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In Lecture Two of the Business Associations series, we explored the core principles governing partnerships, one of the oldest and most flexible forms of business association.We began by defining a general partnership as an association of two or more persons who carry on as co-owners a business for profit. Importantly, no formal agreement or state filing is required — courts look to the conduct of the parties, especially profit sharing, joint control, and mutual intention.We discussed the different types of partnerships:General partnerships, where all partners share control and liability.Limited partnerships, which include general and limited partners (the latter with limited liability if they refrain from management).Limited liability partnerships (LLPs), often used by professional firms, where partners are shielded from personal liability for the acts of others.We examined fiduciary duties among partners, including the duties of loyalty, care, and good faith. Partners owe these duties to each other and the partnership, preventing conflicts of interest, self-dealing, or negligent conduct.Each partner has the authority to bind the partnership in the ordinary course of business, and all partners are jointly and severally liable for partnership debts and obligations. We explored how partnership property belongs to the entity, not the individuals, and how dissociation and dissolution are handled when a partner exits or the business winds down.Key cases like Meinhard v. Salmon emphasized the high fiduciary standards between partners, while National Biscuit Co. v. Stroud highlighted the authority of individual partners.We also explored doctrinal debates on modifying fiduciary duties by agreement, the rise of limited liability entities, and the balance between creditor protection and partner autonomy.Key TakeawaysPartnerships arise from conduct, not necessarily formal agreements.Sharing profits creates a presumption of partnership.Fiduciary duties govern partner conduct and protect the enterprise.Each partner can bind the firm in ordinary matters.Partners are personally liable for partnership obligations.Limited partnerships and LLPs provide liability protections.Partnership property belongs to the entity, not individuals.Dissociation does not always dissolve the partnership.Courts protect reasonable expectations and fairness among partners.Partnership law remains vital despite the rise of modern entities.
Checking in with CEO of Pattern for Progress Pattern for Progress, a nonprofit think tank based in Newburgh, is celebrating its 60th year. We spoke with Adam Bosch, its president and CEO. How did the organization begin? When we were founded in 1965, the Hudson Valley was going through a lot: urban renewal in city centers, people moving from New York City to suburban areas, the beginning of the environmental movement and the seeds of innovation at places like IBM in Poughkeepsie. In addition, the U.S. Army was getting ready to sell Stewart Airbase into private hands. There was a need for an objective, independent research and planning organization. Today, we're again in a period of rapid change. We have a housing crisis in affordability and availability. We have a new wave of technology in the form of AI and remote work, and we have generational investments being made in our downtowns, bringing small cities back to life. And the pandemic drove tens of thousands of residents into the region. Our job is to look at those things, measure them and try to explain their effects on our communities and regionwide. What are you working on in 2025? We're creating community-driven plans for the reuse of buildings or parcels that have been abandoned for decades. We can set up tax credits on parcels that make them more feasible to be redeveloped as housing, mixed-use or as new manufacturing centers. The idea is to create development in our downtowns that provides progress without displacement. With housing, there's an indication that corporate actors are moving into the region. There's not a lot of data, but I'll give you my anecdotal evidence. At my house in Ulster County, I am getting two flyers per month from corporations offering to buy my house - all cash, sight unseen. We're going to trace these LLPs and LLCs to their common corporate owners and be able to quantify the extent of corporate homeownership and how it's changed over the past decade. The governor has proposed that if a company owns 10 or more properties or has $50 million or more in assets, it shouldn't be allowed to bid on a home for the first 72 hours it's on the market. In places like Arizona, Nevada, or down to the Carolinas, there are entire neighborhoods owned by a single corporation that rents homes back to people. We want to understand the effect it has on access and the cost of homeownership. What do you see as the most important issues facing the region? Housing is No. 1. There's not even a close second. We do not have enough homes to sustain the population we have, and the cost of both homeownership and rent have outpaced our growth and wages by a lot. That means housing is gobbling up more and more take-home pay. No. 2 would be workforce. We have awesome training facilities at Dutchess Community College, Orange Community College, Marist and SUNY New Paltz, but the data show our labor pool is getting ready to shrink by about 120,000 people in the next 15 years. It's the size of the workforce that's a concern in the near- and medium-term, along with what I call the "youth crunch." We have seen births - not birth rates - decline over the past two decades by about 25 percent to 35 percent in each of our counties. Dutchess is down by 25 percent. Putnam is down the most of any county. If you look at the population of infants, children and teens now and compare it to a decade ago, we have 40,000 fewer kids in the region. After that, I would say community development in terms of: Are we able to attract and retain jobs to the region? Do they pay a living wage? The other two to mention are childcare businesses shrinking by 40 percent in 15 years and outdated water and sewer infrastructure. The redevelopment of the former Downstate Correctional Facility in Fishkill and a transit-oriented development at the Beacon train station could add 1,600 housing units in and around Beacon. What does the community need to see from the developers? When we did a report on the adaptiv...
In this panel discussion, subject specialists share their expert insights into the interesting and challenging features of LLPs that they have seen over the last 25 years and what they see approaching on the horizon for LLPs. Jeremy Callman (Ten Old Square), Dr Robert Millard (Cambridge Strategy Group) and Corinne Staves (CM Murray LLP) join chair Sarah Chilton (CM Murray LLP) to explore the key benefits of using LLPs in professional services, the trends they have seen – including in LLP disputes – key tax changes and issues, strategic considerations as well as what the coming years may hold for LLPs. Their discussion addresses key questions and topics including: - How has the structure of LLPs developed since birth; what are some of the key elements of different LLP structures and their implications? - Financial services LLPs vs professional services LLPs: the difference in attitudes on mutual trust between partners and duties of good faith at law and in LLP agreements; - The use of English LLPs across the world, their evolution in different jurisdictions and how the increase in larger LLPs has affected strategic decisions; - Risk considerations: tax, regulation, liability and litigation; - Which partner remuneration trends have LLPs imported from other sectors and have they led to more or fewer disputes? - What are the differences, if any, in downward incentivisation between LLPs and more corporate structures? - What does the next 25 years hold for the future of LLPs? If you would like to discuss any aspect of LLPs or if you have any questions arising from this recording, please contact Partners Corinne Staves or Sarah Chilton, both of whom specialise in partnership law.
We are delighted to share with you a recording of the discussion Is The Glue That Holds Partnerships Together Coming Unstuck? which took place at an event we held recently in London. The discussion explored the evolving dynamics of professional partnerships and the challenges they face in today's complex legal and business environment. Taking place in a Samoan Circle format, it enabled any attendees who wished to contribute to the debate to step into the circle during the course of the discussion. Co-facilitated by Sarah Chilton (Senior Partner, CM Murray LLP) and Zulon Begum (Partner, CM Murray LLP), the recording captures the first 20 minutes of the discussion with the opening speakers, in particular: - A critical examination of what constitutes a partnership, the key challenges faced by law firms and professional services in the current economic climate. - What is the 'glue' that holds a partnership together? In particular, loyalty, shared values and the cultural significance of a partnership. - Is trust, a fundamental element of partnerships, being eroded in larger LLPs where loyalties may be more aligned with the organisation than its individual partners? - The impact of scale: While scale can lead to centralisation and loss of entrepreneurialism and individual autonomy, it can also provide resources for innovation and growth. - Cultural dynamics: A focus on how shared goals and collaboration can foster a sense of belonging and purpose among partners. - The challenges faced by founder-led firms in transitioning leadership to a new generation. Can successors maintain the entrepreneurial spirit of the original founders? - The value of diverse viewpoints within a partnership, with a mix of personalities and approaches helping to enhance a firm's adaptability and attractiveness to clients. - What does it mean to be a partnership in today's professional landscape? How traditional values can and should co-exist with modern business practices to create resilient and effective partnerships. Opening speakers: - Andrew Cromby, Regional Office Head, Weightmans LLP, London; Partnership Litigator and Mediator - Peter Duff, Principal Consultant at PSFI and former Chairman of Shoosmiths - Greg Jackson, Law Firm Strategist & Consultant, PWC - John Machell KC, Serle Court, Partnership & LLP Silk - Moray Mclaren, Board Advisor to Law Firms and Co-Founder of Lexington Consultants - Corinne Staves, Partner, CM Murray LLP, Partnership & LLP Specialist Co-facilitators: - Zulon Begum, Partner & Co-Head of Partnership Team (Non-Contentious), CM Murray LLP - Sarah Chilton, Senior Partner & Co-Head of Partnership Practice (Partnership Disputes), CM Murray LLP Thank you to everyone who attended the event and participated in the discussion.
