EPGD Law Blog

If you are a U.S. company and have a foreign owner or foreign shareholders, then your company likely needs to file Form 5472.

The doctrine of impossibility applies in a situation where it is literally impossible for a party to a contract to perform their duties. The Florida court system generally has an interest in holding parties to the contract they sign and the duties assigned under that contract. Impossibility is a high standard, lack of performance cannot be excused by mere inconvenience, expense, or other non-impossible circumstances.

The changes to the Florida Corporate Statute have gone into effect on January 1st, 2020. These changes are centered around the Revised Model Business Corporation Act. 

Registering your business with the State of Florida is a crucial part of your company’s creation process. Often times, many individuals who are new to the business world opt for a limited liability company (“LLC”) when they intend to register their new business. Mainly because they desire something simple and less complicated, especially during the beginning stages. An LLC offers just that, not only is it easy to form, but it is also easy to manage.

A Last Will and Testament is a legal document that allows you to decide how to distribute your assets after your passing. A Will contains the definition of assets, the names of beneficiaries, and sometimes includes guardianship designations and burial instructions. A Will also appoints an executor, or personal representative, of the will. A personal representative is someone who will pay remaining taxes after your passing and make sure the Will is being executed correctly and in accordance with your wishes.  

The CARES Act provides several unemployment insurance benefit programs which include: the Pandemic Unemployment Assistance (“PUA”); the Federal Pandemic Unemployment Compensation (“FPUC”); and the Pandemic Emergency Unemployment Compensation (“PEUC”) which are further detailed below.

A common law trademark is a right at common law to certain names, sentences or logos that you very often use in connection with your product. You can have common law trademarks rights without having your trademark federally registered. A common law trademark, however, can only be enforced within a certain area, where it is used.

The Agricultural Tax Exemption is a property tax exemption that landowners may receive, if they can show that their land is being put to agricultural use. Different states define “agricultural use” in different ways. For example, Florida requires agricultural use to be bona fide. Fl. Stat. § 193.461. “Bona fide agricultural purpose” is defined as a “good faith commercial agricultural use of the land.” Fla. Stat. § 193.461(1)(b) (2009). Some states require the agricultural use to be for commercial purposes, and for some profits to be gained from the land.

A living will is a legally binding document that explains an individual’s personal choices about end-of-life medical care in cases where they become incapacitated and can no longer make decisions for themselves. For example, the living will would state whether an individual would want to be kept alive through life support or whether they would not like to receive any life support, including artificial nutrition and hydration.

This symbol serves to signify that a particular brand is registered with the federal USPTO office. A simple application to have your trademark registered with the USPTO does not give you the right to use the ® symbol until the trademark has been officially registered. 

If you reside in another state but wish to convert your domicile to the state of Florida, there are many ways you can make a showing that would reflect Florida residency, especially for purposes of homestead exemption or paying in-state tuition at a Florida university.  Many individuals, including investors, choose to make Florida their state of domicile, mainly because Florida has no state income tax, as opposed to states like New York, Georgia or California.

Courts can award attorney’s fees to the prevailing party if both parties have agreed to such a condition in a contract, or if there is a specific statute that grants attorney’s fees to the prevailing party in a certain case. If both parties prevail in different legal arguments, the court will conduct a balancing test and distribute attorney fees using its own discretion. 

A trust is an agreement between a settlor and a trustee, which directs the trustee to hold the settlor’s assets for the benefit of the settlor’s beneficiaries. In simple terms, an individual will establish a trust to hold their assets for their beneficiaries. The person establishing the trust, or the settlor, can create a trust agreement where he is both the settlor and the trustee and place all of his assets in the trust.

#5 Solicitar una Patente es una Inversión en sí. Obtener una patente es un ejercicio de mostrarle al USPTO que lo que estás solicitando es útil, novel y no-obvio. Si tus reclamos (“claims”) cumplen con esos criterios, se te puede otorgar una patente. La solicitud consiste a grandes rasgos en una descripción altamente detallada del…   + Read More…

La protección de los derechos sobre inventos, procesos, fórmulas y diseños le corresponde principalmente al régimen de Patentes. Las patentes forman parte del régimen de Propiedad Intelectual, donde se encuentran además: los derechos de autor; las marcas; y los secretos comerciales. Estos 4 campos están relacionados, pero no son lo mismo. Cada uno protege distintos aspectos de las creaciones humanas.

Probate is a court process that is used to determine the authenticity of a will as well as to administer the estate of the deceased individual. Through probate, the court supervises the payment of all the debts of the decedent to his creditors. Subsequently, the court administers the distribution of the assets of the estate to its beneficiaries in accordance with the will of the decedent. In case of an absence of the will, the court will arrange the asset distribution according to the laws of intestacy of the applicable state.

Title VII of the Civil Rights Act of 1964, which prohibits discrimination in the workplace on the basis of sex, now also protects gay, lesbian, or transgender employees from being fired based on their sexual orientation. The ruling also upheld lower court rulings saying that sex discrimination included sexual orientation discrimination.

Una manera engañosa de incentivar a la otra parte es a través de promesas. Esto ocurre cuando las partes diologan sobre proyectos futuros, a cumplirse si se realiza el actual negocio. Estas promesas no forman parte de lo que se está pactando, y que no hay garantía de que existirán. Esto se conoce como “pajas mentales”. Descarta todo lo que no sea objeto de la actual contratación. 

Se negocia ante un conflicto de intereses opuestos; pues si no existiera conflicto, no hubiese necesidad de realizar concesiones. Pero sólo porque haya intereses encontrados, no significa que debe haber conflicto entre quienes los representan. Lo mejor que se puede tener al momento de negociar es una actitud de disposición.

El mercado se obsesiona con los unicornios – compañías que revolucionan industrias con sus innovaciones. Ejemplos comunes son Facebook, Uber y más recientemente, Snapchat. Sus historias de éxito hacen parecer que el ejercicio de concebir y llevar al mercado una idea sea más sencillo de lo que realmente es. Hay quienes, inspirados en estos unicornios (y quizás en pájaros en gestación), sueñan con generar una gran idea para presentársela a algún inversionista con la esperanza de que se la compre o le pague regalías sin más.

Aunque el smartphone es un “medio tangible” según la definición de derechos de autor, no es una “expresión de una idea” – es un objeto útil y funcional. Ahora bien, si coges ese mismo objeto del smartphone, y lo trasladas a una galería de arte, y lo exhibes como una obra de arte, ese objeto del smartphone se convierte en la expresión de una idea fijada en un medio tangible.

La propiedad intelectual consiste en cuatro regímenes de leyes que gobiernan distintos aspectos de las creaciones humanas. Por eso se le llama propiedad “intelectual”; nacen de la inteligencia e imaginación de los seres humanos. Estos regímenes de leyes son los derechos de autor, las marcas comerciales, los secretos de negocio y las patentes.

El artista musical – sea banda o solista – opera como un comerciante. Su objetivo es entregar un producto de valor a un mercado particular. Pero al igual que cualquier negocio, el éxito del no depende del producto o servicio al vacío, o de una persona solamente. Junto con la música convergen elementos igualmente esenciales que merecen la atención de expertos, como el artista a su arte.

The EIDL program or Economic Injury Disaster Loan allows the SBA to provide loans of up to $2 million to small businesses that have suffered substantial economic injury. The EIDL reopened its loan program to small businesses on June 15, 2020 after closing to most small businesses in May of 2020.

Establece tu “rate” por hora: uno que cubra tu tiempo, materiales y toda la operación, salvando un porcentaje de ganancias. Cuando halles este número, podrás presentar con confianza ante cualquier cliente. No se trata de improvisar, se trata de cononcer tu “rate” por hora, y estimar a base de eso. Cobra a base de lo que cuesta toda la operación, porque de otra forma ese costo saldrá de tu ganancia.

El primer paso en una contratación de diseño no es enseñar el trabajo que harás. Es ganarte la confianza de la persona quien te contrata, y dar a entender en esos primeros minutos, que tú quieres hacer negocios, y que sabes hacer negocios. Es dejar saber que el cirujano, el ojo clínico y el especialista eres tú, por eso él debe depositar su confianza en tí para planificar un proyecto y llegar a una contratación.

Vendiste una obra en una exhibición. El comprador le toma una foto y la sube a su blog, reconociendote como autor. La cuelga en su sala, pero decide pasarle un pequeño brochazo para integrarle tonos más acorde a su pared. Retrata su sala y convierte la imagen en una postal. Hace doscientas copias y las regala en su blog. Al dorso de la postal, junto con su “copyright notice”, incluye tu nombre como autor de la pintura.

Retomemos el ejemplo del pasado artículo. El comprador le pasa un brochazo a tu obra para ajustarla a su pared. No favoreces la intervención; sin embargo, te percatas que la ley de Copyright federal no te protege frente a una alteración de esta índole. No se contempla en el “bundle of rights”.

Actualmente, el “Copyright Notice” es el mecanismo utilizado para hacer visible a terceros la protección de la obra por un derecho de autor. Consiste en incluir junto con la obra todo lo siguiente:  1) la letra “c” dentro de un círculo o la palabra “copyright”; 2) el año de publicación inicial y; 3) el nombre del autor o autores.

Este método se conoce como el “poor man’s rule”, y propone que si uno adjunta en un sobre copia de, por ejemplo, una composición en guitarra grabada en un disco, y se la envía por correo a sí mismo y no abre el sobre, hará constar, por el sello postal, la fecha de la creación de la obra.  En la eventualidad de surgir una disputa entre dos o más personas sobre la autoría de esta, el sello postal autentica al recipiente y la fecha.

Los derechos de autor son derechos patrimoniales otorgados por las leyes de los Estados Unidos, principalmente a través del Copyright Act de 1976, sus subsiguientes enmiendas y tratados, a creadores de trabajos artísticos y literarios (escritos, canciones, pinturas, fotografías, bailes, programas de computadora, compilaciones, entre otros) sobre obras que cumplan con dos requisitos: que sean originales, y que estén fijados en un medio tangible de expresión.

El problema con la industria no es que falte talento, es la sobredosis del mismo. Entonces el reto de cada artista debe ser crear una propuesta única dentro de todo el ruido saturado que son los medios.

Ahora consumimos, creamos y curamos el contenido todo a la vez. Ganar la atención de cualquier público es un ejercicio de suprema deliberación y ejecución incansable. Más que nunca, la popularidad de un artista depende de factores más allá de su música.

The entertainment industry is a broad categorization of fields including fine art, dance, music, theater, film, radio, opera, publishing, television, and more. Contracts are necessary instruments in these fields to protect the creative works of artists in a way that allows them to profit from them. 

Large entertainment companies, like record labels and motion picture studios, also use contracts to protect themselves against economic risk. Consumer interests can change quickly, leading some entertainment trends and artists to become immensely popular or to fall into obscurity. These changes in consumer interests create an economic risk for artists and the companies that work with them. 

1099-MISC is an important form that misfiling or failing to file will cost you hundreds of dollars. Be sure to inform yourself on your tax duties as a business owner. Here’s everything you need to know.

Nobody likes to read long and tedious contracts, especially when it is the only thing separating you from the commencement of an exciting new project. However, there are some things you need to keep an eye out for when negotiating your artistic product and services, to ensure you are being justly protected and compensated. 

Tortious Interference with an Expected Inheritance occurs when someone succeeds at manipulating the assets of the decedent. In such a case, those beneficiaries of the inheritance who suffer an injury as a result of the tortious interference can bring a suit against the person who has manipulated the assets. Such conduct could include transferring money between different accounts, converting bank accounts to cash or affecting the distribution of the assets in any other way.

What is Pandemic Unemployment Assistance? The Pandemic Unemployment Assistance (“PUA”) is a federal program, in addition to the CARES Act, that provides assistance to individuals whose employment is directly affected by COVID-19 and are not eligible for state Reemployment assistance benefits. This includes individuals who are independent contractors, gig workers, or self-employed. To receive this…   + Read More…

An entertainment lawyer is a lawyer who represents individuals in the film and television industry, music industry, comedy industry, and print and electronic media industry. Entertainment lawyers can represent artists in contract negotiations, talent acquisition, intellectual property matters and public or distribution rights for creative properties.

Can a Minority Shareholder Resign His Shares in a Private Corporation? If you’re a minority shareholder of a private corporation looking to get out of the corporation, your best option would be to sell your shares. It is important to note that your ability to sell shares is contingent on the terms of the shareholders’…   + Read More…

As D.C. legislators amend existing COVID-19 legislation, legitimate cannabis businesses might be leaving their financial straits behind.

Under California law, a “general release” of claims releases the parties from all mutual obligations and all known claims. The language of § 1542 notably states that a general release does not extend to unknown or suspected claims. This means that if one party violated an agreement, but the other party does not find out about the violation until after the agreement has been dissolved, the injured party can still bring a claim and file a lawsuit.

A divorce is a trying experience in and of itself—an ex-spouse keeping your last name can add another emotional dimension. Unfortunately, it is very difficult to legally change someone else’s name.

Do you have to have a license to sell jewelry in Florida? To sell jewelry from home in Miami, you first need to create a business structure and register for a Florida Business Tax License. For a single member LLC, you need to provide the owner’s Social Security Number (SSN) and the business’s employer identification…   + Read More…

It is important to understand that a franchise agreement is typically drafted in favor of the franchisor. That is because the franchisee will be granted the rights to use the franchisor’s name, brand, intellectual property, confidential information, services and products, such as, for example, custom recipes, manuals, services and products, system information, production knowhow, and/or other trade secrets of the franchisor.

Upon pursuing a divorce, it is common to wonder if your ex-spouse can reimburse you for your attorney fees and other significant costs incurred throughout the process. Luckily, an answer can be found in statutes and case law.

A buy-sell agreement, buy-out agreement or a business prenup, is typically a contract that specifies how a partner’s share of an enterprise will be reassigned if he or she happens to pass away or dispense themselves from the company. Buy-sell agreements are commonly used for closed corporations and partnerships but may be used for other types of companies as well.

In Florida, to obtain reemployment assistance benefits, an individual must file a claim with the Florida Department of Economic Opportunity.  Once the claim is filed, the claim undergoes an adjudication process where the claim is reviewed for potential issues which may disqualify an individual from receiving reemployment benefits such as: reason for termination, individual’s availability, and individual’s ability to work.

A minimum performance requirement is typically a provision in a franchise agreement that creates a certain minimum standard of performance that is necessary for a Franchisee to maintain in order not to be in default on the franchise agreement. Every franchise agreement will impose different standards on their franchise locations – some covering more areas of the franchise’s operations and some covering less.

No mucha gente lo sabe, pero es importante saber que una vez que un negocio o persona desfavoreada haya participado en el programa, ni el negocio ni esa persona volverán a ser elegibles.  El SBA rechazará automáticamente esas aplicaciones. Por lo tanto, una empresa puede participar sólo una vez.  No importa si la propiedad y el control han cambiado por completo; la empresa será rechazada si se aplica de nuevo.

An employment contract is an agreement between two parties – an employee and an employer, that involves terms and conditions of employment. Some employment contracts may be oral, whereas others are written and contain many descriptive provisions. Oral employment contracts are enforceable but could be much more difficult to prove in court.

