Be Judged by Your Words – or Lack of Them?

Posted on by February 10, 2010

by Steven W. Allen, J.D.
[This is an excerpt of his article “Words” — to read the entire article click here]

Perhaps you remember that commercial which began: “People do judge you
by the words you use!” As an author and an attorney, I love words, I work
with words, I help others with words. Words are my tools.
. . .
Companies have distinct tax benefits, asset protection characteristics, and
valuation procedures. To keep such benefits, companies are required to keep
written records of their business decisions known as “minutes.” Such
records set these companies apart as separate and distinct entities for a
business purpose. Companies must meet at least annually, and more often for
unique or major business decisions.

If your company doesn’t keep accurate minutes of the annual or major
decisions, this company can be considered not to exist as a separate and
distinct entity for business purposes. That means the company loses its tax
benefits and its asset protection benefits.

“Asset, (as’est) noun, a useful thing or quality, a single item of
ownership having exchange value.” The things your company uses or that you
use personally.

“Protect, (pro tekt’) verb, to defend or guard from attack, invasion, loss
or annoyance, insult, etc.”

Companies are judged by the words they use. And they may be judged (by a
court of law) by the words they don’t use, or minutes they don’t have. Keep
up the minutes. Defend your company and your things from attack, invasion,
loss or annoyance, insult, etc. You will be judged by the words you use.

Hold Your Annual Meetings at an Exotic Location and Get a Tax Write-off!

Posted on by August 25, 2009

Most business owners realize it’s time for their annual meeting and quickly plan a meeting in their office or at a nearby restaurant.

You are missing out on the opportunity for some weekend leisure at a beautiful spot . . . maybe a round of golf . . . while planning your work week around your annual meeting at an exotic location.

Why don’t you plan now to have your next annual meeting at an exotic location or great resort? You can use the trip as a tax write-off if you follow a few simple rules (see your CPA or tax strategist).

Most people know they need to hold an Annual Meeting for their
company. But do you know what needs to go into your Annual
Meeting and how to prepare for it?

1. When to hold your Annual Meeting.
Your company is governed by your Operating Agreement or Bylaws.
In the operating agreement or bylaws you can find a clear
statement of when your annual meeting should be held. (If you
don’t have an operating agreement or bylaws, call us
immediately). The operating agreement will contain a paragraph
entitled “Annual Meetings” or “Meetings of the “Members.”

2. Who Should Attend the Annual Meeting?
If you are the proud owner of an LLC, your meeting should include
all the members. If you have a Limited Partnership, it should
include all the general partners. A Corporation (Inc.) must have
TWO meetings: the first one is for the shareholders (all persons
who own stock in the Corporation); the second for the Directors.
If a member, director or general partner cannot attend the
meeting, you must have a majority present. This will be outlined
in your operating agreement.

3. Notice of the Meeting.
Did you know you must give a notice of the annual meeting to your
members, directors, shareholders, or general partner? You must
give written notice no less than 3 days and no more than 50 days
prior to the meeting. But there is an alternative to this
notice. And that is to have a waiver instead. Waivers can be
signed the same day as the meeting. Just A Minute, LLC can
prepare your waiver for you.

4. Documenting the Annual Meeting.
You MUST have the minimum requirements of your annual meeting in
your minutes. Luckily Just A Minute, LLC will meet and exceed
those minimum requirements to keep you legal.

5. You Can Have Your Annual Meeting at an Exotic Location.
All you need to do is plan ahead. Make a resolution a month or
two before your annual meeting is to take place (check your
operating agreement). This resolution should state where and when
you will be holding your annual meeting. Check with your CPA to
make sure you are using every last tax deduction you can for this
special annual meeting business trip.

6. Finalizing Your Annual Meeting.
Once you hold your annual meeting, login to
http://www.SubmitMinutes.com and submit your annual meeting
information. These minutes must be signed and placed in your
Company Minute Book.

Contact us at JustAMinuteLLC.com. 1-88-552-6552 or http://www.JustAMinuteLLC.com

We are here for you to protect your business and to help your company grow.