Corporate Liability and Governance This document summarizes the core concepts of corporate liability and governance, focusing on legal responsibility and management practices. I. Corporate Liability: Corporations are directly liable for their contracts and torts. Direct Corporate Liability: Contracts: Express authority is explicitly granted, while implied authority covers routine transactions. Breach of Contract: Damages include direct, consequential, and liquidated. Torts: Corporations are liable for employee torts within the scope of employment, including systemic negligence. Vicarious Liability (Respondeat Superior): Corporations are liable for employee's wrongful acts within the scope of employment. Independent Contractors: Generally, corporations are not liable for their actions. Ultra Vires Doctrine: Acts exceeding corporate authority, less significant today. Corporate Criminal Liability: Corporations can be held criminally liable for employee offenses, with penalties including fines and potential dissolution. II. Corporate Governance: The system of directing and controlling a company, ensuring accountability and transparency. Board of Directors Structure: Oversees the corporation, with duties of care and loyalty. Committees: Specialized groups like audit, compensation, and nomination. Executive Compensation: Must be reasonable and tied to performance. Insider Trading Regulations: Illegal trading on non-public information. Sarbanes-Oxley Act (SOX) Compliance: Enhances corporate accountability and transparency. Corporate Disclosure Requirements: Ensures transparent information for investors. III. Types of Corporations: C Corporations: Double taxation, suitable for larger businesses. S Corporations: Pass-through taxation, limited to 100 shareholders. Close Corporations: Small businesses with limited shareholders. Professional Corporations: For licensed professionals. Benefit Corporations (B Corps): Combine profit with social and environmental goals. IV. Hybrid Business Entities: Limited Liability Companies (LLCs): Limited liability and pass-through taxation. Limited Liability Partnerships (LLPs): Used by professional firms, liability shield for partners. V. Comparative Analysis of Corporate Forms: Compares C vs S Corps, Close vs Professional Corps, LLCs vs LLPs, and Benefit vs Traditional corporations. VI. Additional Essential Topics: Fiduciary Duties, Shareholder Rights, M&A Implications, Corporate Social Responsibility (CSR), and Regulatory Compliance. VII. Hypothetical Scenarios: Applies principles to scenarios like unauthorized contracts and insider trading. Conclusion: Understanding corporate liability and governance is crucial for accountability and legal compliance. --- Support this podcast: https://podcasters.spotify.com/pod/show/law-school/support
Rob ranks tax saving strategies from best to worst while sharing his knowledge on how to legally optimise your tax position. Rob reveals why some popular tax saving methods might be dangerous traps, explains the power of ISAs and pensions, and shares fascinating insights about commercial property investment. KEY TAKEAWAYS ISAs represent one of the few remaining personal tax breaks, allowing individuals to invest £20,000 tax-free annually, making them more valuable than many realise. Commercial property ownership through a company can offer significant tax advantages, especially when becoming your own tenant, but it's crucial to maintain market rate rents to avoid scrutiny. When choosing an accountant, there are three types: government friendly conservatives, risky rule breakers who might disappear when things go wrong, and skilled middle ground professionals worth their higher fees. Company car tax benefits work differently between Limited Companies and LLPs, with LLPs offering better opportunities for vehicle-related tax benefits under specific conditions. Business expenses must pass two key tests: running them through a qualified accountant and ensuring they don't negate tax investigation insurance coverage. Moving to tax free jurisdictions like Dubai requires careful consideration, as while there's no income tax, living costs can be significantly higher and tax rates may gradually increase over time. BEST MOMENTS "Often the hack to save a load of tax is the Trojan horse, and you end up getting screwed by it, so you have to be careful." "When you're employed, you earn five grand, they take off the tax, they take off the national insurance, they take off the student loans, you're left with 2,100 quid and you've got no choice." "A friend of mine, who's nearly a billionaire, reckons you pay 92 percent in everything you earn and everything you spend in tax. I think it's a bit less, but I think it's easily 70%." VALUABLE RESOURCES https://robmoore.com/ bit.ly/Robsupporter https://robmoore.com/podbooks rob.team ABOUT THE HOST Rob Moore is an author of 9 business books, 5 UK bestsellers, holds 3 world records for public speaking, entrepreneur, property investor, and property educator. Author of the global bestseller “Life Leverage” Host of UK's No.1 business podcast “The Disruptive Entrepreneur” “If you don't risk anything, you risk everything” CONTACT METHOD Rob's official website: https://robmoore.com/ Facebook: https://www.facebook.com/robmooreprogressive/?ref=br_rs LinkedIn: https://uk.linkedin.com/in/robmoore1979 See omnystudio.com/listener for privacy information.
In this episode of the “One Minute Moment,” Dr. Friday highlights her firm's extensive expertise in tax preparation and consulting for a wide range of clients, including individuals, corporations, LLCs, partnerships, and trusts. With over 25 years of experience, Dr. Friday and her team offer specialized support for complex tax situations and general consulting. Whether you need help filing taxes or simply have questions, Dr. Friday's firm is equipped to guide you. For more details or to connect, visit drfriday.com, and tune in to her call-in show on Saturdays for live tax advice. Transcript: G’day, I’m Dr. Friday, president of Dr. Friday’s Tax and Financial Firm. To get more info, go to www.drfriday.com. This is a one-minute moment. If you need help filing taxes, that’s what we do. I’m an enrolled agent. I can help you file your taxes, not only individuals but corporations, partnerships, general partnerships, LLCs, LLPs, trusts. We do it all. We’ve been in business for 25 plus years, we know how to help you handle your tax situation. So if you need that kind of guidance, great. If you just have some questions and you need some consulting, you can also call our firm or easier, go to our website, which is drfriday.com and go in there and fill out the questionnaire. We’ll be more than glad to help lead you in the right direction if you need tax help, legal help, financial planning. You can catch the Dr. Friday Call-In Show live every Saturday afternoon from 2 to 3 p.m. right here on 99.7. WTN.
In this episode of the Medics Money podcast, Dr. Cyra Mackintosh, a doctor and chartered accountant, discusses with Andy Pow, a medical specialist accountant, the differences between GP partnerships, limited companies, and LLPs. They delve into the pros and cons of each structure, including liability concerns, tax implications, and how they affect the financial operations of GP practices. The episode aims to provide up-and-coming GPs with fundamental knowledge to navigate the business aspects of GP practice effectively. Want the latest financial tips for doctors and exclusive invites? Join 56,000 doctors here https://www.medicsmoney.co.uk/join-medics-money/ Want a free assessment of your finances? Click here https://medics-hnz5twj1.scoreapp.com Want to improve your finances fast? Then come on our course https://www.medicsmoney.co.uk/medics-money-financial-wellbeing-course/ GP partner looking to improve your practice/ Then come on our course https://www.medicsmoney.co.uk/gp-partnership-programme/ Follow us on Instagram Follow us on Twitter 00:00 Welcome to the Medics Money Podcast 00:50 Introduction to Andy Pow 01:57 Understanding GP Practice Structures 03:39 Pros and Cons of GP Partnerships 05:14 Limited Companies in the GP Space 07:03 Risks and Considerations for Limited Companies 11:07 Tax Implications of Limited Companies 22:57 Exploring Limited Liability Partnerships (LLPs) 27:16 Final Thoughts and Advice
On this week's episode, host Mariellen Keely sits down with The Honorable Angela Arkin and Tracy Rumans, Esq., to discuss a new development in Colorado family law- the Licensed Legal Paraprofessional (LLP) program. Angela and Tracy share insights and expand upon their recent article in the Child Support CommuniQue, discussing how LLPs are addressing the justice gap for low and moderate-income families. Listen in as we explore the creation of the program, its impact on family law cases, and the potential to expand equitable access to legal services in Colorado.
