Bradford Publishing's 'Colorado Choice of Entity Deskbook' Proves Handy Attorney Guide

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Designed both for existing and prospective Colorado companies, the book is a handy guide for attorneys dealing with in-state clients as well as out-of-state legal advisors to companies contemplating expansion or relocation to Colorado. The book discusses the various entity options. Tax, administrative, and financial benefits/burdens of various business forms are included, along with guidelines about when entity formation is not advisable.

For most, reading about the intricacies of choosing an LLC, C corporation, or LLP requires extensive caffeine and patience. Yet, these choices may well determine the ultimate success or failure of any business.

"Legal entities -- to paraphrase Rodney Dangerfield -- don't always get their fair share of respect," writes attorney Joel Russman, author of Colorado Choice of Entity Deskbook.

"The person responsible for choosing the entity often views the process impatiently. Even after formation, a company's commitment to maintaining corporate formalities or to staying in compliance with applicable laws and regulations is typically fairly low. Even 'doing taxes' ranks higher on the priority scale."

Because of the "pulling teeth" nature of entity discussions, Russman wrote the deskbook as a call to action to legal practitioners to take a very active role with clients in entity formation and maintenance.

"Practitioners need to understand the intricacies of entity formation and reasons for and against certain entities based on relevant criteria, and must stay current on rapidly evolving laws," notes Russman.

Designed both for existing and prospective Colorado companies, the book is a handy guide for attorneys dealing with in-state clients as well as out-of-state legal advisors to companies contemplating expansion or relocation to Colorado.

"This book is a perfect fit for our legal publishing program, because it fills an important need in the marketplace and is useful to a broad range of attorneys," says Molly McGill, Bradford Publishing's director of marketing. "Whether the reader is a business lawyer, general practitioner, or new lawyer, Joel's book will help them stay in compliance with Colorado's continually changing entity laws."

In a review in The Colorado Lawyer, attorney/CPA Michael Brown says, "There has long been a need for a clear and concise deskbook for the general practitioner who is setting up his or her business in Colorado, and Colorado Choice of Entity Deskbook (Choice of Entity) by Joel Russman fits the bill. The chapters are well-organized and explain the alternatives that need to be explored before advising a business client on which form of entity to choose."

The book discusses the various entity options, including general partnerships, limited partnerships, LLPs, LLLPs, corporations (including S corporations), limited liability companies, limited partnership associations, and nonprofit corporations.

Entity formation topics addressed in the book include: applicable statutes governing formation, maintenance, and termination; factors affecting choice of entity decisions; pros and cons of different choices; liability issues for the entity and its owners; control, management and administrative issues; owner duties and rights relative to the entity and each other; and transfer of ownership issues.

Tax, administrative, and financial benefits/burdens of various business forms are included, along with guidelines about when entity formation is not advisable (i.e., when the use of contracts, insurance, lenders, or independent contractors might be preferable).

Brian Chase, CPA and accounting advisor for the book, points out that entity due diligence upfront can save massive accounting -- as well as legal -- headaches later. "It can be extremely complex, or as basic as the newly formed corporation that previously was a sole proprietorship. Entrepreneurs accustomed to paying their quarterly taxes haphazardly have to become disciplined about corporate payroll taxes that the IRS watches like a hawk," Chase notes.

"Companies need to know exactly what they're getting into; this book gives their legal advisors in-depth information that, properly conveyed, will minimize ongoing hassles and regrets."

Exemplary of issues referred to by Chase is a recent amendment to the Colorado Uniform Partnership Act (CUPA) that tightens rules on unlawful distributions to partners, in line with LLC regulations.

To order the Colorado Choice of Entity Deskbook and accompanying CD, go to http://www.bradfordpublishing.com, select "Bookstore," then "Business Law."

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