To rent a property in Washington, D.C., a landlord needs a Basic Business License (BBL). The landlord must first obtain the category that their BBL falls into, such as beauty services, health services, or rental housing.

Businesses can have customers sign a Release from Liability Waiver, however, this cannot replace the requirement of maintaining a safe workplace. Businesses need to make sure they are in compliance with government agencies (CDC and OSHA), state, and local guidelines. Demonstrating that the business is following the published guidelines from these authorities is the best evidence an employer can provide to show they are reasonably reacting to COVID-19 risks.

During the coronavirus pandemic, many foreign nationals have been left unable to leave the United States and have, therefore, been involuntarily stranded in the country for longer than they anticipated. Does this extended presence in the United States carry with it any tax implications for these foreign nationals? 

Not many people know this but it is important to know that once a business or disadvantaged individual has participated in the program, neither the business nor that individual will be eligible again.  The SBA will automatically decline those applications.

A holographic will is a will that has been written by hand by the person that is establishing the will, legally known as a testator. A holographic will is different from a standard will because it is typically neither notarized nor signed by two witnesses and handwritten.  

Just as e-commerce has presented challenges for sourcing sales tax, e-commerce also presents issues for sourcing income taxes. This blog will discuss the income tax implications for online businesses.

E-commerce has created several tax-related issues for corporations conducting business across states without a physical footprint. This blog will discuss the sales tax implications for online businesses.

Foreign ownership of U.S. assets has grown significantly over the past 20 years as a result of more globalized financial markets.

Small business owners pay themselves differently depending on their business structure. Sole proprietorships, S-corps, C-corps, and partnerships all have different IRS rules governing how the business can pay its owners and how those earnings are taxed.

Frustration of purpose is a doctrine in contract law that provides a defense to the enforcement of a contract. The doctrine of frustration is usually invoked when either party has been substantially inconvenienced by an unforeseeable event, whereby that inconvenience has caused the contract to become impossible to perform or has undermined the initial justification of entering into the contract in the first place.

What is a Force Majeure Clause in a Contract? A force majeure clause is a provision typically added to contracts that help to shield the parties from liability in the event of a catastrophe or a natural event that prevents the parties from fulfilling their obligations under the contract. Examples of a force majeure include…   + Read More…

The Securities and Exchange Commission (“SEC”) is an independent government agency created to regulate corporate securities while maintaining fair market practices. The SEC is commanded by a five-member commission who act cooperatively to enforce the rules and regulations that make up the securities market.  Their authority is derived from the Securities Act of 1933 and the Securities Exchange Act of 1934.

The U.S. Securities and Exchange Commission is a governmental agency that serves the purpose of protecting investors from fraud and maintaining fairness and efficiency of the U.S. market. One of the main goals of the SEC is to mandate disclosures about all kinds of investments to both small and big businesses.

The HIPAA stands for The Health Insurance Portability and Accountability Act. This federal Act protects the privacy of patient information from third parties. Therefore, most healthcare providers such as healthcare insurance companies, hospitals, etc. can only disclose patient information in cases when the HIPAA allows the disclosure. Under the HIPAA, apart from disclosing the patient’s information for treatment purposes, only “the minimum necessary to accomplish the purpose of the disclosure” can be revealed.

When preparing your estate plan, not only can you provide directives as to the administration of your estate, but you can also give instructions as to what will happen to your body after you pass away. Providing such instructions yourself would save your family from conflict over what should be done with your body and how you would have wanted to be buried. 

A furlough is a temporary, unpaid leave of absence, with an expectation that an employee will return to his or her job at a specific time. A furlough could also include reduced hours of work or work weeks. Ultimately, a furloughed employee remains an employee.

A securities class action lawsuit is filed by investors who have bought or sold a company’s publicly traded securities within a class period and have suffered economic injury as a result of violations of securities laws.

The Adult Protective Services in Florida are part of the Florida Department of Children and Families. You can report adult exploitation online at https://reportabuse.dcf.state.fl.us/ or by calling their hotline at 1-800-962-2873.

The reason for such disclosures is to protect the company in the event things fall apart and the investors try to sue the company for securities fraud for example. Such disclosures will be used as the company’s defense. One of the best ways to provide such disclosures is through a document called a Private Placement Memorandum (aka PPM).

While it can be emotional to imagine the state of a business after your passing, it can prove crucial in the protection of your legacy. The reality is that your sudden passing can lead to thousands or millions of dollars in losses for your business, and even starker consequences for your family.

In a class action lawsuit, only one lawsuit is filed on behalf of an entire group of injured parties. Very often, for example, such lawsuits unite many individuals and go after a large company that has produced defective products that have causes injury or loss to every individual member of the class action lawsuit. The settlement that such a lawsuit results in is typically divided between all of the individual plaintiffs.

A personal guarantee is an individual or business entity that guarantees responsibility for another’s financial obligation, should they ever fail to repay their lender. Personal guarantee’s usually come in when securing a debt for a loan such as a car finance or mortgage, but the guarantor is not contractually liable for any part of the loan unless the debtor fails to make a payment.

If a personal guarantor does not respond to the lender’s demand, the lender has two options to choose from in order to collect the debt. First, the lender can file suit against the personal guarantor and second – he can petition a court for the personal guarantor’s bankruptcy. 

Oftentimes, a creditor or vendor wrongfully files something with your credit rating agency. All of a sudden, you find your credit lowered by hundreds of points, with collection agencies knocking at your door. Black marks on your credit can have detrimental consequences for future financial transactions, like opening a credit card.

Business Interruption Insurance Coverage is triggered when a disaster causes a suspension or reduction in business operations. This insurance is intended to restore the insured back to the position it would have been in had operations continued as expected, by covering the expenses and income loss incurred.

Deleting all the information about yourself on the Internet can be a long and tedious task. This would in large depend on the level of popularity the person wanting to erase himself online enjoys as well as his level of activity on the Internet.

Private adjudication provides the parties in a civil lawsuit two alternatives to court: (1) voluntary trial resolution (VTR) or (2) voluntary binding arbitration. These alternatives grant the parties of a lawsuit a path that avoids the traditional court litigation route.

The OSHA wants to ensure certain safety measures in a working environment, yet, also want to make certain that an employee is asserting an issue or concern in good faith. If your employer fails to implement proper guidelines or does not take reasonable steps to safeguard your well-being, then the law offers you, as an employee, the right to refuse to come into your workplace, until the imminent fear is no longer apparent.

Covid-19 has forced many industries to adjust their business operations so that they can comply with the distancing needed. The legal industry is not unlike others, as they have put efforts to make all court hearings virtual or over the phone. One of the many procedures that have made this change is the taking of a witness’ depositions. It is important that even attorneys with years of experience take the following factors into consideration when conducting a virtual deposition.

Florida law currently prohibits a seller from imposing a surcharge on any buyer who elects to use a credit card. However, a federal Eleventh Circuit Court of Appeals case in 2015, decided on the merits that Florida law prohibiting a merchant from imposing surcharge fees was unconstitutional because it regulated commercial free-speech rights. Similarly, in a U.S Supreme Court case in 2017, the court struck down a New York law that did the same. As our state law continues to stand, federal case law has since overruled the prohibition of seller surcharges.

IRS Troubles During COVID-19 Due to the ongoing pandemic, the IRS had to cut its working staff, close its offices around the country, severely limit live telephone assistance and completely stop processing filing sent by mail. All of these measures, along with the current tax season and having to send out the government’s stimulus payments,…   + Read More…

Avoiding probate is usually something most (if not all) estate planning attorneys advocate for several reasons: privacy to you and your family, saving your loved one’s time and money on a slow court process, and a quicker route for beneficiaries to access their inheritance. However, sometimes having your estate go through probate might actually be…   + Read More…

A landlord in a commercial or residential landlord-tenant relationship may enforce remedial acts against a tenant and the leased premises, in the event of default or breach. Upon a landlord deciding to evict his or her tenant, a distress writ may be obtained to substantially protect the landlords needs. Among this remedial measure, a landlord has the ability to receive a distress writ issued by the Clerk of Court, which authorizes the landlord to essentially put a lien on the tenant’s assets at the rental premises when he or she owes rent.

Naming a trustee to administer your trust is an important decision that should be afforded thoughtful consideration. One should consider the proposed individual’s qualifications, ability, professionalism, and ethics. Equally important is the decision to accept appointment as trustee of another’s trust.  Oftentimes, a trusteeship is accepted without prior knowledge of the duties and responsibilities involved. 

What is a Federal Tax Lien? A federal tax lien is the government’s legal claim against your property when you neglect or fail to pay a tax debt. When the Internal Revenue Service (“IRS”) puts your unpaid balance due on their books, your liability to pay that balance is then assessed. Neglect or failure to…   + Read More…

What is Considered a Legal Guardian? A legal guardian is an individual who has been appointed by a court to represent and make decisions on behalf of another other person. A legal guardian is appointed in accordance with state guardianship laws. The person over whom the guardianship extends is called a “Ward.” Guardianships can be…   + Read More…

Small Business Association 8(a) Certification   The Small Business Association (SBA) received significant media coverage during the COVID-19 pandemic. As you may be aware, the SBA was responsible for providing millions of dollars’ worth of loans to small businesses suffering as a result of the pandemic. However, what you may not know is the SBA…   + Read More…

Miami-Dade County Small Business Programs In addition to the Federal and Florida government certifications, small businesses in Miami-Dade County can apply for a local certification called the Miami-Dade County Small Business Enterprise (SBE). What is the Miami-Dade County Small Business Enterprise? Within the Miami-Dade Internal Services Department, the Small Business Development (SBD) serves the County’s…   + Read More…

Florida Minority Business Government Programs Like the federal Small Business Association, the state of Florida enacted certification programs to provide more opportunities for small businesses. What is the Florida Certified Business Enterprise? The Florida Certified Business Enterprise (CBE) is a certification program run by the Office of Supplier Diversity (OSD), a specialized team within the…   + Read More…

The measurements taken to prevent the spread of Covid-19 in the US have caused an economic downturn that is dramatically affecting our country’s small businesses. While Congress was able to enact the CARES Act to provide emergency financial aid to those applied for one of its programs; unfortunately, it has now been reported that funding for these programs has been exhausted. 

Navigating the complex process of applying for reemployment assistance in the wake of an unexpected layoff is never a simple task.  That difficult process is made even more complicated during a crisis that creates mass unemployment, such as the one which we are currently experiencing as a result of the ongoing COVID-19 pandemic.  This guide is designed to answer some of the most commonly asked questions with regard to the Florida Reemployment Assistance program and to discuss changes in this area of law that have been made in light of the ongoing pandemic.

Borrower’s Representative means an individual or an organization that is designated by the Borrower to act on behalf of the Borrower by a written certificate and complying with the requirements of the applicable state. The borrower’s representative always requires some written proof of authority before being able to act on behalf of the borrower.

Over the past several weeks, thousands of businesses have applied for and (some) have received the Small Business Administration’s Paycheck Protection Program loan. An attractive condition of this loan is the potential it to be forgiven. However, the SBA has continued to issue guidance on how to remain eligible for forgiveness, and there are strict protocols that businesses must follow.

Trademark bullying is the process of large worldwide famous companies aggressively asserting their trademark rights over smaller businesses. Even though it is a common practice in the trademark world for trademark owners to “police” the use of their trademarks in the market, sometimes big companies take this “policing” a step further, counting on the inability of small businesses to finance prolonged court litigation over their trademark rights.

While the show is fictional, the reality is that succession planning is an important aspect of estate planning that should be fully integrated into your plan, especially for business owners.  A solid estate plan not only provides for the disposition of your assets upon your passing but also plans for someone to take your place (a successor) when you are no longer able to perform your responsibilities due to incapacity or death. 

Miller Trust is a special kind of trust that adjusts the income of a person downward, usually in an effort to maintain the individual’s eligibility for some forms of government benefit programs. This type of trust is often used to establish eligibility for the Medicaid program.

In order to protect commercial trade practices and deter improper use of such practices within its state, The District of Columbia has implemented their own regulation for effective enforcement of fair trade and business practices.

A C-Corporation is the typical corporate structure. However, any company—limited liability companies, partnerships, and sole proprietorship—can elect to be taxed as a C-Corporation. Electing to be treated as a C-Corporation is essentially deciding how your entity will be taxed.

Instagram reserves the right to disable accounts that it believes violate their Community Guidelines or Terms of Use without warning. Accounts that have been determined to be in repeated violation may be permanently removed.  So, what exactly are Instagram’s community standards and terms of use?

What are the Rights of Data Subjects? Persons (i.e “Data Subjects”) are entitled to several rights in regard to their personal data, including: Right to be informed – about the collection and use of their personal data; Right of access – to their personal data; Right to rectification – data subjects can ask data controllers…   + Read More…

This regulation relates to both data privacy and data security. Data privacy is the right to control how information is collected and used; focusing on the use and governance of data. Data security, on the other hand, is focused on protecting data from, for example, attacks and exploitation of stolen data.

Typically, an author does not receive royalties until the advance has been recouped. The advance is an advance against royalties. Usually, the amount paid to the author will depend on the format of the book being sold as well as on the book retailer selling it.

The general trend in the publishing industry today is the growth in sales of ebooks and a decline in the print market. In 2018 it was observed that the bestseller lists have become dominated by mostly political works. Additionally, there is an ever-increasing boost in sales of works adopted for movies and TV series. 

California enacted the California Consumer Privacy Act (“CCPA”) on June 28th, 2019, made effective on January 1st, 2020. The CCPA is the nation’s first comprehensive state data privacy law. The CCPA provides several new rights for California consumers regarding their Personal Information.

The traditional rule is all individuals living in Florida with temporary visas may not be eligible to claim the Florida homestead exemption because their residency is based on a durational, temporary period. However, in 2012, the Florida Supreme Court put this constitutional issue before them in Garcia v. Andonie

Revised Florida Arbitration Code The Revised Florida Arbitration Code was initially signed into law in 1957, with the revision of the Code being adopted in 2013. As the Florida Bar Association states, the Revised Florida Arbitration Code is composed of three distinct sections: Pre-arbitration matters, such as scope of law that will govern the proceeding….   + Read More…

The use of electronic signatures for a wide variety of legal documents has been a key component of the internet age, providing corporations and clients alike with a streamlined process for signing documents. However, while electronic signatures have become the predominant choice for most, there are still many questions that surround them. Namely among these concerns is whether or not they are legal in binding contracts.

If you or a loved one have been affected by COVID-19 and would like to learn more information about holding a funeral during this pandemic, do not hesitate to contact one of our experienced attorneys at EPGD Business Law. EPGD Business Law is located in beautiful Coral Gables, West Palm Beach and historic Washington D.C. Call us at (786) 837-6787, or contact us through the website to schedule a consultation.

Cybersquatting or domain sharking is the act of registering, trafficking in, or using a domain name that is identical to, or confusingly similar to a registered trademark, with the bad faith intent to profit from the goodwill of someone else’s trademark. By doing this, cyber squatters prevent anybody from buying the domain.

As many of our questions are still left in the unknown, there may come some ease knowing that the law offers consideration during times like this. More recently, government intervention and closures have created shortages in staff and labor workers, while a shortfall in supplies have deviated businesses from performing their contractual duties.