As the urgency to address the climate emergency heightens, businesses are coming under increasing pressure to monitor, report and reduce their energy use and carbon emissions to meet net zero targets. As a result, there is an increase in regulations to ensure that companies are taking the climate emergency seriously and not pay lip service to climate action. During September, we'll be taking a look at a few of the latest regulations that may affect your organisation, including: · SECR – Streamlined Energy and Carbon Reporting · ISSB S2 - International Sustainability Standards Board Climate related disclosures · CSRD - Corporate Sustainability Reporting Directive · CSDDD - Corporate Sustainability Due Diligence Directive In this episode, Mel Blackmore breaks down what Streamlined Energy and Carbon Reporting (SECR) is, its reporting requirements, it's qualifiers and how it can work in tandem with other carbon management initiatives. You'll learn · How do these regulations relate to ESG reporting? · What is Streamlined Energy and Carbon Reporting? · What are the SECR Emissions Reporting Requirements? · Who qualifies for SECR? · How can SECR work with other carbon management initiatives? Resources · Carbonology · SECR In this episode, we talk about: [00:30] Join the isologyhub – To get access to a suite of ISO related tools, training and templates. Simply head on over to isologyhub.com to either sign-up or book a demo. [02:10] Episode summary: Over the course of September, Mel will be exploring the latest climate change regulations that may affect your organisation. In this episode she dives into Streamlined Energy and Carbon Reporting (SECR). [03:20] How do these regulations relate to ESG reporting? – ESG requirements include a commitment to sustainability, and reducing your overall impact. All of these regulations contribute towards an organisations ESG reporting requirements, as they require tangible proof to back up your ESG claims. They will require you to provide comprehensive emissions reporting, the level of detail of which will depend on the specific applicable regulation. [04:05] Future content to look forward to: During September Mel will look at involuntary emissions reporting schemes, but in October she will be looking into the voluntary schemes that many are already adopting as part of their Stakeholder requirements. This will include: · CDP (Carbon Disclosure Project) · EcoVardis [05:50] What are the SECR Emissions Reporting Requirements?: SECR has been around since April 2019, and was originally introduced to replace the Carbon Reduction Commitment Scheme. This is a mandatory scheme, so it is a legal requirement for those that meet it's criteria. For those that are familiar with ESOS (The Energy Savings Opportunity Scheme), it functions in a very similar way. This scheme isn't solely focused on reporting energy usage and carbon emissions, it's also looking for organisations to report on efficiency measures that are undertaken on an annual basis. Which is reflected in the financial reporting that you will also have to submit. It's important to note that SECR has specific requirements for the disclosure of greenhouse gas (GHG) emissions and energy consumption. Emission reporting requirements vary slightly between quoted companies and large unquoted companies and LLPs. For quoted Companies: · Global Scope 1 and 2 GHG emissions must be reported. Scope 3 emissions reporting is strongly recommended but voluntary. For large unquoted companies and LLPs: · UK based Scope 1 and Scope 2 emissions and associated energy consumption. Scope 3 emissions from the combustion of fuel in vehicles or equipment not owned by the company. [10:10] Join the isologyhub and get access to limitless ISO resources – From as little as £99 a month, you can have unlimited access to hundreds of online training courses and achieve certification for completion of courses along the way, which will take you from learner to practitioner to leader in no time. Simply head on over to the isologyhub to sign-up or book a demo. [12:05] Who qualifies for SECR?: All UK Quoted Companies: Any company that has shares listed on the UK Stock Exchange is required to comply with SECR. Large Unquoted Companies and Large LLPs: These are companies and Limited Liability Partnerships (LLPs) that are not listed on the UK Stock Exchange but meet two or more of the following criteria: · Turnover: More than £36 million per annum. · Balance Sheet Total: More than £18 million. · Number of Employees: 250 or more employees. These criteria ensure that SECR framework targets large organisations that have a significant impact on the UK's energy consumption and carbon emissions. By complying with SECR, these organisations can contribute significantly to the UK's sustainability goals. [14:10] When is the SECR disclosure made? SECR reporting must occur alongside financial reporting, being included within annual reports and Directors' Reports, which are then filed with Companies House. [14:30] The importance of Accurate SECR Reporting and Carbon Reduction - The reporting process can unlock valuable insights and opportunities for operational improvements, leading to enhanced energy efficiency and reduced carbon emissions over time. Demonstrating your organisation's commitment to energy efficiency and carbon reduction can enhance brand perception and foster positive relationships with stakeholders, including investors, clients, and regulators. [16:05] Integrating SECR Reporting with Other Carbon Management Initiatives - You are missing a trick if you're keeping your SECR reporting separate from the rest of your business activities. It should be included as a part of your sustainability umbrella, and can be invaluable if you're going for other reporting requirements such as EcoVardis and CSRD. There's no need to reinvent the wheel if you already have something like an Environmental Management System in place, simply weave the additional requirements in with your usual annual maintenance. Established systems will already be adhered to across the business, meaning any new requirements will soon become business as usual. You could incorporate this as part of your Net Zero strategy, or Carbon Reduction Plan if PPN 06/21 is one of your reporting requirements. You could also incorporate this into your supply chain emissions reporting. If you would like some help with SECR, please get in touch with Carbonology. 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Cyra welcomes back RBP to the podcast by talking with Kate Perry all about GP Practice Structures. Want to stay up to date with the latest financial information for doctors? Subscribe on YouTube to never miss a new video: https://www.youtube.com/@MedicsMoney Join 40,000 doctors receiving free financial CPD via email by downloading our free ebook here https://www.medicsmoney.co.uk/ebook/ Follow us on Twitter https://twitter.com/medicsmoney Like us on Facebook https://www.facebook.com/medicsmoney Music credit: MetzMusic on YouTube.
Skip the Queue is brought to you by Rubber Cheese, a digital agency that builds remarkable systems and websites for attractions that helps them increase their visitor numbers. Your host is Paul Marden, CEO of Rubber Cheese.Download the Rubber Cheese 2023 Visitor Attraction Website Report - the annual benchmark statistics for the attractions sector.If you like what you hear, you can subscribe on iTunes, Spotify, and all the usual channels by searching Skip the Queue or visit our website rubbercheese.com/podcast.If you've enjoyed this podcast, please leave us a five star review, it really helps others find us. And remember to follow us on Twitter for your chance to win the books that have been mentioned in this podcastCompetition ends on 8th May 2024. The winner will be contacted via Twitter. Show references: https://thetypefacegroup.co.uk/www.linkedin.com/in/polly-buckland-69146a12Download the latest Impact ReportPolly sat on the client side in a marketing manager role at BMW (UK) Ltd before co-founding The Typeface Group in 2010. She's an ideas person, blending creativity and commercial awareness to get the best outcomes for our clients.The Typeface Group is a B Corp Communications Agency + Design Studio based in North Hampshire. Their mission is to counteract digital chatter by championing authentic and strategic communication. Team TFG work with brilliant minds in business to extract, optimise and amplify their expertise, cutting through content clutter and stimulating saleswhile reducing digital waste at all costs. The Typeface Group have been B Corp certified since October 2021 and is currently going through recertification. Nancy Hyne: True Horizon: https://truehorizon.co.uk/Seismic Change: https://www.seismic-change.com/ Transcription: Paul Marden: Welcome to Skip the Queue, a podcast for people working in or working with Vista attractions. I'm your host, Paul Marden. On today's episode I'm joined by Polly Buckland the Owner Founder of The Typeface Group a B Corp Communications Agency and Design studio based in Hampshire.The climate emergency is a subject that is gaining traction. The changes to our climate are palpable, and finding ways to reduce our carbon footprint and impact on the planet is front and centre for many people that visit attractions. People are making mindful decisions about where to spend their time and money, to have as little impact as possible – but at the same time people still want to enjoy experiences. There are many attractions that understand this and are working to reduce their impact, and communicate this clearly to potential guests. So today I'm going to be talking to Polly about how you can measure, and communicate the sustainability of your attraction.Paul Marden: Polly, welcome to the show.Polly Buckland: Thank you for having me, Paul.Paul Marden: Absolute pleasure. My first in the driver's seat all by myself. So it was important to me that this was going to be an interview with a friend so that I could ease myself into the hot seat of being the main host of Skip the Queue.Polly Buckland: Happy to help.Paul Marden: Thank you. Thank you for joining me. So regular listeners will know that we always start the podcast with a icebreaker question or two, which is always a surprise. So I picked out some lovely ones for you. Okay. These were ones that came from one of the podcast alumni last week, Ross Ballinger from Drayton Manor. So these were ones that he prepared. So he said, “If you could master one new skill instantly, what would it be and why?”Polly Buckland: Being able to focus one thing at a time, because I don't know what that feels like.Paul Marden: Does any agency owner know that? I mean, I think that is kind of a skill for agency owners to be able to focus on 16 things concurrently.Polly Buckland: No, I'm not sure. Yeah. I feel like it would be a superpower to just really focus in on just that one thing.Paul Marden: It's interesting, isn't it, because different people behave in different ways. So some people just hyper focus, don't they? Right down into the cornflakes. I can't do that at all. I'm like, just give me the headlines and I'll focus on the six things concurrently, rather than write down deep.Polly Buckland: Indeed. Lots of tabs open.Paul Marden: Oh, yeah, completely. All right, so my next one then. If you could live in any period of history, what would it be?Polly Buckland: Well, my mum told me recently that we descend from Vikings in our family. So maybe I'd go Viking. Maybe I'll go that era.Paul Marden: That's taking it right back, isn't it? That's good.Polly Buckland: Or all the 60's, 70's, because my mum also went to the Isle of Wight festival when Hendrix was there, and that sounds like it was fun.Paul Marden: I think if I had to choose between those two, I'd probably go for 60's or 70's.Polly Buckland: Life might have been harder as a Viking.Paul Marden: I think it could have been quite a lot harder as a Viking. We went to Wealden Downland Museum a couple of weeks ago, and you could see the history of all of the different buildings and places that people lived. Yeah, no, I'll take central heating, please. Central heating and somewhere to cook your dinner. Don't really want to go back to just everybody sitting around a fire trying to. Trying to cook off a fire and live in the same space. That doesn't sound too fun for me.Polly Buckland: No. Maybe I was