9550 S EASTERN AVE., STE 253
LAS VEGAS , NV 89123
702-952-9595
WWW.FMSNEVADA.COM
info@fmsnevada.com
LAS VEGAS , NV 89123
702-952-9595
WWW.FMSNEVADA.COM
info@fmsnevada.com
Corporate Compliance
To much, time spent keeping business records is unproductive time. However, the truth is that this is essential to properly maintaining your corporation.
Are you prepared to stand personally liable for all of the debts of the corporation that you assumed would be its debts and not yours? Are you prepared to sacrifice tax benefits you planned upon receiving when you formed your corporation?
Where the individual loses planned for tax benefits or is held liable for the corporation’s debts, it is never the fault of the corporation. The blame lies with entity personnel, officers, directors and shareholders who do not maintain books and records proving that the corporation had an existence separate and apart from its investors.
Courts have repeatedly imposed liability for a corporation’s debts on its principals, e.g., its directors, officers and/or shareholders. In these cases, the courts can use either of two doctrines:
# 1. The alter ego doctrine, under which they hold that the corporation is no more than the alter ego of its shareholders, and, as such, its liabilities should be their liabilities.
# 2. The piercing-the-corporate veil doctrine, under which the courts rule that the corporttion is really a sham and that it would be perpetrating a fraud to recognize its existence as a separate entity. Under this doctrine, the courts look through the corporation “veil” to its shareholders and hold them liable for the company’s debts.
Are you prepared to stand personally liable for all of the debts of the corporation that you assumed would be its debts and not yours? Are you prepared to sacrifice tax benefits you planned upon receiving when you formed your corporation?
Where the individual loses planned for tax benefits or is held liable for the corporation’s debts, it is never the fault of the corporation. The blame lies with entity personnel, officers, directors and shareholders who do not maintain books and records proving that the corporation had an existence separate and apart from its investors.
Courts have repeatedly imposed liability for a corporation’s debts on its principals, e.g., its directors, officers and/or shareholders. In these cases, the courts can use either of two doctrines:
# 1. The alter ego doctrine, under which they hold that the corporation is no more than the alter ego of its shareholders, and, as such, its liabilities should be their liabilities.
# 2. The piercing-the-corporate veil doctrine, under which the courts rule that the corporttion is really a sham and that it would be perpetrating a fraud to recognize its existence as a separate entity. Under this doctrine, the courts look through the corporation “veil” to its shareholders and hold them liable for the company’s debts.
The downfall of the entrepreneur who lacks proper entity record keeping is that he or she cannot prove that whatever was done was done on behalf of the corporation and not for personal reasons. The very fact that the entrepreneur did not keep records shows that he or she did not respect the corporation’s separate identity. This hits where it hurts most in his or her pocketbook, as well as in the entity’s cash drawer.
Failure to follow corporate formalities may expose corporate officers, directors and shareholders to personal liability. Maintaining good records, including corporate minutes, on a timely basis goes a long way toward maintaining the limited liability benefit of a corporation.
There are good reasons to pay attention to the formalities associated with running a corporation. Business corporation laws require articles of incorporation and bylaws and specify many other things that must occur. Articles of incorporation and bylaws form a contract between the corporation and its shareholders, obligating the corporation to act in accordance with the contract.
Directors and officers owe the corporation and shareholders a fiduciary duty to use good faith, exercise due care, and act in the best interests of the corporation. Majority shareholders must act in good faith, in a manner not calculated to oppress the rights of minority shareholders.
Corporate formality must be respected and observed to preserve the integrity of the corporation and to shield officers, directors, and shareholders or related businesses from personal liability. These are all things that FMS can help ensure.
Failure to follow corporate formalities may expose corporate officers, directors and shareholders to personal liability. Maintaining good records, including corporate minutes, on a timely basis goes a long way toward maintaining the limited liability benefit of a corporation.
There are good reasons to pay attention to the formalities associated with running a corporation. Business corporation laws require articles of incorporation and bylaws and specify many other things that must occur. Articles of incorporation and bylaws form a contract between the corporation and its shareholders, obligating the corporation to act in accordance with the contract.
Directors and officers owe the corporation and shareholders a fiduciary duty to use good faith, exercise due care, and act in the best interests of the corporation. Majority shareholders must act in good faith, in a manner not calculated to oppress the rights of minority shareholders.
Corporate formality must be respected and observed to preserve the integrity of the corporation and to shield officers, directors, and shareholders or related businesses from personal liability. These are all things that FMS can help ensure.
CORPORATE RECORD-KEEPING
Too many small businesses, time spent keeping business records is time-consuming and unproductive. But it’s essential to properly maintaining your corporation. FMS can do this work for you so that you can devote your time to other things.
To avoid losing the tax advantages and you’re planned for tax benefits, you need to have a bullet-proof shield in place-your records and record-keeping system protect you. When individuals are held liable for a company’s debts or legal liability, the cause is almost invariably a failure of the company to not maintain accurate books and corporate records.
The piercing-the-corporate veil doctrine, under which the courts may rule that a corporation or other entity is really a sham and that it would be perpetrating a fraud to recognize its existence as a separate entity, can cause you to lose everything if you don’t exercise caution.
Written records of meetings and resolutions, especially in a format that meets legal standards for documentary evidence, can supply the proof you need that your company is alive and functioning as a separate legal entity. Using our record-keeping services will make sure you are not vulnerable to financial exposure. The FMS team can make certain you are protected.
To avoid losing the tax advantages and you’re planned for tax benefits, you need to have a bullet-proof shield in place-your records and record-keeping system protect you. When individuals are held liable for a company’s debts or legal liability, the cause is almost invariably a failure of the company to not maintain accurate books and corporate records.
The piercing-the-corporate veil doctrine, under which the courts may rule that a corporation or other entity is really a sham and that it would be perpetrating a fraud to recognize its existence as a separate entity, can cause you to lose everything if you don’t exercise caution.
Written records of meetings and resolutions, especially in a format that meets legal standards for documentary evidence, can supply the proof you need that your company is alive and functioning as a separate legal entity. Using our record-keeping services will make sure you are not vulnerable to financial exposure. The FMS team can make certain you are protected.
9550 S EASTERN AVE., STE 253
LAS VEGAS , NV 89123
702-952-9595
WWW.FMSNEVADA.COM
info@fmsnevada.com
LAS VEGAS , NV 89123
702-952-9595
WWW.FMSNEVADA.COM
info@fmsnevada.com
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