The most significant aspect of this loan is that it is completely forgivable so long as the funds are used for at least 75% of payroll costs. The loan may also be used for mortgage, rent, and utilities for the business.

Powers of attorney vary in the extent of powers granted. A special power of attorney may specify certain powers that would be granted to the agent.

If your client fails to make a payment, often times, you as a business owner are consequently left with an unpaid balance. This can result in repetitive and tedious attempts to collect the unpaid invoices and may impose a strain on your client relationship.

The coronavirus pandemic outbreak within the United States is unprecedented. Therefore, claims arising out of a disease outbreak are almost unknown to U.S. courts.

Business interruption insurance (or business income insurance) is a kind of insurance coverage that provides a business with funds that are meant to substitute for income that is lost due to the interruption of the business operations.

When a vehicle is financed through a bank, the bank becomes a “secured party” in relations to the vehicle. This means that the bank now owns a financial interest in the vehicle, secured by the vehicle itself. Therefore, the information about the bank’s interest in the vehicle has to be put on the certificate of title, along with the borrower’s information.

What Happens If I Declare Bankruptcy? Chapter 7 and Chapter 13 of the Bankruptcy Code are aimed at relieving an individual debtor of his accumulated debt and giving him a so-called “fresh start”. The goal of the bankruptcy proceeding is to have the most important and secured creditors paid out of the liquidated assets of…   + Read More…

Will Filing for Bankruptcy Stop Collections? Once the debtor files for bankruptcy and the court accepts the petition, the court places an automatic stay on all of the debtor’s property. Automatic stay means that the property becomes safe from creditors, and all collection attempts must cease. This includes telephone calls, letters, legal actions, etc. The…   + Read More…

Now that the United States Government has implemented the CARES Act, a historic stimulus bill, there might be recovery yet for the extreme slow down in business one may experience. However, too many people are having difficulties with banks granting them the loans this stimulus was intended to provide.

A grace period is a predetermined period of time immediately following a payment due date during which a late fee or other is waived provided that the obligation is satisfied during the grace period.  Your grace period, if any, will be stated within your lease agreement, and will typically be limited to three to five…   + Read More…

EXECUTIVE SUMMARY: The CARES ACT passed by the U.S. Congress on Friday, March 27, 2020 and signed into law by President Donald J. Trump on the same day is a massive coronavirus relief bill that in part provides tremendous relief for small businesses currently in flux. Businesses and nonprofit organizations may be eligible for an…   + Read More…

Last week Fannie Mae and Freddie Mac suspended evictions and foreclosures for families living in houses financed through one of their loans. This policy was now extended by the two banks to include renters as well, in the event when they are not able to pay rent due to the coronavirus outbreak.

Many businesses have been concerned about ADA lawsuits and have sought methods to prevent them. While the measures are not particularly complex, they are essential to avoid the frustrations and expenses related to ADA lawsuits.

Throughout March, Governor Ron DeSantis has issued multiple Executive Orders related to the COVID-19 outbreak. As of March 23, 2020, Governor DeSantis has issued seven Executive Orders directly related to the coronavirus pandemic.

Due to the forced closure of many “non-essential” businesses, many contractual obligations have been affected due to the resulting workforce and supply shortages. These disruptions have left many wondering whether “force majeure” provisions will relieve them of their contractual obligations.

The FFCRA applies to only businesses with less than 500 employees. Divisions C and E establish two new laws that will take effect April 2, 2020 and will remain in effect until December 31, 2020 – the Emergency Family and Medical Leave Expansion Act and the Emergency Paid Sick Leave Act.

The federal and state governments have offered a variety of aid or relief to individuals and small business owners related to the coronavirus pandemic and the COVID-19 disease.  Our attorneys at EPGD have been closely monitoring all legal developments and changes in administrative policy to make sure we can guide you through this difficult time…   + Read More…

When conflict between laws or orders issued from different levels of government exists, the law at the higher level will typically govern unless that law or declaration is found to be unconstitutional.  For instance, when federal and state law is in conflict, the federal law will supersede, or preempt, the state law and take precedence due to the supremacy clause of the United States Constitution. 

An escrow occurs when property is held by a third party until the occurrence of a predetermined event, at which time the third party delivers the property as instructed by the parties to the transaction.  Thus, an escrow agent is the intermediary third-party depositary assisting the parties to the transaction.  Escrows are used to ensure that the parties to the underlying transaction act as agreed upon.

It is worth noting that the granting of the patents still remains in control of the national or regional patent offices. This is due to the fact that there is no universal patent law, and each nation has different legal standards for granting patents as well as enforcing them.

Saving money on taxes is a great incentive to consider leasing your assets to a corporation.  It is common for shareholders of corporations to lease real estate, equipment, and other property, such as vehicles, to the corporation, either directly or indirectly.

The operating agreement for an LLC is imperative because it can outline all the company’s procedural and financial decisions. Although an operating agreement is not required in many states, most limited liability owners create an operating agreement as soon as they create their company. The operating agreement protects owners and sets out anything that has been orally agreed on.

When most people think of foreclosures, the two parties instantly discussed are the owner that is being foreclosed upon and the bank that is doing the foreclosing. However, when the property is headed to the auction block there is another party that comes into the picture: third party purchasers. When the bank lists the property at the foreclosure auction, a third-party purchaser often decides to buy the property if he or she believes it is a good deal. Third-party purchaser can take strategic risks and make money through legal loopholes.

If you believe foreclosure is imminent and need assistance moving forward, please do not hesitate to contact one of our knowledgeable attorneys at EPGD Business Law.

EPGD Business Law is committed to the health and welfare of our employees, clients, and friends.  As such, we have prepared this bulletin to offer the latest developments, facts, and health tips in light of the ongoing developments of the Coronavirus pandemic.

The COVID-19 Virus (“Coronavirus”) is presenting challenges for businesses in a multitude of areas. One particularly concerning prospect is an employee being exposed to the virus and in turn contaminating the rest of the business. While employers may want to ask their employees questions about their health to evaluate the risk of exposure, employers need to be aware of the various laws surrounding this sensitive topic.

Trusts allow a third party, or trustee, of your choosing, to hold assets on behalf of a beneficiary or beneficiaries.  One of the great factors of a trust, is that trusts tend to avoid probate. Probate is the process after a person passes or becomes disabled; their assets are put on hold until the will is validated, any remaining debt is paid off, and the beneficiaries of the will are identified.  Probate can be a long and stressful process for your loved ones. 

Every month your employer has to hold back a certain percentage from your paycheck. They have to withhold 6.2% for social security and 1.45% for Medicare. The IRS calls the withholding of income tax, Medicare, and social security the trust fund taxes. An employer is supposed to send the trust fund taxes amount to the IRS every quarter using Form 941.

With the current state of the world, you may be thinking about what you can expect if you are unable to go to work due to the Coronavirus. Employment and Labor laws can vary by state, and by county. Additionally, you may have a contract or collective bargaining agreement with your employer that determines what happens when you cannot show up to work due to a public health emergency. While your employer will most likely not require you to come to work if you are under quarantine, your employer may not be required to pay you for the time you are out.

With the pandemic that is the Coronavirus affecting the whole world, many employees may be considering staying home these next few weeks while the virus is spreading throughout the United States.

Many employees across the world are contemplating staying home with the spread of the Corona Virus pandemic. If you are in an at-will state, your employer may have a lot of power if you decide to not to show up for work.

The expression of the idea, being the artist’s intention – the artist’s purpose in creating that work. If we assume that the work is called “post post post modernism”; that would be the expression.

Intellectual property consists of four regimes of law that govern different aspects of human creations – that’s why it is called “intellectual” property; they are born from the intelligence and imagination of human beings. These laws are copyright, trademarks, business secrets, and patents.

The right of attribution refers to the author’s power to be recognized as the creator of his work, and therefore the power to affirm that he is not recognized as the author of a work he has not created. It also implies the alternative of attributing a pseudonym or remaining anonymous.

The Copyright Act of 1976 grants a series of exclusive rights to the authors of original works – reproduction of the work in copies; distribution of those copies; derivative works; public display; public execution and; transmissions.

The most important function of the Copyright mechanism, for works created today, is that it serves as a warning for persons who improperly appropriate them or infringe on any copyright.

One of the ways to win a foreclosure fight is by attacking the validity of the mortgage.  There are multiple ways to do this, including but not limited to, using defenses such as fraud, standing to sue, and proving the statute of limitations.

Starting a new business can be scary with all of the legal issues that arise, the taxes one may incur, the fear of losing money invested, etc.  To deal with these issues, it is best you consult an attorney to ensure all of your questions are answered and there are no hidden surprises.

Even companies engaging in private placements frequently have to meet certain disclosure requirements. Such requirements are met through the creation of a Private Placement Memorandum (PPM)

Divorces can be stressful, emotionally and financially draining, and sometimes even confusing.  Some people do not understand how assets are divided in a divorce.

The term ‘service provider’ means an entity offering the transmission, routing, or providing of connections for digital online communications, between or among points specified by a user, of material of the user’s choosing, without modification to the content of the material as sent or received.

A trust amendment is a legal document that revises specific provisions of a revocable living trust or an “inter vivos” trust. It is only intended for making changes to specific provisions, while leaving the rest of the document in its original form and other provisions unchanged.

Sexual harassment occurs far more often than one would expect.  Sexual harassment is a form of sex discrimination which violates Title VII of the Civil Rights Act of 1964.  Title VII applies to employers with 15 or more employees in any capacity, whether it is a private workplace or a government agency.

The FDD must be given to the potential Franchisee 14 days before the Franchisee is able to sign the Franchise Agreement. The purpose of such disclosure to a potential Franchisee has historically been to allow the Franchisee to make an informed decision. An FDD typically includes a fees chart, the franchise’s legal and financial history, along with other terms and conditions of the operation of the franchise.

When a nonprofit corporation decides to close its doors, there are steps that the organization must follow to legally terminate its operations or dissolve. Similarly, to for-profit corporations, nonprofit corporations must file Articles of Dissolution with the Florida Department of State. But that is not the final step.

Voluntary dissolution is an action taken by shareholders or incorporators to dissolve a corporation. This process is typically initiated by a vote of the corporation’s stockholders. Under a voluntary dissolution, the company will stop to exist as a legal entity.

Client lists are usually labeled as “confidential” and within the company access to them is limited. Other companies divide their client lists by sales/business geographical territory to minimize access of employees to the lists even more.

Under Florida statute, a court can enforce an attorney’s fees clause even if the original language of the clause did not provide for attorney’s fee for that specific party. This is called reciprocity.

The Florida Spousal Elective Share is a statutory right created by the legislature that is available to the surviving spouses of persons who were domiciled in Florida at the time of their death.

Negotiating at times can be a step forward and two backwards. It is expected that mistakes will be made along the way; each negotiation is unique for its level of complexity, subjects and interests behind them.

Negotiations arise in the face of a conflict of opposite interests; because if there was no conflict, there would be no need to make concessions. But just because there are converging interests does not mean that there must be conflict between those who represent them.

Generally speaking, signing under seal makes the contract more formal. “The formality of a promise under seal is an efficient, trustworthy method of channeling a person’s deliberate intent to be legally obligated”

An idea in a vacuum does not have much inherent value. The protection you may have over your “ideas” – that is, concepts and thoughts that have not yet been realized – arises primarily from two sources – intellectual property rights and contractual obligations.

You offer a service of which you are an expert; However, you have to justify that value. The goal is for the client to understand the value of the service.

“Winning the attention of any audience is an exercise of supreme deliberation and tireless execution. More than ever, the popularity of an artist depends on factors beyond his or her music.”

Along with registering an organization in the United States, many, if not all countries require proper registration within their governmental agency as well. This not only allows foreign countries to have control over U.S organizations operating within their nation’s borders, it also helps keep track of activities and allows the enforcement of local laws.

Optional Practical Training (OPT) is temporary work authorization, granted to F-1 “International Student” visa holders. OPT is offered to students that qualify under their degree program to engage in work directly related to their major area of study.

Do you want to know what is wrong in the music industry? The problem with the industry is not that talent is lacking, it is the overdose of it.

The primary probate proceeding is usually held in the decedent’s state of residence or home state. However, a state probate court only has authority over property in its own jurisdiction; it does not have the power to issue orders for property that is located in another state. Therefore, an additional probate proceeding becomes necessary.

Most clients, in those first meetings, are looking to know what you are thinking as a designer, so they can then go to another one with whom they have more trust so they can do a similar job to the one you presented. Many times, they end up doing poor work.

…I can vindicate my rights without having to register it” – is not correct. This method is known as the “poor man’s rule,” and proposes that if one encloses in a copy of, for example, a guitar composition recorded on a disc, and mails it to his or herself and does not open the envelope, this will evidence, by the postal stamp, the date of the work’s creation.

Unfortunately, the passing of a young and healthy individual like Bryant occurs more often than one would like to acknowledge and does not make headline news.  When these ill-fated events take place, families are often left to mourn the death of a loved one while also navigating the complexities of administering an estate that was not properly planned.

Once the application is submitted, a rigorous evaluation by USPTO officials follows, to certify that what you present as your “claim” in your application is useful, novel and non-obvious. It is also used to check that there is no current patent on it.

Applying for a patent can be viewed as a contract between inventors and the public (government) in which inventors, in exchange for making their invention public, are granted a limited monopoly over it.

Traditionally, estate planners have split tenancies by the entirety in order to fund separate trusts for both spouses, with the aim of maximizing estate tax exemptions.

There are two requirements for copyright – originality and fixation on a tangible means of expression. 

Businesses, places of employment, and governments serving the general public are required to accommodate those with disabilities of various sorts.

Equally essential elements converge with music that deserve the attention of experts, such as the artist is to his art. Examples are image creation, distribution strategies, and alliances with entities that invest in, or subsidize, efforts.

Workplace bullying is generally known as the repeated mistreatment of a person by one or more employees that takes the form of verbal abuse or conduct or behaviors that are threatening, intimidating, or humiliating.

“Lawyers may practice law in the form of professional service corporations, professional limited liability companies, sole proprietorships, general partnerships, or limited liability partnerships organized or qualified under applicable law.”

Since 2018, the sales tax on commercial rent in Florida has consistently gone down, decreasing from 6% to 5.7% to 5.5% in 2020.

Discovery is the process that opposing parties use to build evidence against another and is an instrumental part of the adversarial system. The Florida Rules of civil procedure provides when discovery can be limited by the trial court.

Corporations are often today converted into “disregarded entities” for tax purposes, such as avoiding “double taxation”. A disregarded entity is a business that is not separated from the owner for tax purposes.

There are no clear regulations defining website accessibility. Typically, courts conduct a flexible, case-by-case analysis, to ensure that the Act requirements are not unduly burdensome to businesses.

Often times, contracts that have integration clauses are referred to as integration contracts. The purpose of an integrated contract is to assure that any material, terms or agreements that are fully intended to be in the contract are included.

In Miami-Dade County, the 2020 Homestead Exemption applications and Portability applications are due on March 2nd. Read our blog below to find out how to apply!

Item 19 disclosures are the disclosures that potential franchisees rely on the most when deciding whether to open a franchise. Thus, a franchisor needs to be careful to not make any overly robust financial presentations or promises. To begin with, a franchisor is not required to provide an answer to the most important question, “how much money can I make?”.