hasty. Yeah. Let's go to the Isle of Wight festival and watch the doors.Paul Marden: Sounds pretty cool to me. All right then, Polly. So the other thing that we always ask people is, what is their unpopular opinion? So tell me, what's yours?Polly Buckland: I don't like ABBA. Paul Marden: Really?Polly Buckland: Quiet, full stop. Well, just so overplayed. It makes me sulk a little bit if I'm dancing and someone puts an ABBA track on.Paul Marden: Which is quite often, isn't it, really?Polly Buckland: It's too often.Paul Marden: So you're not too interested in watching some musicals with some ABBA soundtrack in it? That's. That's not going to light your fire?Polly Buckland: My kids like watching the Mamma Mia films. They're okay. I like Meryl Streep, but.Paul Marden: Not so much the music.Polly Buckland: No. And I love musicals, but, yeah, not ABBA.Paul Marden: So next wedding you go to, better make sure that they don't have ABBA on the soundtrack and ruin the end of the evening for you.Polly Buckland: Yeah.Paul Marden: Okay. So, Polly, thank you. We are going to talk about sustainability reporting because this is something that you do in your business. Yeah. But it's also something that you do helping other organisations with their sustainability reporting, isn't it? So really, I just wanted to start right back at the beginning. For people that have never done this before that heard the term bandied around, what does it actually mean to be doing sustainability reporting within an organisation?Polly Buckland: Well, it depends what framework you choose to report by and what's most suitable for your business. And there are many excellent sustainability consultancies out there that can help you kind of decide which road to go down. But for me, regardless of what framework you choose to work by, sustainability reporting is important because you can't improve what you don't measure. Polly Buckland: And in order to move forward as a more sustainable business, you also need to bring your team on board, your customers on board, and you're kind of missing the most important communication tool if you haven't galvanised your mission and your targets into a report. So, yeah, it's really important, regardless of where you are in your journey, regardless of whether it's a legal requirement for your business or not, to actually get your goals down in black and white and start communicating them.Paul Marden: So there's something you touched on there about it being a legal requirement for some people. So is it's mandatory for some sorts of organisations, is it? And then is it an optional for others?Polly Buckland: Yeah. So quoted companies, LLPs, large businesses, there's kind of thresholds of energy usage and turnover that will define whether you are legally required to report or not. All B Corps have an obligation to produce annual impact report. And that's kind of how we started putting our annual reports together since our accreditation three and a bit years ago.Paul Marden: Wow. Okay. So if you don't have to do it, if it's not a legal requirement for you to do it, why would you do it? It sounds like, not having done this before myself, it feels like it could be quite a lot of work. So is there a business benefit to producing this?Polly Buckland: It is quite a lot of work. It's definitely not a tick box exercise. There's buckets of research out there as to the relationship between consumer behaviour and sustainability. So McKinsey did a study. 60% of customers actively prioritise purchasing from sustainable businesses. Capgemini, 77% of customers buy from and remain loyal to brands that show their social responsibility. Polly Buckland: That I could literally keep quoting stats as to why businesses should take their sustainability goals very seriously and the communication of their sustainability initiatives very seriously, because it's becoming clearer. There was another stat about primarily women making the decisions based on sustainability of a business, and millennials and Gen Z being sort of high up the list of people that are taking sustainability creds into consideration when they're making a purchase.Polly Buckland: So, I mean, it's a barrel load of stats that suggest if you don't have your eye on sustainability reporting and communicating your sustainability goals, you perhaps should have.Paul Marden: Yeah. So thinking about our listeners and sorts of people that listen to the podcast, we've got attractions. And, you know, when we as an agency going and talking to people, we're talking about the audience. Who is it that's actually going to be buying from an attraction? Those are key demographics that you're talking about and making buying decisions off the basis of sustainability reporting and sustainability an overlap of what they want and what the organisation is offering. That's a key buying decision for people that are making decisions about where do they go at the weekend with their family. Could be off the back of those sustainability goals themselves, couldn't they?Polly Buckland: 100%. And actually, if you think of the little people that are going to these attractions, I know my daughter is in junior school at the moment, and they've done, it's part of the curriculum now. So she's coming home and talking to me about plastics in the ocean and looking at signage and looking at labels on fair trade, that there are little people out there that are looking for these messages now. Yeah, it's important to them. I even noticed the other day a new Sainsbury's opened near where we are, and there is an abundance of sustainability messaging throughout the shop.Paul Marden: Oh, really?Polly Buckland: Yeah. So I think people are switching on to the fact that consumers want to see this stuff.Paul Marden: Yeah, absolutely. So the other group of people that listening to us are people that working with attractions. And I guess if you're doing sustainability reporting, does that also look at the supply chain? So the people that you buy from, you need to be buying from people that are also thinking about sustainability. So for agencies like us or other people that are servicing the attraction sector, for those attractions that are interested in sustainability reporting, they're going to look to that, to their suppliers to also care about those sorts of things.Polly Buckland: Yeah, 100%. So doing your due diligence with your supply chain is a big part of what you claim to be as a business. We've just supported one of our clients with the design of their GRI reporting. And as part of that, as one of their suppliers, we had to write a statement to go into that GRI report. So, yeah, supplier due diligence is massive, and I think it would only help you as an agency or as a supplier into these big attractions to not only do the sustainability reporting get the accreditation with whatever framework that works for you, but communicate it to your prospects and customers as well.Paul Marden: Yeah. So you're talking a little bit about frameworks, and you've talked about different types of sustainability report. Is there some kind of standardisation to this? You know, accountants have standards by which they do their financial reporting. Is that the same sort of thing happening in sustainability space?Polly Buckland: There are just a number of frameworks you can report by. So if you are one of those larger businesses that we spoke about previously, there are SECR regulations that you need to be compliant for. There are reporting frameworks, as I mentioned, like GRI. There's the ISO accreditation, there's B Corp and our sustainability consultant that we use, Nancy Hine from True Horizon, based down in the New Forest. She very often says it's a case of choosing the framework that's right for you and what you're hoping to achieve as a business. So went down the B Corp route because that's suitable for us. One of our clients, as I said, has just gone down the GRI route. So there isn't one size fits all.Polly Buckland: And there are a lot of consultancies out there, like Seismic Change, for example, that can support using whichever framework is most kind of commercially viable for you and where you're looking to go as a business, but keeping that credibility through the reporting.Paul Marden: So getting some advice and guidance from some of the experts to help you pick makes a lot of sense then, I guess.Polly Buckland: 100%. Paul Marden: We've talked a little bit about the frameworks. Now you might need somebody to help you with those frameworks, but let's just take it right back to basics. We need to talk a little bit about the sustainability report itself. How do you go about actually gathering all the data and being able to report on the numbers themselves?Polly Buckland: Yeah, so like us, when we started, weren't really affiliated with any framework. And actually we started by just getting an environmental audit of our business because were interested in how we fared. And that's really how were then introduced into the world of B Corp. But at a basic level, I would split impact reporting into the story and what makes you different as a business and where you've been, where you are, where you want to go, what your commitments are and the data which would be your scope one, two and three emissions. Polly Buckland: So your scope one emissions, they include all direct emissions from the activities of your business. So that might include any company owned facilities or vehicles. Scope two emissions cover indirect emissions from electricity, heat, cooling that are used by the organisation. And then scope three is pretty much where everything else sits. So for us, a fully remote business, the majority of our emissions sit in scope three, and we are granular to the point where we know the majority of our emissions come from our coffee habit. Polly Buckland: And that is. That is fact. So once you get a basic understanding of what your scope one, two and three emissions are, there's so much training you can do as a business, whether it's through carbon literacy or you can find consultants to come in and do one one training. What I found was really important is getting the whole team involved in that training.Polly Buckland: So everyone has a basic understanding of what we're measuring when we're saying scope one, scope two, or scope three, what we mean and what's included within those scopes so people can start to be mindful about waste. So understanding the emissions is important, but tracking your emissions as a business is really important. And we use a business called Compare Your Footprint. And it's basically an engine that you put your data into and it tells you what your carbon footprint is.Paul Marden: And it's doing that across all of those three different scopes of emissions that you're able to put your data in. Because obviously that's going to really vary by types of organisation, isn't it? Because if you're running a big attraction, then you're going to be, you know, that's a big physical space, isn't it? So you're going to be consuming lots of electricity to be able to power that thing, and probably gas as well to be able to heat it. But, you know, there's ways of mitigating that. But your focus might be different than you are if you're a virtual organisation like us where you know you, a lot of it is very indirect, that kind of scope three type stuff.Polly Buckland: Exactly. And I guess it's important to differentiate at this point the difference between carbon neutrality and net zero. So there are lots of businesses that will claim carbon neutrality and what that means is they've calculated their scope one and two emissions and have offset those emissions. You don't have to have any reduction plan in place for those emissions and you can offset them and claim carbon neutrality. So on one hand, at least, scope one and two emissions are being measured. However, we could, I could easily do that as a business and pay 30 quid in offsets and claim carbon neutrality knowing that I have tons of emissions sat in my scope 3, whereas net zero, you have to get your baseline of emissions, then you have to reduce them by 90%, I believe it is, and then offset the rest.Polly Buckland: So there's a world of difference between claiming carbon neutrality and net zero and there's most people, if not everyone really is in between and doing the work. I digress going back to that very