GLOSSARY OF BUSINESS TERMS

Operating Agreement
Every Limited Liability Company MUST have an Operating Agreement to complete the owner's personal protection in the face of Litigation. The Operating Agreement MUST provide a clear outline of the rights and responsibilities of all parties to the LLC. This Agreement's provisions cover the procedural issues such as voting rights; rights and responsibilities of the Managers and Owners; financial matters; methods for amending the Operating Agreement; Owner withdrawal; dissolution of the Company; and the Buying and selling of the company's Ownership interest. It is a good idea that LLC governing procedures be establish and memorialized in a written Operating Agreement at the time of incorporating because after the formation of the LLC, matters may not be so easily agreed upon. Our tailor made Contract spells out the rights and obligations of the parties in the event disagreements come up. Even family owners should have an OPERATING AGREEMENT, since it could settle some issues without the expense of litigation. Having an Operating Agreement brings transparency and predictability with regards to issues mentioned above and thus tranquility when engaging in your day to day business activities.

Federal Tax ID Number
The Federal Tax ID Number is required to open a business account and to put your license into the corporate name.

Sub-Chapter S Election
The Sub-Chapter S LLC allows the members to avoid having their profits taxed twice because there are no corporate taxes with a Sub-Chapter S LLC. This type of company also allows the owner to avoid the majority of his/her profits from being hit with a self-employment tax. Lastly, the members of an S elected company are able to write off their losses on their personal taxes, even against separate income (money from other employment or a spouses’ income on a joint return.)

Employment Agreement
The agreement will include the important parameters for new hired employees such as protecting your trade secrets and other intellectual property from being stolen as well a non-competition clause. Additionally, the beginning and ending dates of the employment period, the amount of the salary and time period it will cover, a description of duties and title for employee, agreed paid vacation days and severance pay. We will draft an agreement that entails all the above elements and more.

Texas Workforce Account
If you are going to be paying a wage to yourself or other employees at the time you incorporate, state law requires you to have an Unemployment Tax ID so that you may comply with the state unemployment withholding's. You will use the Unemployment Tax ID to mail in your quarterly unemployment withholding's due to the state.

Texas Sales Tax ID Number
Depending on the nature of your business, you may need to collect State Sales and Use Tax. This tax is imposed on all retail sales, leases and rentals of most goods, as well as taxable services. The sales tax ID number will also allow you to purchase products for resale tax free prior to resale.

Registered Agent Service
Texas requires your business to maintain a registered agent and a Texas address to accept legal and official documents on behalf of your business. As a Texas resident you can be your own registered agent or as an added level of protect between you and the public you can assign someone to be your registered agent. The registered agent information is a matter of public record.

Dunn & Bradstreet Registration
What is a Dun and Bradstreet Number (DUNS)? DUNS stands for "Data Universal Numbering System." It is a unique nine-digit numbering system that is used to identify a business. While businesses aren’t required to file for a DUNS number with Dun & Bradstreet, it’s always a great idea to do so. Your business will be listed with their publications and you will find that your business will pick up with larger companies, government contracts, and many other avenues that you never thought to market to.

Central Contractor Registration
Central Contractor Registration (CCR) is the official, on-line registrant database for the U.S. Federal Government. CCR collects, validates, stores and disseminates data in support of agency acquisition and award missions.

Employee Handbook
An employee handbook is the most important communication tool between you and your employees. A well-written handbook sets forth your expectations for your employees, and describes what they can expect from your company. An employee handbook should describe your legal obligations as an employer, and your employees' rights.

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