Imagine being a homeowner in Florida, selling your home and not buying a new home until three years later. Did you know that you were most likely receiving property tax savings at your old property? And better yet, you could have transferred some or all of those savings to your new property if you had just filed a homestead portability application within two years.

Recently, stories have surfaced about consumers purchasing expired goods, broken products, and even counterfeit items. Additionally, some sellers are losing business to other sellers who market these fraudulent or defective items. Whether you are an Amazon buyer or seller, here’s how you can protect yourself.

Under Internal Revenue Code “IRC” Section 1446, a partnership of this sort may be made up of any kind of foreign corporation, international organization, non-resident individual or foreign estate or trust. Any partnership that falls under the definition of 1446 must pay the required withheld taxes mandated by the IRS.

There are several ways that funds from U.S. non-profits can be sent to foreign organizations.  However, U.S non-profit organization may be exposing themselves to risks and possible dangers of losing their tax-exemption status.

If you have not filed your tax returns for years and now you owe lots of money to the IRS, there are ways to deal with this issue but the best advice is to contact a tax attorney so they can explain all of the different steps and hopefully lower some of the money you owe.

Currently, there are two worlds operating at the same time and for some people they never overlap. I am talking about the legal world and the non-legal/real world. In the legal world courts are operating every day and most people are blissfully unaware of it. However, the legal world and the real-world intersect at the moment that individual walks up to you and says, “you’ve been served!”

In Florida, JTWROS means that the full title to property goes to the owner that survives.  The “survivor” of the joint owner automatically owns 100% of the asset when the other joint owner passes away.

If you have ever found yourself asking this question when working with a contractor or construction company, and the project seems to always be going over budget, then you may be entitled to recover from the Florida Construction Industry Recovery Fund.

Foreclosure is a lengthy and expensive process that your lender may also be trying to avoid. Your lender may be calling regarding the following alternatives to foreclosure.

Board members are responsible for making strategic goals and decisions for the charitable organization. Officers are generally the “responsible party” of the entity and oversee all financial compliance and funding while working under the board of directors’ control. Generally, there are no restrictions on foreign ownership of a company formed in the United States. Further,…   + Read More…

Simply put, trust companies are businesses that have the legal authority to hold and manage other people’s money for compensation.

Item 19 is an item on a Franchise Disclosure Document known as a “Financial Performance Representation.”

With a validly registered trademark with the USPTO, the United States Customs & Border Protection (“CBP”) offers further protections with the ability to record that trademark through them as well.

Both a private and public charity are actually very similar in nature, the only small difference between the two is the manner in which funds are attained by the organization.

An Assignment for the Benefit of Creditors, commonly referred to as ABC, is an alternative to bankruptcy in which the business turns over its assets to creditors.

Florida statue §68.065 permits the recipient of a bad check to file a lawsuit to collect on the check.

To qualify for the homestead exemption, a person must meet certain requirements and a person may lose their homestead exemption if the requirements of the statute are not met every year.

If your employer controls how long your lunch is, how many hours a day you have to come into the office, how many sick days or vacations you have, how the work is done, when the work is done, and where the work is done then you are being misclassified as an independent contractor.

Form 5471, is an informational return that reports activity of foreign corporations in which certain U.S. citizens or residents, who are officers, directors, or shareholders of a certain foreign corporation are required to file. The term “certain” leaves room for interpretation, which is why it is important to consult a tax attorney who understand the different categories of fillers the IRS provides.

President Trump signed the Tax Cuts and Jobs Act (“TCJA”) into law on December 22, 2017, which brought many changes to the Internal Revenue Code (“IRC”).  The changes made have affected many taxpayers in different ways. 

The general rule is that distributions from S-Corporations to shareholders should be proportional to each shareholder’s ownership interest.

Florida statute provides that a landlord is to refund the full amount of the security deposit, minus any findings of property damage or other incidentals, within 15 days after the tenants move out of the residence.

With a total of 45 individual classes, the Nice Agreement establishes international classifications of trademarking goods and services.

The American Dental Association and Florida Statute § 466.019 mandate laws for advertising by dentists.

New trademark laws state that any trademark filer that is domiciled abroad must appoint and be represented before the USPTO by an attorney who is licensed to practice law in the United States.

An individual may apply to register a sound with the USPTO, but the federal courts have held that the sound must be “so inherently different or distinctive that it attaches to the subliminal mind of the listener, to be awakened when heard, and to be associated with the source or event.”

When an individual or group of individuals decide to incorporate their domestic business, it is then a requirement to annually file IRS Form 1120, the U.S. Corporate Income Tax Return.

If a LLC member is not personally liable for the LLC’s debts, has no authority to contract for the LLC, or does not participate in the LLC’s business for more than 500 hours per year, their income is considered passive, and therefore, not subject to self-employment tax.

A Setback is the distance from the Base Building Line (the officially mapped street line) to the point where a building may be constructed. The City of Miami provides setback requirements for property owners in the Miami 21 Zoning Code.

The Internal Revenue Code provides business owners an income deduction when reporting their qualified trade or business’ income, also known as a qualified business income.

After deciding whether to invest in rental properties, it is important to make an informed decision regarding the kind of business entity your company should become.

Many states have tried providing education to the public to be careful in who they hire to help with their legal problems.  Additionally, many states, such as Florida, have established programs to protect the public against harm caused by individuals pretending to be attorneys.

The Act came into effect on January 1, 2019 and was amended on January 30, 2019.  The Act was established based on concerns rising from the EU (European Union) Code of Conduct Group for Business Taxation and OECD (Organization for Economic Co-operation and Development) guidance around the economic substance of entities in jurisdictions a very low to zero percent corporate tax.

GRAT, short for Grantor Retained Annuity Trust, is a type of irrevocable trust that alleviates the tax cost of passing assets to your beneficiaries.

Corporations lean on Delaware’s favorable business laws when it is time to incorporate their business. However, what happens when you want to dissolve your Delaware corporation?

Breaching an NDA can have serious consequences (e.g., a lawsuit against the person who is revealing the private information).  Normally, the remedies for a breach of an NDA are in the NDA itself.  Therefore, it is important to have a detailed NDA, which includes what is covered by the contract and the repercussions for disclosing such information.

As with any tax act, there are a number of areas for devious planners to take advantage. Following is a list of strategies you can take to ensure your business benefits from the new business tax landscape.

Introduced in 2017 as part of the Tax Cuts and Jobs Act, GILTI, or “Global Intangible Low Tax Income,” is an outbound provision that broadens the scope of foreign earnings subject to U.S. taxation with the goal of reducing the incentive to shift corporate profits out of the U.S. into low or zero-tax jurisdictions.[1] Applicable to large multinational companies and to U.S. shareholders of certain foreign corporations, GILTI is fundamentally an anti-deferral provision that limits the amount of foreign income a U.S. shareholder can defer from U.S. tax.

The main difference between Form 1023-EZ and Form 1023 is the information required from the organization and the time for approval. Form 1023 is used by organizations that are bigger and expect to receive more than $50,000 in the following three years. While Form 1023-EZ is three pages, Form 1023 is 26 pages!

Car ownership should always be considered when thinking of estate planning.  There are different options to how a person should approach dealing with their vehicle and an estate plan.

The list of digital assets you may have online are endless, thus it is important that you either (1) set up a password manager kit, (2) include your digital assets in your estate plan, or (3) check if the website you are using allows you to add a recipient to your account once you pass away. 

Employers are responsible for sending the W-2 form to the IRS and to the employee each year, which reports the employee’s annual wages and the amount of taxes withheld from his or her paychecks.

Often times, payments still need to be made and the payments become the responsibility of the deceased car lessee’s estate. Sometimes car dealerships will negotiate with the personal representative of the deceased’s estate and may be able to transfer the remaining lease to another person.

Issue 1: Does an “As Is” Clause in a Contract under Florida law Include Termites? Yes.  An “as is” clause in a contract under Florida law does not waive the duty a seller has to disclose to buyer facts materially affecting the value of the property and are not readily observable to the buyer.  Levy…   + Read More…

The first Opportunity Zones were designated on April 9, 2018. To date, the Treasury Department has certified more than 8,700 Opportunity Zones spanning 50 states, the District of Columbia, and five U.S. territories qualifying for the aforementioned tax benefits.

The Florida court system has two tiers of trial courts; the circuit courts and county courts. Circuit courts have jurisdiction over trials not assigned by statute to the county courts and hear appeals from county courts. Thus, circuit courts in Florida are both the highest trial courts and the lowest appellate courts. Traditionally, the circuit…   + Read More…

Monitors are usually appointed to perform a specific set of duties, and often only have a single-purpose duty. Corporate monitors only supervise rather than manage. Specifically, the Department of Justice has stated that the scope of the monitor ship should be tailored to address the specific issues and concerns that created the need for a monitor.

The personal representative you appoint will be the person in charge of handling your estate once you pass. This individual has vast responsibilities and powers; therefore, your personal representative should be someone that you trust.

Service of process in Florida can be made in person as well as by mail. To serve a corporation in person, the plaintiff should coordinate with the sheriff of the county in which the person to be served on behalf of the corporation is located.

Typically, a security that is exempt from registration is restricted in some way. See the first post on Restricted Securities, but keep in mind that some exemptions provide for other restrictions.

Courts have given some guidance on what constitutes deceptive and unfair trade practices by companies in Florida. A business engages in deceptive practices if the action is likely to mislead the consumer. On the other hand, a business participates in unfair practices if it acts contrary to public policy by behaving unethically or oppressively towards consumers or other businesses.

One of the most tension fraught relationships is that of a landlord-tenant. Landlords are subject to a variety of laws including regulation of rent, termination, and eviction. One such law is the Disposition of Personal Property Landlord and Tenant Act, which prescribes rules by which landlords are allowed to dispose of tenant property which remains on the premises after a tenancy is terminated.

In Florida, for a will to be valid it must be in writing, signed by the party seeking to create the will (the testator), the testator must have the mental competence to sign the will, and it must be signed by two witnesses to the execution of the will.

A potential buyer should obtain a businesses’ tax clearance letter. If a buyer fails to conduct its due diligence on the tax side of the business, he or she could be on the hook for any taxes owed by the seller.

What happens if you do not have a will or your will is not valid? In these cases, the state declares the individual to have died “intestate,” and your property follows a chain of succession to determine the owner.

In finance, a security is a negotiable financial instrument that holds some type of monetary value. A security can represent a number of positions. Typically, securities represent ownership in a publicly-traded corporation, known as equity securities, or represent a creditor-debtor relationship, known as debt securities.

Probate is the process after a person passes or becomes disabled; their assets are put on hold until the will is validated, any remaining debt is paid off, and the beneficiaries of the will are identified.  Probate can be a long and stressful process, especially after such a difficult time.  Non-probate assets avoid this long, costly process and pass directly to a decedent’s heirs.

Most contractors, subcontractors, laborers, material-men, or professionals hired to improve, or make improvements to, a property which cost more than $2,500 can file a construction lien.

If you live in an at-will state, you can be fired for no reason at all.  However, if you are wrongfully terminated, you may be able to sue.

While Amazon offers a variety of ways to sell on its website, one of the most popular and advantageous to sellers is the Amazon Brand Registry.

Credit report files contain information about a person’s financial debt, including account numbers for current and past debts, loan types and terms and payment history.  When a person defaults on loan payments, the creditor may decide to send a report of the late payment(s) to the credit bureaus so that it will be reflected in the customer’s credit file.

There’s a number of ways an individual can protect their cryptocurrency, however, that doesn’t necessarily mean it will always be safe. The arising issue with digital exchange is the fact that it can be a popular target for hackers.

Defamation is a false statement about a person, portrayed as a fact, that is intended to harm the person’s reputation. All the elements of defamation must be present, meaning that mere gossip may not always be considered defamation.

Federal law recognizes certain characteristics of individuals as immutable and therefore, protected against discrimination. Identical to federal statute, Florida law forbids workplace discrimination based on race, color, religion, sex, or national origin.

In Florida, Governor Ron De Santis signed legislation that legalizes state-licensed hemp farming and sales in Florida. On the other hand, the federal government still considers CBD to be in the same class as marijuana.

Do you expect to have a camera watching you while you work? In Florida, for the most part, employers are allowed to record their employees. However, certain exceptions apply.

It seems rather absurd that any employer would dive into their employee’s privacy rights in such a way, nevertheless, what they are doing is completely legal (in about half of the United States).  

Starting a new business in the US can be intimidating, especially for those that are not US residents.  However, starting a business in the US is not as complicated as you may think.  In any case though, it is best to contact a business attorney to ensure everything goes smoothly and there are no future…   + Read More…

In Florida, a residential tenant has a right to enjoy rented property peaceably and quietly. In the event of a constructive eviction, a tenant may terminate their lease with a landlord.

IRAs allow you to save for retirement with tax-free growth on a tax-free basis.  You can also establish different sub-trusts within the IRA trust for the benefit of your beneficiaries, including your spouse. You can design each sub-trust to fit the unique needs of each beneficiary.

Referral fees from attorney to attorney may be allowed when an attorney passes a case or a client to another attorney. The Florida Rules of Professional Responsibility do not authorize a lawyer to give anything of value to a non-lawyer in return for recommending that attorney’s legal services.

There are general landlord/tenant rules that can be modified differently in each state.  Below is what you need to know about the laws in Maryland. 

A joint tenancy cannot exist unless there is a present unity of interest, title, time and possession; that is to say, the interests must be identical, they must accrue by the same conveyance, they must commence at the same time and the estate must be held by the same undivided possession.

A Federal trademark registration will greatly enhance your rights. U.S. trademark rights are created through the use of your mark in commerce, however these use-based rights are just common law rights and only apply to a specific geographic area.

Business owners want to choose a location that will provide the most economic benefits to the company. To accomplish this goal, it is critical to gather information and research the demographics and economic characteristics of the cities you’re interested in.

Florida, among 48 states, has adopted its version of the Uniform Trade Secrets Act known as FUTSA. The purpose of the Act is to ultimately protect one’s intellectual property, ideas and certain types of confidential information.

Sometimes people opt into hiring unlicensed contractors, which is a very bad idea.  Unlicensed contractors may lead a person to pay penalties and possibly even jail time.

Conducting business as an unlicensed contractor is a crime in Florida. Therefore, as a homeowner you have special civil remedies in regard to the harm that you have endured by hiring an unlicensed contractor.

Identical to federal statute, Florida law forbids workplace discrimination based on race, color, religion, sex, or national origin. Moreover, other types of discrimination that are not particularly immutable, for example, pregnancy, disability, or marital status are also protected classes under both federal and state law.

For the most part U.S. companies should be okay when exporting to Venezuela, but there are a few executive orders to be aware of prior to engaging in exportation.

Preparing for what happens after one’s passing can be difficult.  Most people do not like thinking of the reality that they are not going to be around one day.  However, proper preparation allows you to have a say even after you pass. 

When you think of popular franchises you most likely think of fast food restaurants. Some of the most profitable and longest standing franchises in the United States are fast food restaurants such as McDonalds, Burger King, Wendy’s, Taco Bell and KFC.