first impact report, getting a handle on your emissions. In our first impact reports, we said we've done scope one and two, we haven't done scope three yet, so being really transparent because you've got to start somewhere. And actually, we included in our Impact Report because weren't governed, it didn't have to be compliant in the way that a GRI report might be. Polly Buckland: So we're slightly more free with what we include. We really told a story through ours on what we set out to do, what we did towards that, what worked, what didn't work. Then our data and data visualisation around our scope one, two and three emissions. And then actually the biggest part of our first ever impact report was the to do list for the coming year.Paul Marden: Oh, really?Polly Buckland: What we wanted to focus on. Yeah. And actually the beauty of an impact report like that for us is, A, we get really good feedback because people love the storytelling aspect of it. But B, I'm just doing my third impact report now for us, and I go back to last year and say what we said were going to do, and I have a double page spread with what we said were going to do, what we actually did. So it's a really great accountability tool, as well as a way to tell the story of your sustainability progress.Paul Marden: Yeah. It holds you accountable for setting a plan and then measuring how well you completed against that plan. And I'm guessing that varies. Some things you will have done really well on some things you didn't progress on, and there'll be some things that you do that you hadn't necessarily thought about as well.Polly Buckland: Yeah, yeah. And there are some targets in there, like revenue from purpose driven businesses. I think year one were at 30% and we said we wanted to get to 40%, and then we said we wanted to get to 50%. And I think we're at about 54% at the moment. So putting those targets in place really helps give you that focus throughout the year in some of the decisions you make as a business.Paul Marden: Yeah, absolutely.Polly Buckland: It helps you grow internally as well as provides a vehicle for communicating something that's actually very important to a lot of people that are choosing your product or service.Paul Marden: You touched on the storytelling element of this. When I think about sustainability reporting myself, I guess I started from a point of view of, and this might because I'm a data geek, but I started from thinking there's a huge amount of data involved in this, you're going to have to gather lots, but equally important to you is the storytelling around it. So are you thinking about that in advance, about the narrative of where you want to take the business over the year ahead. And how are you thinking about that? Is that something that you get the whole team involved in?Polly Buckland: So throughout the year, we have a slide deck open and it's called our Sustainability scrapbook. And any decisions we make or anything that we do mindfully around the sustainability of the business, anyone can chuck into that deck. It doesn't look pretty, but it's just a repository. Show us putting our money where our mouth is and making decisions that might not directly impact our scope, but could have a real social impact, for example. So we use that Sustainability scrapbook to help build up the story in our impact report for the following year. I think businesses are going through a lot of change at the moment, and there might quite naturally be a theme that pops up when you're starting your impact report journey for the year. So last year, for us, it was educating ourselves and other people.Polly Buckland: So we'd done a lot of training internally, but we'd also created our digital cleanup challenge to help people understand their digital footprint. So that became the thread that worked its way through our impact report last year. This year, we have defined down our services. So our impact report is about kind of slaying in your own lane and being really clear on what it is that you do to reduce waste. Yet naturally, if the people that are writing and communicating your impact report are close to the decision making, you'll probably quite naturally know where your report is going to go in that any one year. If you outsource it, so we support businesses to help them tell their story through their impact report. We interview the key decision makers in the business and we will really draw from them that narrative.Polly Buckland: And I think it's really easy to get bogged down in the data. It's incredibly important, but it can be quite stressful gathering that all together. So actually having someone interview you about, but what were the things that you loved? What were the things that you saw people coming into your attraction really engage with? What was the thing that surprised you about signage that you put up to do with sustainability? Or, I don't know, when you get the little activity sheets for the kids, what did the younger visitors engage with the most? Asking them that sort of question will really draw out the story to help bring the impact report to life.Paul Marden: Yeah, and I love the scrapbook idea. I love the scrapbook idea just more broadly as just a place for the whole team to dump their thoughts about doing different things. So having one all about sustainability. It must capture so much that the more senior people, the people that lead the organisation, they may not see some of the smaller stuff going on, and they're. They could be really powerful stories. So it kind of makes it much more democratic across the team, doesn't it? To have a place where everyone can put their thoughts about sustainability and record the little things that they're doing. And then you can draw those stories out later on.Polly Buckland: 100%. But you can use those stories to engage your customers as well. I've been on a couple of panels, the B Corp type events, and I've sat alongside a lady called Faye, who owns Beevive, which are the little vials that revive bees. I think they're in the Natural History Museum shop, and they're not B Corp yet, but they are a manufacturer. So their raw materials, their packaging, the mileage, their distribution, everything has to be considered. And what Faye and her team are excellent at is documenting all of that. And it's like we said one of the panels, just because you don't wear your Fitbit doesn't mean you haven't done the steps. And I think it is the same with sustainability accreditations. You might not be ready to be B Corp. You might not be ready to go through an ISO accreditation or GRI reporting.Polly Buckland: You might not be ready to be B Corp. You might not be ready to go through an ISO accreditation or GRI reporting. You might not be legally required to do any of that. But let's start documenting it because people care. And you could run one initiative at your attraction, and that's you off the mark. You've started your sustainability story, and I think that should be documented and that should be shared with your audiences.Paul Marden: Yeah, absolutely. So that story that you can tell, I guess, is kind of reusable, isn't it? Because it's not just about, you know, you start off thinking about sustainability reporting. I'm going to have annual report and I'm going to publish it. But this is a story that can thread through everything, I guess.Polly Buckland: Yeah, 100%. I think this is the same with all content produced across most businesses, to be honest. Lots and lots of hours go into creating something, and then it gets shared once on LinkedIn or there's a paid Facebook campaign, and then it dies a death. I saw someone on LinkedIn the other day, say, for every hour you take to produce a piece of content, you should spend the same amount of time distributing it. And I think that sustainability reports, impact reports, can take weeks, if not months. So as part of your reporting, I would have a distribution strategy as well. So where are all the places that you can get people to engage with that report? Is there a QR code in the cafe at your attraction where it's like, do you want to have a look at what we're doing for sustainability?Polly Buckland: Is it an email that goes through to all your members? I would imagine that investors want to see this type of information. I would imagine that it would be really important to go onto the bottom of job descriptions when you're recruiting because there is a huge influx of people out there in the market that want to work for purposeful businesses. So this impact or sustainability report should go everywhere, really, in the footer of your emails. You just want to get eyeballs on it. And of course you can break it down. Kew Gardens have got a really great video on YouTube about their sustainability mission. What I would say is, don't hide it. And I think previously, sustainability reporting sits with other financial reports and policies in the footer of a website.Polly Buckland: I looked earlier at an attraction that me and my family love going to, and they have some really nice bits of sustainability messaging when you're there. I couldn't find their sustainability report on their website. It was kind of the group website and then it was hidden away in a sub sustainability page. And I think transparency is really important. And bringing your sustainability report to the conversation, not hiding it away once you spent all those hours creating it.Paul Marden: Yeah, there was a. There's an attraction that we visited just recently that were talking to, and they've got biomass boiler on their site, and they coppice wood from the site and they use that coppiced wood then to power the biomass boiler, which then powers the hot water that people are sitting in hot tubs and enjoying. You know, there's a really powerful story to tell there about the sustainability of going to that place. And that's something that they recognise is not something that they're not telling that story very effectively. And I think for a lot of people in the UK, now they're making decisions about what they do for their long weekends or their holidays, even on the basis of trying to have a minimal impact.Paul Marden: And if you've lost that story, even, you know, even the people that are doing lots of amazing work may not be spotting the opportunities to tell the story of what they're doing to be heard by those people that make the decisions.Polly Buckland: Yeah. And I think that they're photo opportunities as well. Right. So if you're in a hot tub and there's a little sign saying this is powered by wood from the estate, that's a little Instagram opportunity for those people to be righteous about the choices they've made, about what attraction they've chosen to go to. So I think more and more there's an opportunity for user generated content with sustainability messaging on site. So, yeah, everything's really an opportunity to share that message and it shouldn't be just contained to the impact report.Paul Marden: I was at the Natural History Museum last week with my daughter's class. I took the class, I was one of the responsible adults going along with them. And I had 15 10 year olds in the gift shop at the end. And of course I'm just stood there like a numpty in the middle, just watching them all, trying to make sure they would make a decision as quickly as they possibly could. And I did find myself looking at the signage that was in the shop and they were talking about their sustainability journey and how they reduced single use plastics from what they were doing and they tried to improve the sustainability of the gifts that were available in the shop. So those messages are there, but are they consistent? Are they shared everywhere?Paul Marden: So that wherever people are touching that brand, is it available for them to understand that it's a sustainable brand? It's important, isn't it?Polly Buckland: Yeah.Paul Marden: So I think you've touched on this, but let's just. Is this something you would do on your own or is this something where you would get in help from experts to get you started?Polly Buckland: I would get help because you've got to factor in the hours in your day as having a value. So the length of time it would take you to figure out how to do an audit on your business and to work out your starting point and to get your initial scope one, two and three emissions measured is