If you're working with small business owners, you probably have had a panic phone call that went something like this: "My CPA/lawyer/financial planner said that I needed to file my Sub S election with the IRS! However, I missed the deadline. What should I do now?"

The curse of online services

If this hasn't happened to you yet, it most likely will. With some clients bypassing their professionals and going straight to the Internet to create their corporations and limited liability companie

Fair Labor Standards Act (FLSA) establishes minimum wage, overtime, recording, and child labor standards affecting full-time and part-time workers in the private sector and in Federal, State, and local governments.

On May 25, 2007, President Bush signed a bill that among other things would amend the FLSA to increase the federal minimum wage in three steps:

1) Effective July 24, 2007 nonexempt workers are entitled to a minimum wage of $5.85 per hour;

2)

A Letter of Intent should be a part of virtually every major business transaction including any merger or acquisition. While a Letter of Intent is intended to be a non-binding document outlining the major terms and conditions of the deal, there are typically at least two binding terms in any Letter of Intent related to a business purchase.

The first is a "No-Shop"provision, which prohibits the seller from negotiating with other potential buyers while the prospective purchaser conducts its

All companies, regardless of industry, transact business under some name - either assumed or real. For most business entities, this does not present a problem, as the business name has been registered with the Secretary of State at the time of formation. However, any assumed name must be registered with the Secretary of State. Failure to register an assumed name can prohibit a business entity from bringing suit (e.g., to collect money owed on a contract), and can expose the business entity to

The role of corporate directors or governors of a limited liability company, as the case may be, is extremely important. It is the board of directors that elects officers of the company and makes strategic decisions regarding the business of the corporation. In the past, there was a common belief (which may have been well-founded,) that directors did nothing more than rubber stamp the actions of the corporate officers. Given recent cases of misconduct by corporate insiders, directors are beco

Does your company have confidential information it considers a trade secret? In Minnesota, competition is highly favored; however, competitors cannot misappropriate another's trade secrets.

In order for information to be a trade secret, two factors must be present:

1.) The information cannot be generally known or readily ascertainable by proper means

2.) It must be the subject of reasonable efforts to maintain its secrecy.

Under certain circumstances, courts have deemed the foll

A Management Buyout, ("MBO"), represents great opportunities for existing company management whose "sweat equity" has helped to build a company, while also providing what can be a very lucrative, well-timed exit strategy for the present owners.

Owners can maximize their return because of three key factors inherent in an MBO -- speed, confidentiality and continuity. Being on the market for an extended period of time can not only cause a decline in value, but also a loss of morale among em

January is the perfect time to consider enacting corporate resolutions and ensuring your company records are current. Every company should adhere to certain corporate formalities to maintain the shield of liability for its owners.

At Hellmuth & Johnson, PLLC, we provide an annual entity update service to our business clients. For an annual fee, we will 1) conduct a review of your corporate minute book and records; 2) provide an annual company audit and compliance questionnaire used to i