Do you hire someone as an employee or as a contractor?  What is the difference between an employee and an independent contractor?  How do you know if someone is legally able to work in the United States?

Joining the world of franchising can be a little overwhelming at first. First, you should know the difference between the Franchise Agreement (“FA”) and the Franchise Disclosure Documents (“FDD”).

If your accountant or other consultant offers to perform any of these services, that is the unlicensed practice of law. You should seek the assistance of an attorney for such services.

Medical malpractice can happen in all types of medicine and at any moment during treatment.  Medical malpractice occurs when a patient is harmed by a doctor’s or other health care provider’s actions or negligence.

Online sellers are notoriously known by the IRS as tax cheats. The IRS estimates that businesses across the United States pay $125 billion less in taxes each year than they actually owe. The IRS is on a mission to reduce that number.

An influencer is a person that is influential in the social media realm. Influencers are usually found on Instagram with over thousands of followers. However, not all influencers are the same.

If an employer operates their business without purchasing workers compensation even though they are required by Florida Law, then there is a high probability that a penalty will be issued. In order to avoid the penalty, any Florida business operating with four or more employees must purchase workers’ compensation insurance, which in Florida will cost your business about $1.32 per $100 wages.

A prenuptial agreement (or a prenup) is an agreement signed before marriage that outlines what happens to each spouse’s financial assets in the event of divorce or death. This protects each spouse’s personal assets that they have inherited from family members, assets they have obtained before marriage, or income they have generated before marriage.

These are parties that have no interest in using or selling the photos, or other works, they own copyrights for. They may be photographers who own pictures or website who have licensing from photographers. They then purposefully make their pictures readily available online, like on Google.

Trade dress infringement claims are no longer solely about whether a producer is infringing upon the other because of the packaging or design of a product. Now trade dress infringement also encompasses whether an online user is infringing upon another user’s YouTube channel or blog by copying the name or the content.

The Act permits the injured party to recover (1) any profits the defendant made off the use of the trademark, (2) any damages sustained by rightful owner of the trademark through the unlawful use by the defendant, and (3) the costs of the court action. If the trademark infringement is particularly shocking or offensive, then the court can award the injured party three times the actual amount of damages.

Piercing the veil means the court disregards the limited liability protection and the person suing the company can go after the owners personally.

Trade dress infringement occurs when one product’s design or packaging copies that of another product to the degree that there is confusion in the minds of consumers.

One of the biggest strengths of the corporate form is its provision of limited personal liability to owners.

There are two ways that the ownership can be transferred, and the court can ultimately determine the legal owner of the vehicle.

Florida is one step closer to making online notarization legal in the state thanks to the recent approval of House Bill 409 by the Florida House of Representatives and Florida Senate.

Providing for all members of your family is of the utmost importance– including your furry, four-legged friends.

A secured party should perfect their security interest, after attachment, in order to fully ensure its legal rights against a third party claiming that they have an interest in the same collateral. By perfecting a security interest, a secured party gains priority over subsequent creditors claiming the same collateral.

A security interest occurs when a debtor, which can be a person or business, borrows money from a creditor or more specifically a secured party and they agree to execute a security agreement. In the event the debtor defaults by not paying back the loan or by violating a provision in the agreement, the secured party can seize the collateral and may sell it to satisfy the debt.

Today, many businesses are forming as a Limited Liability Company (LLC) and are finding that an LLC offers the “best of both worlds” of corporate forms.

Businesses can choose to hire a person as an independent contractor or as an employee. Some employers rather hire independent contractors because of the reduced costs in payroll and taxes. However, an employer must be certain that the worker that is classifying as an independent contractor is truly an independent contractor.

Are you on the right path to retirement? A retirement plan is not something to take lightly or put off to a later date.

While it is not illegal to earn income abroad or to hold an offshore account, failure to disclose income to the Internal Revenue Service is illegal.

Beneficiary designations on your financial accounts can provide a quick alternative to traditional estate planning strategies by making sure your accounts are not subject to probate, thus preserving your wealth and preventing unnecessary court expenses and proceedings.

Missed a tax payment? Here are the consequences.

Lunch Breaks: Are you in Compliance with Federal and State Law?

Who Pays the Documentary Stamp Tax? In Florida, people who transfer real estate in exchange for value must pay a transfer fee, called a “documentary stamp tax,” on the documents used. The Florida documentary stamp tax has broad applicability, applying to deeds, instruments, or writings whereby lands, tenements, real property, or interests therein are granted…   + Read More…

Failure to follow the formalities required under state law and by the FTC might unintentionally create a franchise agreement.

While the sales process time consuming and varies significantly from franchise to franchise, you should generally consider the following steps when selling your franchise.

Buying a franchise offers are variety of benefits, such as instant name recognition and a customer pool that is already familiar with and attracted to your products or services.

Florida provides homeowners who make their Florida home their principal place of residence with a tax exemption. This exemption is called the Homestead Exemption and has different benefits. The exemption allows homeowners to exempt $25,000 (or $50,000 for married couples) from the taxable value of their home.

We’ve all heard the old story of two friends sitting at a bar and one agrees to loan the other money. They write out an agreement on a napkin for the loan and believe it or not, if the writing on the napkin includes the required terms, it can be a binding promissory note and enforceable in court.

If you own a successful business that is unique to you and are interested in expanding, franchising could be a great way to do just that.

A shell company can be created when shareholders of a private company purchase control of the public shell company and then merge it with the private company. The publicly traded corporation is called a “shell” since all that exists of the original company is its organizational structure. The private company shareholders receive a substantial majority of the shares of the public company and control of its board of directors.

On September 28, 2018, the IRS officially terminated the Offshore Voluntary Disclosure Program (“OVDP”). The OVDP has been in existence since 2009, which is a form of the tax amnesty program. It allowed U.S. taxpayers with unreported foreign accounts to avoid criminal charges and pay reduced civil penalties by making a voluntary disclosure to the…   + Read More…

We recommend you review your estate planning documents, including your revocable trust at least once a year, especially if you have had a significant life change, such as: Marriage Divorce Birth or adoption of a child Death of a beneficiary Acquiring new property that you want to add to the trust Moving to another state…   + Read More…

Where has all my money gone? If you have ever found yourself asking this question when working with a contractor or construction company, and the project seems to always be going over budget, then you may be entitled to recover from the Florida Construction Industry Recovery Fund. However, there are a few qualifications you must meet before recovering.

Si usted es un director o funcionario de una corporación que se encuentra en proceso de disolución, debería evaluar si pudiese ser responsable personalmente por obligaciones y deudas de la corporación. Si no se siguen los trámites corporativos y la corporación procede con las distribuciones a los accionistas antes de satisfacer las deudas corporativas pendientes,…   + Read More…

If you are the director or a corporate officer of a corporation in the process of dissolution you might want to evaluate whether you will be personally held liable. If corporate formalities are not followed and the corporation proceeds with distributions to the shareholders before satisfying outstanding corporate debts, the directors might be held personally liable.

Generally, independent contractors, also known as 1099 workers, are considered self-employed and a sole-proprietorship. As such you will be required to pay self-employment taxes. As an independent contractor, you can be sued for your actions or inactions in performing your work.

Restrictive covenants (RC), generally, are clauses in a contract that restrict a person’s actions. They can apply to property, in which case the clause could restrict the use of land. However, for the purposes of this blog, we will discuss RCs in employment.

When writing a contract people usually think that putting in the basics about what they are agreeing to and some standard legal language will cover everything with the agreement. However, most people don’t like to think of the possibility that something may go wrong with their contract and may end up having to take that document to court to enforce either the completion of what was set forth within the contract or whatever remedy was set forth for breaching said contract.

The Americans with Disabilities Act (ADA) enacted in 1990, prohibits discrimination on the basis of disability. Specifically, Title III of the ADA prohibits discrimination on the basis of disability in a place of public accommodation, including movie theaters, schools, restaurants, and office buildings. All public places and privately-owned commercial facilities must comply with ADA standards….   + Read More…

The Fair Labor and Standards Act (FLSA) provides that employees paid on an hourly basis must be compensated at the rate of one and one-half their regular wage for each hour over 40 worked in a week. It’s fairly simple, if you are paid $10 an hour and you work 50 hours in one week,…   + Read More…

The first and second post of this series on QBI deductions analyzed the purpose of the deduction and how it applies specifically to taxpayers below the lower threshold or above the higher threshold. This post addresses taxpayers that fall between the two thresholds. Taxpayers between the lower threshold ($157,500 for individuals or $315,000 for joint…   + Read More…

The first post in this series on QBI deductions examined the purpose of the deduction, who can claim it, and how to calculate QBI deductions for taxpayers in a lower threshold. This post specifically addresses taxpayers with a taxable income above the higher threshold of $207,500, for individuals, or $415,000, for joint filers. If a…   + Read More…

A new and important provision in the Tax Cut and Jobs Act (TCJA), enacted in December of 2017, is Section 199A, which allows deductions for qualified business income (QBI). This post is part one of a three-part series and addresses what QBI is, who may claim QBI deductions, how they may claim such deductions, and…   + Read More…

The Tax Cuts and Jobs Act passed in 2017, and effective in 2018, provides businesses with a reduced tax rate, but also significantly alters the tax deductions businesses can claim. Some major categories of tax deductions that have been adjusted are meals, entertainment, and travel for either employees or clients. The changes are provided in…   + Read More…

The saying used to go, “A man’s only as good as his word.” However, these days, according to banks and other lenders, A man is only as good as his credit. Whether it is applying for a home loan, car loan, personal loan, credit card, or even getting approved to rent an apartment. Your credit…   + Read More…

Corporate Social Responsibility is a private business self-regulating model that helps a company to be accountable to itself, its stakeholders, and to the public. In essence, when a company adopts CSR policies and practices, its planning and decision-making reflect the potential impact of its corporate actions on various stakeholders and constituencies. Companies need to be…   + Read More…

Let’s begin with, what are patents? Patents are a government-issued license that gives an inventor the exclusive ability, for a period of time, to make, use, or sell an invention of their creation. Usually, the inventor will submit a drawing and description of the invention that they intend to have patented. Once approved by the…   + Read More…

We’ll keep it short and simple this time. Every state has different regulations on DBA’s. For all intents and purposes, we’re just focusing on Florida for this blog. Florida state law requires a limited liability company (LLC) to operate under the legal name contained in their Articles of Organization. However, the legal name may not…   + Read More…

When a person fails or neglects to pay income taxes owed, the likely consequences involve the Internal Revenue Service (IRS) placing a federal tax lien on the individual’s property. A federal tax lien is a claim that the United States government makes on the individual’s property where the government’s interest in the person’s property is…   + Read More…

If you are reading this blog, you are probably facing copyright issues as either a model who feels that their copyrights were infringed by a photographer who hired you or a photographer who feels that a model is using your work with other photographers, infringing on your copyright. Under federal copyright law, the author of…   + Read More…

All foreign investors owning U.S real property are responsible for paying taxes on any and all rental income they earn in the United States from that property. As a general rule, a non-US person who rents out his or her U.S. property is subject to a 30% withholding tax imposed on the gross amount of…   + Read More…

Ladies and gentlemen, we’re back with another NEWSIES™ Shining Star Highlight! Recently, we had the pleasure of interviewing a fellow attorney in the community, Igor Hernandez, Esq. of CORNISH HERNANDEZ GONZALEZ, PLLC. Let’s start off with a little bit about his background before jumping into the fun interview questions. About Igor; “I’m a native of…   + Read More…

As in with all pieces of evidence, we must ask the same question when it comes to Social Media Posts. Shall we let it in? However, unlike a contract or a scribble on a sheet of paper, social media posts pose a different, yet similar hurdle to clear to admissibility. As would be the case…   + Read More…

Florida law allows homeowners who use their Florida home as their residence to claim a homestead exemption. The Florida Constitution provides a tax-saving exemption by reducing the taxable value of real property by up to $25,000, and $50,000 for a married couple. Florida homeowners are entitled to a Homestead Exemption if, as of January 1st,…   + Read More…

Google allows businesses to purchase advertising space, causing your advertising material and website link to appear more prominently as a result of a search for a particular keyword. However, companies that have a trademark on certain words may have a case for trademark infringement for these types of actions. In 2017, the Tipsy Elves, LLC…   + Read More…

Trademark infringement is the unauthorized use of another trademark or service mark (or a substantially similar mark) on competing or related goods and services. Trademark law protects a trademark owner’s exclusive rights to use a trademark when use of the mark by another would be likely to cause consumer confusion as to the source or…   + Read More…

Social media seems to evolve from minute to minute. Previously, we explored the admissibility of social media posts as evidence in a trial, and what obstacles there were into admitting the post. In Trail v. Lesko, No. GD-10-017249, 2012 Pa. Dist. & Cnty. Dec. LEXIS 194 (C.P. July 3, 2012), the Court gives examples of…   + Read More…

There are two types of bad-debts: business and non-business. A business bad debt expense arises from operating your trade or business, so it is pretty simple to spot. These deductions are deducted on Schedule C of an individual income tax return or on the applicable business income tax return. Most small business owners run into…   + Read More…

A foreclosure is the legal process in which the lender attempts to recover the balance of a loan by forcing the sale of the property used as collateral for the loan. Foreclosure occurs when the homeowner is unable to make mortgage payments to the lender. A homeowner has a few options to avoid foreclosure. The…   + Read More…

If you’ve been to any #CoralGablesChamber event, it’s likely that you’ve had a conversation with our #EPGDShiningStar, Raquel Hickey, publisher of Gables Living! As a friend of the firm, we reached out and asked her some questions so that our audience could get to know her on a more personal level. But first, about her…   + Read More…

The question of liability for the actions of a third party has been litigated on several occasions in the state of Florida. Specifically, the Fourth District Court of Appeal ruled on the liability for parents on the actions of an adult child. The court found, “there is no duty to control the conduct of a…   + Read More…

Immigration Reform and Control Act of 1986 (IRCA) requires all employers to complete a Form I-9 to verify the identity and work authorization of every employee hired, regardless of citizenship. It is the employer’s duty to verify employment authorization. Form I-9 must be completed within three days of the first day of employment. This means…   + Read More…

Unreported foreign accounts or income could trigger huge penalties and criminal liability in the U.S. The IRS has fined taxpayers for unreported offshore assets as much as 300% of the accounts the IRS discovered. So, if you’re hiding $1 million in the Cayman Islands, and the IRS catches you, the penalty could be as much…   + Read More…

When a client purchases a life insurance policy, there is usually a fee attached to it, that is charged by the insurance advisor. The fee is charged in exchange for the advice given in terms of an opinion on the fairness of the premium paid by the policy, the adequacy of the insurance used for…   + Read More…

Litigation is not always complex issues with big payouts for the winning party. There are civil actions where the issue does not exceed $5,000 (exclusive of costs, interest, and attorney’s fees), known as Small Claims Court. The most common types of cases in small claims courts are: Personal Injury Cases Breach of Contract Cases Open…   + Read More…

What does it mean to be a Notary Public in the United States? A Notary Public (“notary”) is a state government official of integrity appointed by a top official of their state, to serve the public as a witness in performing a variety of official fraud-deterrent acts related to the signing of important documents. Notaries…   + Read More…