probably going to take you three or four times as long as it would a consultant. So if you can, I would do that. If you can't, there are some great tools out there I mentioned Compare Your Footprint and their customer service is really excellent. So if you want to start simple, you can. But if you have the budget, I would go with a consultant because you'll get to where you want to go, which is ultimately to find your baseline quicker.Paul Marden: Yeah. Is this something where you start small and get a consultant in maybe to help you with a small part of the organisation? Or is this something where you really want to be throwing your all into this to try to do everything that is kind of best practice all at once?Polly Buckland: Oh, no. No one's perfect. So don't hold yourself to that standard because it's just going to stop you doing anything out of fear. I think you just need to get started. That said, hitting publish on my first ever impact report was one of the most stressful things I've ever done because I just felt like I was going to be judged.Paul Marden: I think that worries me as well, is that thought that unless I do a perfect job, there's a risk that when I put this out there, that I'm going to be accused of greenwashing, and that my intent may not be well understood if I don't do it perfectly first time.Polly Buckland: Yeah. Which is why, again, that storytelling part of the impact reporting is really important for me, because I will say we are not perfect. These are the things that we know we need to work on, but these are the things we've done better. And that's what I really like. The B Corp BIA assessment and their framework is because it takes you across five categories of measurement, and no one's perfect in any of them, but what it does do is it provides a framework for you to better and measure yourself against. Yeah, I think the messaging behind your sustainability is really important. If you're professing to be perfect and you're not, you will get stung, because I think people can see through that.Polly Buckland: But if you are showing that you're trying to better, I don't think many people could argue with that. So it's not just environmental reporting from a B Corp standpoint, it takes you across governance, workers, community, the environment, and your customers. There is a real breadth to that framework. So, actually, on our first go at certification, I guess our strongest category was governance.Paul Marden: Oh, really? Okay.Polly Buckland: Yeah. And then you have three years to make changes, make improvements. It's a continuous improvement journey, for want of a better word. And we're just about to re accredit. We're going through re accreditation now after three years, and you can see significant improvement across those categories.Paul Marden: So that B Corp framework, that's going to be relevant to quite a lot of attractions that are profit making organisations. But of course, people like our charity based museums and some of the cultural organisations that could be non profit making. The B Corp route might not work for them, but it's something that quite a lot of consumers recognise now, isn't it?Polly Buckland: It is. And the B impact assessment tool is still a useful framework, regardless if you want to become accredited or not, because it takes you through the five categories to focus on. And actually, I think if you're starting your impact reporting and you're not sure where to begin, it's a really nice framework to use.Paul Marden: Lovely. Polly, really interesting talking to you about sustainability reporting and then going off and talking a little bit about B Corp and places like that as well. It's been lovely. We always ask our guests to leave us with a book recommendation, something they love, or it can be anything, a personal book recommendation, a business book. So what have you brought with you today?Polly Buckland: I absolutely love Manifest by Roxy Nafousi, 7 steps to living your best life. It's not a book about visualise it and it will happen. It's a book that takes you through the steps to improve your chances of achieving what you want to in life. It takes you through your vision, removing fear and doubt, how you can align your behaviour to get what you want, how you can overcome tests from the universe, how you can embrace gratitude, turn envy into inspiration and trust the universe. So it sounds a bit woo, but everyone that I know that's read it absolutely loves it.Paul Marden: What a lovely recommendation, Polly. Thank you. So that will go onto our list of the books recommended by our guests, which are blog posts that we've got. And as ever, if you want to win the book, if you head over to X and you retweet the episode announcement with the words I want Polly's book, the first person that does that will get the book sent to them. Once again, thank you ever so much for coming on the podcast and talking to me about sustainability reporting. It's been lovely. Thank you.Polly Buckland: You're welcome. Thank you.Paul Marden: Thanks for listening to Skip the Queue. If you've enjoyed this podcast, please leave us a five star review. It really helps others find us. And remember to follow us on Twitter for your chance to win the books that have been mentioned. Skip The Queue is brought to you by Rubber Cheese, a digital agency that builds remarkable systems and websites for attractions that helps them increase their visitor numbers. You can find show notes and transcriptions from this episode and more over on our website, rubbercheese.com/podcast. The 2023 Visitor Attraction Website Report is now LIVE! Dive into groundbreaking benchmarks for the industryGain a better understanding of how to achieve the highest conversion ratesExplore the "why" behind visitor attraction site performanceLearn the impact of website optimisation and visitor engagement on conversion ratesUncover key steps to enhance user experience for greater conversionsDownload the report now for invaluable insights and actionable recommendations!
Segment 1: Formation and Characteristics of General Partnerships Let's start with the basics. A general partnership is formed when two or more persons engage in a business for profit. Interestingly, this can happen without any formal agreement—yes, even a handshake can suffice, though I wouldn't recommend it for clarity and legal safety. It's important to note that intent plays a crucial role here. The partners must intend to share profits and management responsibilities. This shared management is a distinctive characteristic, alongside joint liability for debts and obligations. That's a great point. The simplicity of forming a partnership is both a blessing and a potential pitfall, underscoring the importance of clear agreements from the start. Segment 2: Partnership Property and Partnership Interest Moving on, let's talk about partnership property. It's a concept that often confuses many. Essentially, it includes anything the partnership owns that is necessary for conducting its business. And don't forget, partners have an equal right to use partnership property for partnership purposes. But, they don't own it personally. This distinction is crucial, especially when discussing partnership interest, which refers to a partner's share of the profits and losses, and their right to participate in the management. A key takeaway here is understanding the separation between personal assets and partnership assets—a vital consideration for liability and financial planning. Segment 3: Rights and Duties of Partners Partnerships are built on mutual rights and duties. Each partner has a right to participate in the management, a right to share in the profits, and importantly, a duty to act loyally and in the best interest of the partnership. The duty of loyalty is foundational. It includes avoiding conflicts of interest, not competing with the partnership, and accounting for any benefits derived from partnership opportunities. It's all about trust and acting with the partnership's success in mind. Breaches of these duties can lead to serious legal and financial consequences. Segment 4: Liability in Partnerships Now, onto a critical aspect: liability. In general partnerships, all partners are personally liable for the debts and obligations of the partnership. It's joint and several, meaning creditors can go after one or all partners for the full amount. This is why many opt for a Limited Partnership or an LLP, where liability can be limited for some partners, protecting personal assets from the partnership's debts, under certain conditions. Understanding these liability nuances is essential for anyone considering entering a partnership. Segment 5: Dissolution and Winding Up of Partnerships All things come to an end, including partnerships. Dissolution triggers the winding-up process—where the partnership's affairs are settled, debts paid, and remaining assets distributed. It's a process that demands careful attention to the rights of partners, creditors, and others. Properly winding up ensures legal and financial clarity for everyone involved. A thoughtful approach to dissolution can prevent a lot of headaches and legal entanglements. Segment 6: Limited Partnerships (LP) and Limited Liability Partnerships (LLP) Lastly, let's touch on LPs and LLPs. Limited Partnerships allow partners to limit their liability in proportion to their investment, but they must relinquish control over the business operations to the general partners. On the other hand, LLPs offer limited liability to all partners without losing their right to manage the business. It's a popular choice for professionals like lawyers, accountants, and architects, providing a balance between liability protection and control. Both structures provide valuable alternatives for those concerned with personal liability, making the choice of business entity a strategic decision. --- Send in a voice message: https://podcasters.spotify.com/pod/show/law-school/message Support this podcast: https://podcasters.spotify.com/pod/show/law-school/support
End of the year and that's a wrap for 2023. We end on the same note as we started with AI, or as Daniel Lawrence of Bots For That puts it, "Intelligent Automation". Have you considered RPA or using AI of manual tasks such as bank reconciliation rather than hiring? Well this tidy interview gives you an idea of how other accounting firms are using intelligent automation in their processes. Seems like a fitting end to the year that has been all things AI. And in app news this week: FreeAgent and smart capture - https://www.freeagent.com/blog/introducing-smart-capture/ FreeAgent for landlords - https://www.freeagent.com/blog/freeagent-for-landlords/ Fresh Books board changes less the drama - https://www.freshbooks.com/blog/a-letter-from-freshbooks-founder-and-board-chair Iplicit's exciting batch of releases 2023. Not to be missed - https://www.accountingweb.co.uk/community/industry-insights/new-iplicit-functionality-of-2023-round-up TaxCalc handles FRS102s to LLPs - https://www.accountingweb.co.uk/tech/accounting-software/taxcalc-expands-frs-102-capabilities-to-llps Know-IT new App - https://know-it.co.uk/blog/automated-credit-control-platform-know-it-goes-mobile-with-a-brand-new-app/ Excel changes - hold on to your seats - Groupby & Pivotby - https://www.linkedin.com/posts/davebenaim_excel-activity-7130466435788595201-mTfN?utm_source=share&utm_medium=member_ios Spotlight Sustain and advancements in ESG accounting - https://www.spotlightsustain.com/?utm_content=272732482&utm_medium=social&utm_source=linkedin&hss_channel=lcp-2431406 Payhawk launches PO - https://www.finextra.com/pressarticle/98856/payhawk-launches-purchase-order-system German B2B e-invoicing delay - https://ffnews.com/newsarticle/funding/uk-sme-payments-fintech-crezco-raises-12m-announces-its-technology-partnership-enabling-a-new-xero-feature/ Caution on the digital pound - https://www.bbc.co.uk/news/technology-67590468 Finally BED, BUY or BIN for accounting events - what is coming up in the next few months. We cover the events we're putting in the bed, buying or binning off. Caveat - we are signed up to all of them including the inaugural FAB event run by Accounting Web in Birmingham this year. See you there!
This week we're covering the expiration of the temporary exemption for the $800 annual tax that's available for new LPs, LLCs, and LLPs.