What is a Foreclosure? A bank will usually foreclose on your house after you have failed to make four successive payments. The bank will send you a notice of default which is an indicator that they are intending on beginning foreclosure proceedings. These proceedings can usually take anywhere between six months up to a year….   + Read More…

You’ve received a foreclosure complaint. Before you have a panic attack and believe you are going to lose your house, call an attorney. It is important to seek legal counsel and learn your rights because this may be complicated and stressful. To help relieve some of that stress, we will go into detail about the…   + Read More…

We have an amazing special guest for this Shining Star spotlight interview. We got the chance to interview a good friend of the firm, Valeria Hinojosa, Conscious Founder and influencer of WaterThruSkin & WTS Connect! Here is what you need to know about Valeria: Vegan. Yogi. Social entrepreneur. Risk-taker. She worked in the Private Banking…   + Read More…

The short answer is: “It depends.” This is the first question we are asked whenever we are dealing with a probate administration matter, and it is usually the most difficult to answer because there are many factors that need to be taken into consideration: 1. Does the estate have to pay taxes? If the estate…   + Read More…

In Florida, it is very common for individuals to own second homes in other counties, or to have nonresidents own investment properties or vacation homes. Unfortunately, we often see situations where these nonresidents pass away without a proper estate plan that takes into consideration these properties, so when that nonresident dies, an ancillary probate proceeding…   + Read More…

Losing a loved one can be devastating for any family, but even more so when you lose a spouse. Even more difficult is how the loss of your spouse can affect you financially. By applying for survivor benefits through the Social Security Administration, you can receive benefits based on the credits your deceased spouse earned…   + Read More…

Under Florida law, you cannot intentionally disinherit your spouse unless your spouse agrees to receive nothing from your estate in a Prenuptial or Postnuptial Agreement. In Florida, a surviving spouse, whether or not they were mentioned in their deceased spouse’s will, has the option to receive a portion of their deceased spouse’s estate called the…   + Read More…

A Totten Trust is a type of estate planning mechanism more commonly known as a “Payable-on-Death” (POD) account or an “In Trust For” account. The name “Totten” comes from a 1904 New York case, which was the first court ruling that allowed setting up a bank account in trust for a beneficiary. With a Totten…   + Read More…

Miami has been developing as an entrepreneurial mecca for quite a few years now. With each uprise of movement, there are people behind it that are substantial contributors. One such contributor is our friend, Spencer Lyon. His entrepreneurial spirit is contagious and trust us when we say, encouraging. Spencer is a person that likes to…   + Read More…

What is an Intentionally Defective Grantor Trust? An “Intentionally Defective Grantor Trust” (IDGT) is a tool used for strategic estate planning and income tax purposes. Generally, the grantor funds the trust with appreciated or highly liquid property. Often times, the IDGT beneficiaries are the grantor’s spouse, children, or grandchildren. An IDGT is considered a grantor…   + Read More…

In the wake of the 2017 cryptocurrency “fever,” the wall street journal shines light on the potential problems to come with cryptocurrency and fraudulent initial coin offerings (ICOs). An ICO is a platform for investors to buy and sell digital assets, such as tokens or coins. During an ICO companies use coin offerings to raise…   + Read More…

The Florida Supreme Court issues a SUA Sponte suspension of Jeremy Alters. A sua sponte suspension means the judges ordered the indefinite suspension on their own will. Neither of the parties or the lower court requested a bar suspension. Jeremy Alters went from a prominent attorney who won the largest attorney fee award in South…   + Read More…

How Do You Plan Your Estate If You Have Property Located Outside the U.S.? A common concern for U.S. citizens who own real property in a country outside the U.S. is, “How do I plan my estate when I have real property located outside the U.S.?” If this concern is not well planned, there may…   + Read More…

If you are a snowbird or a person that likes to spend a considerable amount of time in the U.S. (often to escape the winters in your country), you should be aware that you might be liable for U.S. income tax. A person is considered a United States resident for tax purposes if she meets…   + Read More…

An Individual Taxpayer Identification Number (ITIN) is a tax processing number issued by the Internal Revenue Service. The IRS issues ITINs to individuals who are required to have a U.S. taxpayer identification number but who do not have, and are not eligible to obtain a Social Security Number (SSN) from the Social Security Administration (SSA)….   + Read More…

If you are reading this article, it is likely because you or someone you know received a letter from the IRS. The letter is probably several pages long, gives the name of a revenue agent to contact, and indicates that the IRS is seeking to assess the Trust Fund Recovery Penalty (TFRP) against you under…   + Read More…

Keeping the theme meeting new people, we are excited to introduce you all (and yes, we mean all of our dear friends from Coral Gables too!) to a new friend of the firm, Daniel Cooley of Cooley Creative Media! About Dan: Dant is a digial marketing consultant, and obsessive content consumer and creator from Monmouth…   + Read More…

1. Resident Alien of the U.S. for Tax Purposes Under the Internal Revenue Code, an individual is a resident alien of the U.S. for tax purposes if they meet either the green card test or the substantial presence test for the calendar year (January 1 – December 31). To meet the substantial presence test, an…   + Read More…

The Offshore Voluntary Disclosure Program or, OVDP, essentially is designed to allow taxpayers to come clean with the certainty that they will not face criminal prosecution for not previously disclosing their overseas accounts. Taxpayers have the added benefit of receiving a fixed penalty structure for settlement of past non-compliance. In exchange for their voluntary compliance…   + Read More…

Ladies and gentlemen, we have a very special interview for our Newsie™ that we’re more than happy to share with you. We’ve decided to reach out to our dear friend, and love coach, Alexandre Cormont. Here’s a little about Alexandre! Originally from Paris, Alexandre moved to Miami in 2015. He began his career as a…   + Read More…

In case you didn’t realize, we’re still in celebration of International Women’s Month. With that, we reached out to another influential #womanofpower, Diane P. Perez, Esq. Diane P. Perez is a Florida Board Certified Labor and Employment Law attorney. Diane is the owner of Diane Perez, PA. She practices exclusively in the area of labor…   + Read More…

Can your contributions to a charity that has its IRS application pending be still tax exempt? The answer is that it depends on the final outcome and determination of the IRS. While an IRS application is pending for the charitable organization to receive its final tax exemption status, the organization can still treat itself and…   + Read More…

What Is a Document Retention Policy? A document retention policy is a company policy, which establishes the customary practice and guidelines regarding the retention and maintenance of company records, and sets forth a schedule for the destruction of certain documents received or created during the course of business. Both state and federal laws require each…   + Read More…

Social media has a big influence in our lives in today’s age. Social Media is defined by Merriam-Webster as forms of electronic communication (such as websites for social networking and microblogging) through which users create online communities to share information, ideas, personal messages, and other content. There are various social media platforms such as Facebook,…   + Read More…

When setting up an estate plan, it is common for Floridians to have a revocable living trust in which to transfer their Florida homestead.  Unbeknownst to many, there may be negative consequences to this transfer, but there are things that can be done to avoid such issues: Transferring the homestead into the trust should not…   + Read More…

In case you don’t know, this month, we celebrate women. The heroines, mentors, professionals, and mothers. We celebrate the work that has been put in to overcome various obstacles and the women who have lead these movements. On that note, we decided to showcase one of our exceptional female attorneys, Elizabeth M. Fernandez, Esq. Elizabeth…   + Read More…

The Bank Secrecy Act rules require taxpayers with financial accounts outside of the United States which total more than $10,000 in the aggregate to file an annual report – called the Report of Foreign Bank and Financial Accounts or “FBAR” – with the IRS.

WHAT IS AN IRS TAX “WHISTLEBLOWER”? A “whistleblower” is someone who reports misconduct by an employer, co-worker, or another party. For decades, whistleblowers have assisted the Internal Revenue Service (“IRS”) in identifying and prosecuting tax law violations. In 2006, under the Tax Relief and Health Care Act, the IRS Whistleblower Office (“WO”) was created to…   + Read More…

What is a 1031 “Like-Kind” Exchange Under the Prior Code? A 1031 exchange, also known as a “like-kind exchange,” allows an investor to “defer” paying capital gains taxes on an investment property when it is sold, as long another property of “like-kind” is purchased with the profit from by the sale of the first property….   + Read More…

Important dates to keep in mind for this tax season! Deadline Type: Partnership (Form 1065) and S-Corporations (Form 1120S) – March 15, 2018 C-Corporations (Form 1120) and Individuals (Form 1040) – April 17, 2018 Exempt Organizations, Nonprofits and Charities (Form 990) – May 15, 2018 Trusts and Estates (Form 1041) – April 17, 2018 Foreign Bank Account Reporting (FBAR…   + Read More…

As a general rule, foreign gifts of money or property received by a U.S. citizen from a foreign non-resident will be treated as a gift for IRS tax purposes. Reporting Requirements IRS gift taxes only applies to the individual making the gift, not the person receiving the gift. Typically, foreign non-residents are not liable for…   + Read More…

We’d like to think that we have friends in many different careers that offer new knowledge to our readers. With that in mind, we’ve decided to feature Dr. Forman of Michael Forman, DOM, P.A. Total Health Restoration. About: Dr. Michael Forman received his doctorate degree from the Atlantic Institute of Oriental Medicine with a specialization…   + Read More…

A Single-Member Limited Liability Company (“SMLLC”) is a Limited Liability Company (“LLC”) which only has one owner and is not classified as a corporation. A SMLLC is also known as a disregarded entity, because it is generally disregarded as separate from its owner. Disregarded entities do not have Internal Revenue Service (“IRS”) U.S. tax filing…   + Read More…

Are independent contractors subject to non-compete agreements? Generally, no. However, in Florida, which is considered to be the most employer friendly state in the country when it comes to non-compete agreements, independent contractors are subject to covenants not to compete just like employees are. Employers interested in entering into a non-compete agreement with an independent…   + Read More…

As corporate attorneys, we hear all kinds of questions regarding LLC’s, Corporations, and other types of entities. A frequent question we get comes from other members of said company, asking for basic publicly available information. Further, whenever doing business with a company in Florida, you should verify that they are registered on Sunbiz. This post…   + Read More…

If you’re the proud owner of an LLC, Corporation, or anything under those categories then you’ll want to look at our Corporate Renewal Brief below. For starters, the due date for corporate renewals is May 1st, 2018. The State of Florida requires that your company update the following: Directors / Managers Addresses Registered Agent(s) After…   + Read More…

As we continue the new year with yet, even more, fun interviews, #EPGDLaw is happy to interview our dear friend Phil Stevenson of PS Financial Services. A little about Phil: Phil is 1 of approx 160 Certified Reverse Mortgage Professionals (CRMP) in the United States, and currently sits on the Ethics Committee of the National Reverse Mortgage…   + Read More…

If you’re a business owner, you’re probably under some sort of tax category when you first registered your business. Well, did you know there is a new tax reform in the works that could possibly change all that? The new tax reform, which is expected to be signed into law by President Trump, comes with…   + Read More…

With a warm heart and a big smile, we welcome Mark Trowbridge, President and CEO of the Coral Gables Chamber of Commerce, to our Newsies™! About Mark: Mark Trowbridge serves as the President and CEO of the Coral Gables Chamber of Commerce, a position he has held since 2006. He is the longest-tenured Chamber president…   + Read More…

The 2015 Bipartisan Budget Act (the “BBA”), which was signed into law on November 2, 2015, modified certain audit and tax election rules for entities taxed as partnerships (including most LLCs). The IRS has now issued proposed regulations that will take effect on January 1, 2018, which will have implications that necessitate review and action….   + Read More…

A buy sell agreement, also known as a buyout agreement, protects business owners when a co-owner wants to leave the company, and protects the owner who’s leaving. It protects everyone’s interests in cases where a co-owner wants out of the business, to retire, to sell his shares to someone else, goes through a divorce, or…   + Read More…

Florida is known as the most employer friendly state in the country when it comes to Non- Compete Agreements. Florida restrictive-covenant statute, Fla. Stat. 542.335, favors an employer enforcing a non-compete agreement over a former employee. The statute has a rebuttable presumption that a violation of an enforceable restrictive covenant creates irreparable injury. This statute…   + Read More…

The 2015 Bipartisan Budget Act (the “BBA”), which was signed into law on November 2, 2015, modified certain audit and tax election rules for entities taxed as partnerships (including most LLCs). The IRS has now issued proposed regulations that will take effect on January 1, 2018, which will have implications that necessitate review and action….   + Read More…

According to FL Statute 542.335(1)(d)(1), non-compete agreements are enforceable against an independent contractor just like an employee. However, the agreement signed may not be legally enforceable for other reasons. Non compete agreements must serve to protect an employer’s “legitimate business interest.”Florida law sets out a non-exclusive list which includes: trade secrets, confidential business or professional…   + Read More…

Its time for another Newsies™ spotlight interview. We’re proud to showcase our good friend Rosella Papale of Fast Signs Coral Gables. Before we begin with the questions, here is a short bio so our readers can get to know Rosella a little better. I was born and raised in Caracas Venezuela October 15, 1980. Raised…   + Read More…

Each Newsies™ we try to showcase good friends in the community that have great origin and business stories. This month, we showcase Aline Darmouni of EXCO US. Here is a little bit about her and the company she represents. Aline Darmouni, founder and CEO ofExco US is Expert Comptable, Certified Public Accountant in the United…   + Read More…

A tenant may terminate their lease with a landlord in the event of a constructive eviction. Constructive eviction is defined as any disturbance to the tenant by the landlord that: (1) renders the premises unfit for the purpose for which they were leased; or (2) deprives the tenant of the beneficial enjoyment of the premises….   + Read More…

EPGD Law is proud to feature our dear friend and of counsel immigration attorney, Deirdre Nero, Esq of NERO Immigration Law, P.L. We’re excited to share with you some fun questions we had her answer for us to get to know her a little better. First, a little about Deirdre! Owner of her own private practice…   + Read More…

  The initial question at hand; What is the Trust Fund Recovery Penalty? Every single employer is required to pay a trust fund tax to the government. A trust fund tax is an employer’s added responsibility to withhold money from an employee’s wages or salary—such as income taxes, social security, and Medicare taxes—and hold it…   + Read More…

Let’s begin with the basics. To understand what we’ll be talking about in this blog post, you must first know what defines a Franchise. Franchise.org defines Franchise as a “method for expanding a business and distributing goods and services through a licensing relationship”. These relationships are defined by the franchisor (the entity or person granting…   + Read More…

The Madrid Protocol treaty permits holders of U.S. trademark to extend their trademark rights globally into over 80 countries by filing requests through the U.S. Patent and Trademark Office. However, this treaty does not create a global trademark that can be used in every single country in the world. How does this work? When a…   + Read More…

Although corporate officials often underestimate the degree of liability that could befall them when performing corporate duties and responsibilities, there are certain situations where an officer can be personally liable for actions that cause the corporation to infringe the property rights of other parties.  A corporate officer acting within official capacity is generally shielded from…   + Read More…

When considering copyrighting a musical work, it is important to distinguish between a musical composition and a sound recording, which are both aspects of music that are eligible to be protected by the same individual or multiple individuals at once. Additionally, sending a musical composition doesn’t necessarily mean that there is a claim to copyright…   + Read More…

Business and commerce is becoming more and more globalized. Concomitant with this increase in globalization, intellectual property needs more protection, especially internationally, more now than ever before. The United Nations has created an organization —The World Intellectual Property Organization (“WIPO”)—that provides global services for protecting intellectual property (“IP”) across borders. The WIPO provides four services…   + Read More…

Some may assume that once a federal trademark registration is obtained it grants the exclusive right to use the mark on particular goods or services and can readily prevent use of the mark by any other party. However, trademark law is more complicated than that. In reality, having a trademark registration, even a valid and…   + Read More…

Federal law does not preempt state law, and the financing statement of a federal trademark should be filed with the secretary of state. With that said, the US Patent and Trademark office (“USPTO“) provides a method for recording a security interest in trademarks and patents. Here are some things to keep in mind. Once you…   + Read More…

One of the easiest ways to protect your brand is to Trademark it. Keeping that in mind, it is unlawful to use the Registered (®) symbol, if not actually registered first. Now, what does it mean? It means that if you’re undergoing the process of a trademark registration, you may use the Trademark (™) symbol…   + Read More…

You’re probably wondering why we even mention Mary Poppins. Well, “domestic workers” include live in nannies; workers providing child care, elder care, and care to the disabled; and workers providing household help such as cleaning and lawn care. Effective since January 1, 2015, the Fair Labor Standards Act overtime exemption for “domestic service workers” changed, having significant…   + Read More…

If someone has had money or property taken from them by means of theft, fraud or exploitation, Florida’s Civil Theft Statute may offer them relief, and harsh punishment for the perpetrator. Under Florida Statute 772.11, plaintiffs who assert successful civil theft claims are entitled to recovery of treble (triple) damages and attorney’s fees. Civil theft…   + Read More…

Granted there is a lot of turmoil around health care at the moment, we thought it insightful to let our audience know a little bit more about Medicaid. Let’s start with the basics and break it down from there. 1. What is Medicaid?  Medicaid is a joint state and federal program that provides health coverage…   + Read More…

It is 6:30pm.You open the door, and come home from a long-day of work. You are instantly reminded of the stack of bills lying on your dining room table, which you have been ignoring for the past two-years—more specifically your income tax obligations. However, your significant-other will not allow you to forget. Your family wants…   + Read More…

You might think we’re listening to too much Gangsta’s Paradise when in reality, we’re talking about a current legal trend – ADA “Drive By” Lawsuits. To know what we’re talking about, you must first understand a little bit about ADA. The Americans with Disabilities Act (ADA), enacted in 1990, prohibits discrimination against people with disabilities in…   + Read More…

Writ of Garnishment, a seemingly familiar term that has been heard through the grapevine and usually regarding a former employee experience. Yet, there are significant repercussions, such as liability for debt, that employers need to be aware of. We first begin by understanding what a Writ of Garnishment is. Essentially, it is an order issued…   + Read More…

You’ve probably heard of the Family Medical Leave Act (FMLA) in passing when a peer, co-worker, friend, or partner, takes time from work when having a child. Although it is very commonly used during such times, did you know that it also applied to many other criteria? The FMLA was established in 1993 as a…   + Read More…

In Florida, the first year a home receives a homestead exemption, the property appraiser assesses it at just value. Now, with that in mind, for each of the following years, the Save Our Homes Amendment (SOH) of the FL Constitution, prevents the assessed value of said homestead property from increasing more than 3% per year…   + Read More…

What is a special needs trust? A special needs trust is established to provide for the care and needs of a disabled individual without jeopardizing the disabled person’s eligibility for government benefits such as Supplemental Social Income (SSI) and Medicaid. A first-party or self-settled special needs trust is established with the asset’s owned by the…   + Read More…

No, we’re not talking about a marriage proposal. We’re talking about taking the role as a personal representative in your estate planning matters. What is a personal representative, you ask? A personal representative is an individual appointed to be in charge of the decedent’s probate estate. The most important duties a personal representative has under…   + Read More…

A “whistleblower” is someone who reports misconduct by an employer, co-worker, or another party. For decades, whistleblowers have assisted the Internal Revenue Service in identifying and prosecuting tax law violations. In 2006, under the Tax Relief and Health Care Act, the IRS Whistleblower Office was created to oversee the IRS whistleblower program, which rewards informants…   + Read More…

An important estate tax deduction for U.S. citizens and resident aliens is the unlimited marital deduction. This deduction allows an individual to transfer an unrestricted amount of assets to his or her spouse at any time, including at the death of the transferor, free from gift or estate tax consequences. However, the unlimited marital deduction…   + Read More…

Now that the title caught your attention, the reality is that buyers of real property may be held liable for the Tax of a Foreign Seller. A non-foreign certification is a document that protects buyers of real property interests from liability for the IRS withholding tax, which applies if the seller is a foreign person….   + Read More…

There is a saying, usually attributed to Benjamin Franklin, that says “nothing is certain except for death and taxes”. As 2016 came to an end, one of the things companies focus on, is filing their 2016 corporate taxes. Single member LLC’s, Corporations, and Partnerships, have a tax deadline of March 16th. As this date approaches…   + Read More…

An LLC can survive beyond the death of its owner. This is determined by the LLC’s operating agreement. When creating a one member LLC, you may need to insert a provision in your operating agreement insuring a smooth transfer of ownership to another person or organization after the member’s death. In the case where there…   + Read More…

If your ex-spouse was the primary earner, you might be eligible for a higher social security benefit based on his or her work history instead of your own. However, there are limitations, and you must fall within all these categories to qualify for a “divorced spouse” benefit: Your marriage lasted for at least 10 years;…   + Read More…

A non-foreign certification is a document that protects buyers of real property interests from liability for the IRS withholding tax, which applies if the seller is a foreign person. If a seller is a non U.S. citizen or resident, then FIRPTA (The Foreign Investment in Property Tax Act) applies and the buyer must withhold 15%…   + Read More…

If you’re an employer, this is definitely something you want to note for any new hires that you may be acquiring. On November 14, 2016, the U.S. Citizenship and Immigration Services (USCIS) published a revised version of Form I-9, Employment Eligibility Verification. By Jan. 22, 2017, employers must use only the new version, dated 11/14/2016….   + Read More…

When a person fails or neglects to pay income taxes owed, the likely consequences involve the Internal Revenue Service (IRS) placing a federal tax lien on the individual’s property. A federal tax lien is a claim that the United States government makes on the individual’s property where the government’s interest in the person’s property is…   + Read More…

As Millenials begin to wait more and more to have children, we have also seen an uprise in demand for maternity and paternity leave. This is largely in part to the emphasis of relationship and connections that has developed over the last decade. New parents want to establish that connection with their newborns and lets…   + Read More…

A Section 105 qualified sick-pay plan (QSPP).  A QSPP enables a business to continue some portion of an employee’s wages during a disability. It is the company’s official plan to continue wages for certain ill and injured employees.

Misclassified employees are often denied access to the critical benefits and protections they are entitled. Misclassification also generates substantial losses to the federal government and state governments in the form of lower tax revenues, as well as to state unemployment insurance and workers’ compensation funds.

A lady bird deed (called an enhanced life estate deed in Florida) is a relatively new form of deed that—like a traditional life estate deed—allows property to pass automatically to one or more designated recipients at death, without the need for probate. 

If you’re a business owner or have EVER been an employed by a larger or specific field, you’ve probably run into or have a NON-COMPETE agreement. Just like any contract, there are limitations to everything and in case you didn’t know, according to FL Statute 542.335(1)(d)(1), non-compete agreements are enforceable against an independent contractor just like an employee.

In Florida, what would happen if a tenant is leasing a premises, and the mortgagee—the bank for example—foreclosures upon the property. Is the tenant allowed to remain in the premises? As a consequence of the foreclosure, is the tenant’s lease terminated? What if the tenant was an innocent party with no knowledge of the mortgage?

When you own an account jointly with another individual, the law usually presumes that you each have equal rights to funds held in that account. So, when a creditor attempts to garnish that account, it typically doesn’t have to investigate whether you contributed more money to the account than the co-owner. Unfortunately, this could mean that the money in your account could be garnished to pay for the co-owner’s debt, a debt that you never owed.

As a U.S. citizen or resident alien, you have several reporting obligations to the Internal Revenue Service regarding your foreign assets and accounts that you must be aware of. Failing to comply with these requirements can lead to severe penalties, additional taxes, and even civil and/or criminal penalties. Here is what you need to know:…   + Read More…

To invest in a business in the US, especially for establishing a banking relationship with a US bank or for filing tax returns, a foreign investor often runs into a common problem: they don’t have a federal tax ID number. Most citizens and permanent residents have a Social Security Number, so this isn’t a problem….   + Read More…

When thinking of opening a business, it is very important to address the licensing needs at the start up stage. Getting all necessary licenses required for your business is complicated and time consuming, and can thus delay your opening. Multiple governments and agencies have different requirements and it is best to start with a top…   + Read More…

Florida business owners have been receiving a letter that looks to be from a government agency stating that it is a notice (and in some cases “final notice”) to comply with a state and federal law requiring businesses to post current compliant Employment Posters in the workplace. This scam is hoping to lure business owners…   + Read More…

An irrevocable trust was once known to be untouchable. This may no longer be true. “Decanting” an irrevocable trust is an estate planning technique that involves pouring the assets from the first trust to a new one with better terms to meet the needs of the client. Common law provides authority for trust decanting, but…   + Read More…

Practicing law in a state without a license from that particular state is illegal, and therefore knowing what is and what is not considered the “practice of law” is very important. States have the power to regulate their practice of law. For example, a lawyer licensed to practice law in New York, but lives in Florida,…   + Read More…

A common issue persons may face in lawsuits is not so much the difficulty in obtaining judgment for remedies, but actually collecting on the judgment once obtained. There are different ways in which judgment debtors try to defeat collection on judgments, which pose problems for those holding outstanding executions.

Although we hope for the best, it may not work out that way. That’s why, EPGD has decided to provide a few steps on how to evict a person in Florida. Step 1 – Determine whether there are grounds for evicting that person. Step 2 – Send the person you want to evict a letter…   + Read More…

Should I Classify my Worker as an Employee or an Independent Contractor? It is important that employers correctly categorize their workers as either employees or independent contractors. Specifically, misclassification is not only a tax reporting issue, but also affects claims for reemployment assistance benefits. In Florida, whether a worker is an employee or an independent…   + Read More…

As times change, businesses change as well. We’ve seen a boom in entrepreneurial businesses throughout South Florida. If you find yourself feeling the bug, here are EPGD’s 10 simple steps to starting your own business.

It is important to note that a fictitious business name is not the same as a trademark.  Entities like trademarks, service marks, corporations, and limited partnerships are legal names.  In contrast, the registration of a fictitious business name does not create any exclusive ownership rights, nor does it reserve the name against future use. 

Today, many businesses are forming as a Limited Liability Company (LLC) and are finding that an LLC offers the “best of both worlds” of corporate forms. LLCs have pass-through taxation while also affording the owners limited liability protection, typical of a corporation.

Aside from certain situations where Florida law requires that employees be screened, such as law enforcement officers or those hired to work with children or the elderly, requiring an applicant or employee to submit to a screening is also possible.

In Florida, the general rule for trademark rights is “First In Use, First In Right.” In other words, you must be the first to use the mark in commerce. Either by selling products (for goods) or providing services (for services) before you can register the trademark.

Charlie Sheen, Lady Gaga, Lana Del Rey, Bruno Mars, Jamie Foxx, they all have one thing in common. They’ve changed their name. In case you didn’t know, celebrities aren’t the only ones who can do so. If you would like to legally change your name or restore a former a name, you may do so in Florida, provided that you are 18 years of age or older and satisfy certain other requirements.  In particular, the state of Florida has set forth specific procedures, which govern all legal name changes of Florida residents. 

A trust is a fiduciary arrangement that allows a third party, or trustee, to hold assets or income for the benefit of beneficiaries. Similar to a life insurance there are three parties to a trust. The settlor, the person or entity who creates the trust and usually transfer the property into the trust; the trustee, the person who holds and manages that property for the benefit of the beneficiary; and the beneficiary, the person who receives the benefit of such property.

A non-compete agreement is a contract between an employee and an employer in which the employee agrees not to enter into competition with the employer during or after employment. Non-compete agreements in employment contracts are essential in protecting your business from unfair competition, and safeguarding your trade secrets and confidential information once an employee decides to leave.

If you are an employee who works for another person, group, or company, you are required to have Workers’ Compensation Insurance. This includes people working under any type of contract and also includes all lawfully and unlawfully employed immigrants and minors.

In Florida, a joint venture is not a statutory entity or form; rather, it is a contractual arrangement whereby two or more persons or entities join forces to operate a venture. Many joint ventures operate by agreement only.  The participants do not have to create a separate entity as the vehicle for the joint venture….   + Read More…

Today is your first day of work. You signed a contract with your employer, which detailed your work responsibilities. Your contract contained information on what time you must clock-in and clock-out; how you should complete your work assignments; when your employer will pay you; and which employment benefits you are entitled to. Today is a…   + Read More…

IRS Form 1041 is an income tax return for estates and trusts, similar to Form 1040 for individuals. If you are the executor for an estate, you may be required to file Form 1041 – U.S. Income Tax Return for Estates and Trusts. Form 1041 must be filed for the person who died in addition to any personal income…   + Read More…

Federal income taxes are the only taxes that can be discharged in bankruptcy proceedings, preferably Chapter 7 bankruptcy, if you meet all of the following requirements:  The taxes must be income taxes. Taxes due to fines or penalties cannot be discharged in bankruptcy.  You did not file a fraudulent tax return or tried to willfully…   + Read More…

Federal income taxes are the only taxes that can be discharged in bankruptcy proceedings, preferably Chapter 7 bankruptcy, if you meet all of the following requirements:  The taxes must be income taxes. Taxes due to fines or penalties cannot be discharged in bankruptcy.  You did not file a fraudulent tax return or tried to willfully…   + Read More…

El robo civil es una conversión de derecho común con la intención criminal de robar. Véase 1-27 Florida Torts n.o 27.07. El Estatuto de Florida 812.014 (2014) establece los elementos para el robo civil como:
(1) a sabiendas, (2) obtenido o utilizado, o se esforzó por obtener o utilizar, la propiedad del demandante, (3) con intención criminal, (4) ya sea temporal o permanentemente para (a) privar al demandante de su derecho o beneficio de la propiedad o (b) apropiarse de la propiedad para el uso propio del demandado o para el uso de una persona que no da derecho a la propiedad.