In this latest episode of ALPS In Brief, ALPS Risk Manager Mark Bassingthwaighte shares some vital information about the Corporate Transparency Act as it relates to the practice of law ... as well as some other spooky insights. A Brief Statement of Correction from Mark: “During this podcast I stated that under the Corporate Transparency Act, BOI reports were to be filed annually. That statement was incorrect. The correct requirement is that reporting companies have 30 days to report changes to the information in their previously filed BOI reports and must correct inaccurate information in previously filed reports within 30 days of when the reporting company becomes aware or has reason to know of the inaccuracy of information in earlier BOI reports.” — Transcript: Mark Bassingthwaighte: Hello, I am Mark Bassingthwaighte, the risk manager here at ALPS. And welcome to another episode of ALPS In Brief, the podcast that comes to you from the historic Florence Building in beautiful downtown Missoula, Montana. I was just out in Missoula just a couple of weeks ago and visiting the home office, I had a wonderful time. And I will have to say now that winter's kind of moving in here and it's nice to be back in Florida. But it's always good to get back to the old stomping grounds, if you will. It's November now, and I have been trying to think about, okay, what would I like to share with all of you this month in November? And I got thinking, well, it's November and they're also... I just felt that there are two topics that I'd like to talk about, two that I think a lot of lawyers don't know that they need to know a bit more about these two topics. And so given that it's the month of November, the theme is what two things that you don't know that you need to know... get the play here? No, I'm just having a little fun. So anyway, let's get to it. The first, we've just had October pass, and that is Cybersecurity Awareness Month. And I'm sure some of you're probably just dog-tired of hearing about cybersecurity, and it's just one of these topics that, man. I know, I know, I really get it. But I wanted to follow up. So one of these topics is going to be sort of cybersecurity related and just explore another topic here that I just think is very, very important. And it really deals with backups in light of ransomware. And I'm sure we've heard all kinds of things about ransomware. If you follow any of these stories going on and education going on in October. And for those of you that don't know, maybe I should stop very quickly. Ransomware, just as a reminder, it's these rogue programs that can be downloaded unintentionally by anybody in your office, your staff, another associate, partner, anyone, just being tricked into doing something that wasn't in their best interest. Clicking on a link they shouldn't have, downloading a document or opening a document that they were tricked into opening. And it may look legit. There's some stuff here. But it also comes with this payload of malicious software. And it will encrypt all of your data, sooner or later. It can sit at times. But it will again encrypt everything and then eventually you get this little ransom note that says, if you'd like access to your data, again, you need to pay this amount in cryptocurrency by such and such a deadline. And if you don't, you're not going to get your data back. As an aside, I would encourage you never to pay this because even if you get the decryption key, sometimes it doesn't work. Sometimes it only decrypts part of it and you need to pay more. Sometimes you can get some of your data back and then they'll say, "Oh, by the way, we want another ransom because if you don't pay us, we still have all your data. We upload it and we're going to sell it or we're going to post it online." It's just a heck of a mess. Well, one of the best ways to avoid having to pay ransom if you get hit with something like this is to have a good backup. And for quite some time, I've been talking about backups and I will share what I've been saying. But there's a change, if you will, in play, in terms of recommendations, in terms of what best practices are with your backup process. So I'd like to get us there to what this new change is and just to create some awareness. So initially, what I've been talking about and many others that do these kinds of things that I do in terms of trying to educate on cybersecurity, we talk about a backup process. And this has been sort of state-of-the-art for a while now. It's three, two, one. And I kind of have this little spin on it. I call it three, two, one plus archive. Well, what does that mean? And it means three copies of your backup in two separate media, one of which should be offsite, preferentially in the cloud. Okay, three, two, one. As an example, you might be backing up to an external hard drive and then also having a set of backups on Google Drive or IDrive or whatever your cloud backup provider might be. So you got it. You got the three, two, one. Now, one quick side note, if you are doing something like external hard drives, once you're done with the backup, please make sure that you disconnect. You pull that USB cord out. Because if you leave this always connected, the ransomware, should you ever get hit, and let's knock on woodier and hope that that never happens. But I assure you there are a number of firms that have been hit over the years and it's getting worse and worse. But the ransomware is going to scan the network. And if it's sees that we have a backup drive here, it's going to encrypt the backup drive too. So it's not good. The goal is to have a good backup so that you can recover and restore data that's encrypted because IT will come in and just delete all this stuff and rebuild from the backup, and we get off to a fresh start. So that's the ultimate goal. Now, I sort of add this archive spin, which is okay, so I may have some... let's say I have one, two, three month backups and just sort of rotate if you will, and that frequency might work. Sometimes you want it to be a little more, sometimes it's daily, weekly, whatever your process. But you have these rotations. Well, I would suggest keeping occasionally one, if you will, pull it out of the rotation and keep it as an archive. So let's say you have month one, two, and three, but then periodically take one and just sit it out there and it'll eventually become 6, 9, 12 months old. And you can sort of rotate those a little bit too. Now, why do I like an idea like that? Well, some of these programs are designed very intentionally to sort of sit and they will infect backups and whatnot. Again, because they're trying to make sure you have nothing to rebuild from. So if you have some archives out there that are a little bit older, the thinking is, okay, if your current backups are all destroyed because again, are not available because it's encrypted and just useless, you may have something that's six months old, but at least you got everything, you can restore everything up to six months. You see, I'd rather lose six months worth of information than everything. So I sort of like that as an extra little sort of precaution. Okay, so that's the three, two, one plus archive. The new thinking is now three, two, one, one, and I'll explain that in a minute. I still might put an archive out there, but I'm going to make what the second one is sort of these archives. So let me explain. We have three backups, two media, one should be offsite, preferentially, in the cloud. The second one is what we call an immutable backup, I-M-M-U-T-A-B-L-E. Immutable backup. Now, what is an immutable backup? Well, it's interesting, and I'm going to have some notes here as we go through some of these things. But an immutable backup, it's basically a copy of your data that cannot be altered. It cannot be deleted or changed in any way, even by a system administrator, users, applications or systems that created the data. This is really locked down. And when you create this backup, you're going to put a clock on it, a time. And so it will remain if you will, locked for whatever time period you set. Now, can you appreciate what's happening here? So if you can't alter the data, you can't delete the data. Ransomware programs, wiper ware programs and things will be unable to affect that at all. So it's locked. And now you have the ability to make certain you're doing as much as you possibly can, in other words, to make sure you have a good viable backup. Now, one of the things that I like about this is, again, it could even prevent an accidental deletion by somebody doing something silly or some employee that you've had a falling out with and he or she wants to do a little damage and start delete things. It's not just ransomware, but I love this idea. So when you lock it too, we talk about it, and I just love this phrase, I guess. We talk about these backups as being worm protected now. An immutable backup is worm protected, and I just love that word. What does that mean? Well, it means... I got to look here for a second, I'm so excited. Write once, read many times, write... WORM. Write once, but you can read it as much as you want. The data is there, you just can't delete it, you can't change it, you can't encrypt it, you can't do anything with it as long as that lock is there. Now, eventually you want to... I would not set these locks if you go indefinitely because sooner or later, I assume you want to replace them with more current versions. And if you just keep building, so you have some cloud storage, but these backups can be fairly significant in size. And if you have these things out there year after year after year, so I would not block them up forever. I might think about six months, nine months, because that can become your archive. And so just maybe setting it maybe every year and just hold them for a year and let them sort of, once the lock expires, that clock expires, you can delete it. But I think that is an outstanding idea. I'm a big fan of immutable backups. Now, one thing to think about here, again, the temptation can be, well, if we take this step, we can start to relax a little more because we're always going to have a good backup. This is our guarantee, our insurance policy, if we ever get hit, we can recover. That's not necessarily the case, okay? There's no such thing as 100% guarantee. Just as an example, you heard me talk earlier about how ransomware can sit sometimes for extended periods of time, just infecting things. So your immutable backup, if the network has the infection already, so when you back it up, you're backing up the software that's going to encrypt everything. So there's just one example of how this isn't 100% perfect. But boy, it is as close as we can get, based on me. But in terms of what the IT world can do to try to help you recover and keep you from being taken out by some ransomware, this is as good as it gets right now. So I strongly encourage you to think about immutable backups. I will share, I have not had any real time to really dig into these programs in terms of making any type of recommendation. All I can say is these are separate providers. You can't just work with your regular whatever cloud backup program you typically have and say, I want to make this immutable. Now, that may change at some point, but right now, the companies that are doing this, as far as I'm aware, are all companies are specifically selling or offering this service. I would encourage you, if you want to look at this, just to speak with it because she, they will know your systems and can make some recommendations about what service or product might work best for you. But I really truly believe that immutable backups really are the way to go. And I see them, and I'll just be very honest here folks, in terms of what is happening in the world today, geopolitically, things are getting crazier and crazier. And there are things happening in the cyberspace. So I think the risk that we are talking about here are going to go up, and that is already supporting that. It's going up very, very rapidly. So I think this is why I want to talk about it right now. I think having some knowledge of is there something else I can yet do that really may help protect me as things just get wild here for a while that it might be worth doing? And you can't do that without knowledge. So that's number one. The second issue that we need to talk about is the Corporate Transparency Act. I don't know how many of you're familiar with the Act or not. And boy, this is not going to be a primer on on all the things that you need to know about the CTA. But let me just share a little bit because more of us as lawyers need to know about the CTA than realize, and I'll explain why here. But the Corporate Transparency Act