Civil theft is a common law conversion with the criminal intent to steal. See 1-27 Florida Torts § 27.07. Florida Statute 812.014 (2014) states the elements for civil theft as: (1) knowingly, (2) obtained or used, or endeavored to obtain or use, the plaintiff’s property, (3) with felonious intent, (4) either temporarily or permanently to…   + Read More…

In this day and age, the Internet provides ordinary individuals with business opportunities that were unheard of thirty years ago. For example, recently, we came across a website that allows property owners to list and rent their own single-family home for a short duration of time. Listing the property online is the easy part, but…   + Read More…

In this day and age, the Internet provides ordinary individuals with business opportunities that were unheard of thirty years ago. For example, recently, we came across a website that allows property owners to list and rent their own single-family home for a short duration of time. Listing the property online is the easy part, but…   + Read More…

What happens when a landlord wants to keep the tenant’s security deposit? Can the landlord keep the security deposit, or does the tenant need notice beforehand? Under Florida law, a landlord may retain a tenant’s security deposit, but there are a few steps that need to occur before the security deposit, or a portion thereof,…   + Read More…

What happens when a landlord wants to keep the tenant’s security deposit? Can the landlord keep the security deposit, or does the tenant need notice beforehand? Under Florida law, a landlord may retain a tenant’s security deposit, but there are a few steps that need to occur before the security deposit, or a portion thereof,…   + Read More…

Business and commerce is becoming more and more globalized. Concomitant with this increase in globalization, intellectual property needs more protection, especially internationally, more now than ever before. The United Nations has created an organization —The World Intellectual Property Organization (“WIPO”)—that provides global services for protecting intellectual property (“IP”) across borders. The WIPO provides four services…   + Read More…

Business and commerce is becoming more and more globalized. Concomitant with this increase in globalization, intellectual property needs more protection, especially internationally, more now than ever before. The United Nations has created an organization —The World Intellectual Property Organization (“WIPO”)—that provides global services for protecting intellectual property (“IP”) across borders. The WIPO provides four services…   + Read More…

It is 6:30pm.You open the door, and come home from a long-day of work. You are instantly reminded of the stack of bills lying on your dining room table, which you have been ignoring for the past two-years—more specifically your income tax obligations. However, your significant-other will not allow you to forget. Your family wants…   + Read More…

It is 6:30pm.You open the door, and come home from a long-day of work. You are instantly reminded of the stack of bills lying on your dining room table, which you have been ignoring for the past two-years—more specifically your income tax obligations. However, your significant-other will not allow you to forget. Your family wants…   + Read More…

Jerry is the owner of a $5 million company, Red, Inc. Jerry’s company has one subsidiary, Blue, LLC. Jerry is considering transferring interest from his parent entity, Red, Inc., to his subsidiary—which Jerry fully owns—Blue, LLC. However, there is one minor issue; The Florida Documentary Stamp Tax. Florida imposes a documentary stamp tax on transfers…   + Read More…

Jerry is the owner of a $5 million company, Red, Inc. Jerry’s company has one subsidiary, Blue, LLC. Jerry is considering transferring interest from his parent entity, Red, Inc., to his subsidiary—which Jerry fully owns—Blue, LLC. However, there is one minor issue; The Florida Documentary Stamp Tax. Florida imposes a documentary stamp tax on transfers…   + Read More…

Background Checks and What Employers Need to Know: Aside from certain situations where Florida law requires that employees be screened, such as law enforcement officers or those hired to work with children or the elderly, requiring an applicant or employee to submit to a screening is also possible. When the time comes to make a…   + Read More…

Background Checks and What Employers Need to Know: Aside from certain situations where Florida law requires that employees be screened, such as law enforcement officers or those hired to work with children or the elderly, requiring an applicant or employee to submit to a screening is also possible. When the time comes to make a…   + Read More…

Every year, property owners receive a Notice of Proposed Property Taxes from the Miami-Dade Property Appraiser, listing the total of Ad Valorem and non-Ad Valorem property taxes to be paid. These property taxes are based on the assessed value of the property, as determined by the Property Appraiser every January 1st. Sometimes, however, the value…   + Read More…

Every year, property owners receive a Notice of Proposed Property Taxes from the Miami-Dade Property Appraiser, listing the total of Ad Valorem and non-Ad Valorem property taxes to be paid. These property taxes are based on the assessed value of the property, as determined by the Property Appraiser every January 1st. Sometimes, however, the value…   + Read More…

Every year, property owners receive a Notice of Proposed Property Taxes from the Miami-Dade Property Appraiser, listing the total of Ad Valorem and non-Ad Valorem property taxes to be paid. These property taxes are based on the assessed value of the property, as determined by the Property Appraiser every January 1st. Sometimes, however, the value of the property is listed too low, affecting a property’s resale value, or too high, leaving an owner paying an exorbitant amount of taxes.

Hoy en día, muchas empresas se están formando como una Sociedad de Responsabilidad Limitada (LLC) y están descubriendo que una LLC ofrece lo “mejor de ambos mundos” de formularios corporativos. Las CIT tienen impuestos de transferencia y, al mismo tiempo, ofrecen a los propietarios una protección de responsabilidad limitada, típica de una corporación.

Today, many businesses are forming as a Limited Liability Company (LLC) and are finding that an LLC offers the “best of both worlds” of corporate forms. An LLC allows for pass-through taxation (see “Tax Advantage” below), thereby avoiding the “double tax” of a Corporation, yet also affords its owners the personal liability protection of a…   + Read More…

Today, many businesses are forming as a Limited Liability Company (LLC) and are finding that an LLC offers the “best of both worlds” of corporate forms. An LLC allows for pass-through taxation (see “Tax Advantage” below), thereby avoiding the “double tax” of a Corporation, yet also affords its owners the personal liability protection of a…   + Read More…

Remixing other artists’ music in today’s world with so much technology may seem an easy thing to do. The reality is, however, that remixing is an art and it requires talent. Nevertheless, people from all different ages and places try it because it could be very lucrative and it may be done relatively fast since…   + Read More…

Businesses often convert from a Corporation to a Limited Liability Company (LLC) or vice versa. Although the process can be as simple as filing a Certificate of Conversion and paying the appropriate fee(s) to the state, many times it will be necessary to re-apply with the IRS and obtain a new Employer Identification Number (EIN)….   + Read More…

In Florida, there isn’t a specific statute that governs how a Franchise Agreement must be drafted. As a result, many unlawful acts and practices prompted the Florida Legislature in 1971 to enact The Florida Franchise Misrepresentation Act. However, The Act only offers limited legal recourse for victims of fraud and misrepresentation. This blog article identifies…   + Read More…

Florida real estate is booming, and starting a real estate career may be a great option for you. Fortunately, in Florida, obtaining a real estate license is fairly easy and generally involves only a few requirements. First of all, an applicant must be at least 18 years of age and have a United States Social…   + Read More…

An important aspect of establishing a business is finding the right name under which a given company is to conduct its business.  While some business owners choose to use their own legal name, such as “Jane Smith’s Hair Salon,” others might prefer to use a catchphrase or a term associated with the nature of the business or its product, for example “Jane’s Cuts,” or “Fashion Cuts.”  In the latter case, the business is said to operate under a fictitious business name.

In Florida, the general rule for trademark rights is “First In Use, First In Right.” In other words, you must be the first to use the mark in commerce. Either by selling products (for goods) or providing services (for services) before you can register the trademark.

If your employer for whatever reason is not paying you the applicable minimum wage or the agreed wage for your hours worked, you have a legal claim to recover damages against your employer.

Generally, not often. The business judgment rule generally prevents a court from holding a corporation’s directors liable for making a bad business decision. This rule evolved from common law, and in Florida, it is codified under Florida Statute §607.0830 and §607.0831. This statute provides that a director must complete his duties in good faith, with…   + Read More…

When there’s a breach of contract for the sale of goods, the UCC governs.  Under the UCC, failure to deliver goods is a material breach, but in common law, it is not.  Any contract can contain a “liquidated damages” provision which typically includes a certain amount of money that the non-breaching party is entitled to if a party breaches the contract.  

Una Corporación de Beneficios o un “B-Corp.” es una empresa privada que crea un beneficio público al permitir que las empresas sean rentables mientras consideran el bienestar de la sociedad y el medio ambiente. Las corporaciones de beneficios exigen que las empresas hagan que sus prácticas sean transparentes para el público.  Convertirse en una Corporación de Beneficios tiene ciertos requisitos, pero es principalmente un proceso de tres pasos. 

A Benefit Corporation or a “B-Corp.” is a private enterprise that creates a public benefit by allowing businesses to be profitable while considering the welfare of society and the environment.   Benefit Corporations require businesses to make their practices transparent to the public.  Becoming a Benefit Corporation has certain requirements, but it is mostly a three-step…   + Read More…

A Benefit Corporation or a “B-Corp.” is a private enterprise that creates a public benefit by allowing businesses to be profitable while considering the welfare of society and the environment.   Benefit Corporations require businesses to make their practices transparent to the public.  Becoming a Benefit Corporation has certain requirements, but it is mostly a three-step process.

¿Cómo se Convierte en una Pequeña Empresa Certificada? El gobierno federal tiene un programa único que ayuda a las empresas desfavorecidas al registrarlas para contratos gubernamentales.  En otras palabras, como “pequeña empresa” tiene una mayor probabilidad de obtener un contrato gubernamental ante una empresa que no está registrada como una “pequeña empresa”.  La Administración de…   + Read More…

U.S.  Small Business Certification The federal government has a unique program that assists disadvantaged businesses by registering them for government contracts.  In other words, as a “small business” you have a higher probability of obtaining a government contract before a business that is not registered as a “small business.”  The U.S. Small Business Administration (“SBA”)…   + Read More…

A Florida limited liability company can dissolve in one of two ways: voluntarily or judicially.  Voluntary dissolution of a Florida LLC typically includes these steps (1) member authorization, (2) filing articles of dissolution with the state, (3) winding up, and (4) filing a statement of termination.  Winding up, is a period when the LLC finalizes…   + Read More…

A Florida limited liability company can dissolve in one of two ways: voluntarily or judicially.  Voluntary dissolution of a Florida LLC typically includes these steps (1) member authorization, (2) filing articles of dissolution with the state, (3) winding up, and (4) filing a statement of termination.  Winding up, is a period when the LLC finalizes…   + Read More…

“Dissolution” is the formal process by which a state-registered business entity, such as a corporation, may be officially ended.  The Florida Business Corporation Act (FBCA), is a Florida general corporate statute that applies to all domestic, for-profit corporations incorporated under a statute of Florida; and is contained in the provisions of Chapter 607 of the…   + Read More…

“Dissolution” is the formal process by which a state-registered business entity, such as a corporation, may be officially ended.  The Florida Business Corporation Act (FBCA), is a Florida general corporate statute that applies to all domestic, for-profit corporations incorporated under a statute of Florida; and is contained in the provisions of Chapter 607 of the…   + Read More…

Every year, property owners receive a Notice of Proposed Property Taxes from the Miami-Dade Property Appraiser, listing the total of Ad Valorem and non-Ad Valorem property taxes to be paid. These property taxes are based on the assessed value of the property, as determined by the Property Appraiser every January 1st.

How do I Dissolve a Florida LLC? “Dissolution” is the formal process by which a state-registered business entity, such as a corporation, may be officially ended.  The Florida Business Corporation Act (FBCA), is a Florida general corporate statute that applies to all domestic, for-profit corporations incorporated under a statute of Florida; and is contained in…   + Read More…

A Florida limited liability company can dissolve in one of two ways: voluntarily or judicially.  Voluntary dissolution of a Florida LLC typically includes these steps (1) member authorization, (2) filing articles of dissolution with the state, (3) winding up, and (4) filing a statement of termination.  Winding up, is a period when the LLC finalizes…   + Read More…

Under Florida law, a landlord may retain a tenant’s security deposit, but there are a few steps that need to occur before the security deposit, or a portion thereof, is withheld. If the tenant leaves the premises, and the landlord does not intend to retain the security deposit, the landlord has fifteen (15) days from the date the tenant vacated the premises to return the security deposit.

In this day and age, the Internet provides ordinary individuals with business opportunities that were unheard of thirty years ago. For example, recently, we came across a website that allows property owners to list and rent their own single-family home for a short duration of time. Listing the property online is the easy part, but…   + Read More…

The federal government has a unique program that assists disadvantaged businesses by registering them for government contracts.  In other words, as a “small business” you have a higher probability of obtaining a government contract before a business that is not registered as a “small business.”  The U.S. Small Business Administration (“SBA”) defines a “small” business in terms of the average number of employees over the past 12 months or average annual receipts over the past three years.  The SBA defines a U.S. small business as a concern that:

Civil theft is a common law conversion with the criminal intent to steal. See 1-27 Florida Torts § 27.07. Florida Statute 812.014 (2014) states the elements for civil theft as:
(1) knowingly, (2) obtained or used, or endeavored to obtain or use, the plaintiff’s property, (3) with felonious intent, (4) either temporarily or permanently to (a) deprive plaintiff of its right to or a benefit from the property or (b) appropriate the property to the defendant’s own use or to the use of a person not entitle to the property.

Federal income taxes are the only taxes that can be discharged in bankruptcy proceedings, preferably Chapter 7 bankruptcy, if you meet all of the following requirements:  The taxes must be income taxes. Taxes due to fines or penalties cannot be discharged in bankruptcy.  You did not file a fraudulent tax return or tried to willfully…   + Read More…

So you filed the state requirements to start your own company. Therefore, now you have obtained limited liability and can shield yourself personally from any obligations that may transpire in the course of your business. Wrong! In fact, filing with the state is merely the first step to obtain limited liability.

The risks involved in the misclassification of workers as independent contractors rather than employees are serious. Federal and state agencies have the authority to impose both monetary and non-monetary sanctions against employers who misclassify their workers. Yet, employers remain subject to civil liability with respect to the claims of their workers, as well as to potential criminal liability.

Need to evict your tenant for nonpayment of rent? Whether you’re a landlord or a tenant, it is important to know what the consequences for nonpayment of rent are. If yo u are a landlord and your tenant has not paid rent, you can sue the tenant for payment of rent or seek to evict…   + Read More…

The United States Food and Drug Administration (“FDA”) is assigned the task of keeping Americans safe by regulating the sale of food and drugs. Among many things, the FDA regulates the “labeling” of many products. Appropriate labeling is significantly important to protect the health of consumers. Additionally, the labels of a cosmetic product allow the average consumer to make informed decisions about their health and to understand the ramifications of what they are purchasing.

The Gabel Center – a drug and alcohol rehab in Fort Myers Beach, and South Florida’s EPGD Attorneys at Law, P.A., are excited to announce a new joint effort that simplifies the process of getting drug and alcohol abusers through the court room and into a world-class treatment center. The one-of-a kind collaboration takes advantage…   + Read More…

If you have been a victim of identity theft and your Social Security is being used to make fraudulent transactions on your behalf, you may have no other recourse than to request a new Social Security number (SSN). The problem is that applying for a new SSN is not as easy as it sounds. Social…   + Read More…

In January 2012, the IRS announced a new Offshore Voluntary Disclosure Program (OVDP) available to taxpayers with undisclosed foreign assets. The 2012 OVDP is similar to the IRS’ 2009 OVDP and 2011 OVDI, but the 2012 OVDP is (for the time being) open-ended. The 2012 OVDP is designed to allow taxpayers to come clean with the certainty that they will not face criminal prosecution for not previously disclosing their overseas accounts. Taxpayers have the added benefit of receiving a fixed penalty structure for settlement of past non-compliance.

There are few challenges greater than watching a loved one descend into the depths of drug and alcohol abuse. Lives can be shattered, fortunes squandered, aptitude and potential wasted, and relationships often strained to the breaking point. The damage is two-fold: the abuser’s self-destructive behavior not only hurts his or her own life, but unintentionally inflicts harm on friends, families, coworkers, and neighbors