was passed in 2021, and basically, it requires the disclosure of identifying information of people operating certain US-based business entities. And a key reporting requirement coming, in beginning of 2024, is unfortunately going to affect many small businesses. And it's my understanding that's somewhat unintentional, but it's where we're at. There's law firms, particularly the solo and small firm space are going to be caught up in this. That's just the way it is. Now, the ACT is really in response to just, a lot of things have been going on with money laundering, tax evasion, financing of terrorist organizations, et cetera. And so this act is one of the things done in response to try to cut down and get some additional information. So here's the interesting thing. Who needs to comply with this act? And it's a domestic reporting company, which is this term [inaudible 00:17:18] in the act. But basically, it's any company that is created by the filing of a document with a state Secretary of State, or similar office under the law of the state or even an Indian tribe. So it includes corporations, LLCs, LLPs, and the list goes on. There's some deadlines here. If the reporting company existed prior, so if you're firm, and obviously if you're in a firm now it's existed prior to 2024, you have until January 1st, 2025 to file your first... what do we call these BOIs. And it's just a beneficial ownership information report. And in terms of what's required to be reported and how you report this, it's fairly straightforward. But I first off want you to hear that a lot of you that are in the solo and small firm space are not exempt from this. The act actually has, I think 23, 20... let me look here. Yeah, 23 specific types of entities that are excluded from reporting. None of them are small law firms and other types of small businesses. Now, the one thing that could get some of you out this reporting requirement is if you happen to qualify as a large operating company. Now, what does that mean? You need to employ more than 20 employees who are working in the United States for more than 30 hours per week. So you have to have 20 employees that are all US-based and work 38 plus hours a week. That your office or your firm is physically here in the United States, and that you report more than five million in gross income and federal income taxes each year. So if you meet those three requirements, you're considered a large corporation. A lot of law firms aren't going to meet that. But you know what your operation looks like, so there may be a possibility of not having to comply. Again, the first thing I need you or want you to be aware of is that you yourself may be subject to this act. If you happen to be formed, and I've actually been talking with some lawyers who are in the process of forming law firms, and if they form their law firm after January 1st, '24, any business has just 30 days to do this report, and it'll be an annual report. So some awareness there. Why do I bring it up? I bring it up, one, again, so you don't naively miss an obligation to report because there can be some significant or serious consequences for not reporting. But I also want to talk to any or all of you who are out there that may have clients. You've set up some businesses or you will be setting up businesses. You need to understand the Corporate Transparency Act, who needs to report, what needs to be reported, when does the report need to be made. I guess if you really want to go in this direction, you certainly could... it's a new service that you could add and help all these clients that would be subject to the act to follow through on the reporting. And if you want to go there, hey, great, that's awesome. Obviously, don't dabble here, come up to speed. I'm just giving you the lightest stuff. I have not done major research onto this, and I'm still coming up to speed myself. But I've learned enough that we need to be aware. But I could also see similar saying, no, no, no, no, no, I don't want to be responsible for this. Because think about there's an ethics opinion the ABA put out. I think it's a Formal Opinion when a 491 came out, I believe, about two years ago. And again, it talks about that as lawyers, we cannot allow our clients to use our services in furtherance of a crime or fraud. There's some language and rules too, RPC 1.2 has some language along those lines. The opinion made it clear that we can't even turn a blind eye here. We have to have some responsibility, we have to be asking questions. So if you want to dig down in the CTA and then also look in terms of managing risk, I encourage you to take a look at the Formal Opinion 491, and then think about the rules. 1.1, competency. If we are going to be competent, we have to know what questions to ask to make sure that we're not helping someone launder money. 1.2 is in play. We just talked about that, we can't allow our services to be used to commit or furtherance of crime or fraud. 1.3, diligence is going to be in play. 1.4, we have an obligation to communicate. Hey, this is not okay, explain the legal ramifications of the things that you're doing, if they refuse to follow your advice and want to continue on with some type of fraud or crime, 1.16 is going to be in play, withdraw and get out. 1.13 is going to be in play in terms of just representing the entity. 8.4, misconduct is going to be in play. So there are a lot of rules here that we need to be aware of so that we're making informed decisions. Do we want the responsibility to assist all these clients in filing this, the BOI, the business ownership information, report? Because there's all kinds of identifying information and it needs to be accurate. Then if you are lied to or something's incorrect, that can create some exposure for you. So I would want to be a little concerned about that. I'm not saying don't do it. I'm good. Hey, if you really want to come up to speed and you feel very competent in helping all your clients do this year in and year out, God bless, go for it. If not, I would want to at least make sure that clients, particularly current clients, are made aware of the act, and then I would want to document that you are not going to take on that responsibility to help them comply with the requirements under the act. I would just not want to leave this sitting out there unaddressed because particularly, if we have some ongoing relationships with any of these clients, and that's fairly common, and they're harmed at some point by not filing this document, they're going to turn to you and say, "What the heck? You're the lawyer. This is your fault. I had no idea. I thought you're looking out for me and my best interest or our company's." You see where this can go. And a claim like that's going to have some legs, folks. It really could. So I strongly encourage you. Let's think about, be intentional about what we want to do. Do we want to advise, not advise, help with these forms, don't help with these forms? And then document that the client has been informed and that we either are or we are not. So those are the two things that are the November knows. So I hope you found something useful from today's just ramblings of a risk guy. And as always, if you have any questions or concerns about either of these topics or anything else that I might be able to assist you with, please don't hesitate to reach out. My email address is MBass@ALPSInsurance. ALPSInsurance.com. And you don't need to be an ALPS insurer to visit with me. There's no cost and visit with me. Again, I'm not a risk manager for ALPS. I'm hired by ALPS to be your risk manager. So that's it, folks. Bye-bye. Have a good one.
Dr. Kevin Mailo hosts Dr. Wing Lim interviewing KPMG tax lawyer Jason Pisesky, a Masterclass faculty member, about corporate structuring strategies and corporate tax planning. Jason pulls from a wealth of practical knowledge and experience to shed light on what to do and what to avoid with a PC. Dr. Wing Lim asks Jason to first explain the SBD, small business deduction, of $500,000 and strategies Jason advises around that amount. There are things to consider in how you structure your PC that will affect the SBD in the future, and Jason explains what those considerations are. Wing and Jason break down their discussion in ways that offer insight to physicians regardless of which career stage you're currently in.In this episode, you'll learn from KPMG tax lawyer Jason Pisesky how to set up PCs between spouses in similar career fields, or with partners, that offer the structure for corporate taxes. He breaks down why it may not be the best advice to invest everything into your PC, things to consider for future sale options, and when to start a trust if you want one. Above all, Jason shares that investing and structuring with intention is the best way to plan ahead and advises talking to a professional if you haven't started tax planning yet. About Jason Pisesky (masterclass faculty):Jason's practice covers a broad spectrum of taxation law matters including corporate, personal, farm and estate tax planning as well as representation in dispute resolution and litigation mattersJason joined KPMG in January 2021. Prior to starting at KPMG, he spent over six years working at a leading western Canadian boutique tax law firm. Jason has experience in both the tax dispute and tax planning for both personal and corporate taxpayers.Jason has worked with small and medium-sized owner-managed operations to reorganize structures in a tax-efficient manner, acting as counsel for vendors and purchasers in arm's length deals as well as families in the midst of related party estate and succession planning. He has argued on behalf of taxpayers in many contexts and obtained favourable results for taxpayers from auditors, appeals officers and lawyers at the Department of Justice. Jason has appeared before the Alberta Court of Queen's Bench.Resources Discussed in this Episode:Physician Empowerment Masterclass—Contact Information:Physician Empowerment: website | facebook | linkedinJason Pisesky: website | linkedin __TranscriptDr. Kevin Mailo: [00:00:01] Hi, I'm Dr. Kevin Mailo, one of the co-hosts of the Physician Empowerment podcast. At Physician Empowerment, we're dedicated to improving the lives of Canadian physicians personally, professionally, and financially. If you're loving what you're listening to, let us know. We always want to hear your feedback. Connect with us. If you want to go further, we've got outstanding programming both in-person and online. So look us up. But regardless, we hope you really enjoy this episode. Dr. Kevin Mailo: [00:00:34] All right. It looks like we've got everyone here. I am so sorry. Three years into everybody using Zoom, I still struggle with it, but we are slowly, slowly getting there. So at any rate, I want to thank everybody for joining us for the webinar tonight. I'm Kevin Mailo, one of the co-founders of the Physician Empowerment podcast. And our programming, as you know, we cover a wide spectrum of topics and today we are very, very glad to have Jason Pisesky returning back on the webinar, back on the show, to talk about tax hacks for busy physicians, busy medical professionals. And what we're going to be covering today is corporate structuring, one of the most powerful wealth creation vehicles that physicians enjoy in this country is the ability to be incorporated, to set up holding corporations. But it has to be done properly. And that's why we're bringing in an expert. So Jason is a tax attorney who works with KPMG. He is a KPMG tax attorney. And so he has an incredible, not only knowledge base, but a whole well of experience to draw on. So I'm going to be stepping back and Wing's going to be interviewing Jason. And if you like what you're hearing, you want to know more, come and join us for the Masterclass because this is what we teach. And Jason, of course, is one of our faculty members. So again, thank you, everyone, for being here tonight. And why don't I let you take it away, Wing? Dr. Wing Lim: [00:02:02] Okay. Thank you, Kevin. Yeah. So welcome, everyone, to tonight's exciting episode. I'm Dr. Wing Lim. As most of you know me, some of you don't. I'm one of the co-hosts and co-founders of Physician Empowerment. So Jason and I went back quite a while. For those of us that haven't met Jason yet or haven't listened to a previous podcast, Jason and I went back, we were classmates on the dance floor and he was a really nice dude. He was openly admitted to be the teacher's pet. The teacher, the dance teacher, said that. He's a super nice guy with he doesn't have an ego problem. And a number of years later I went into some corporate tax planning pickle and then I dialed up his phone number and said, Hey, Jason, I think you're a lawyer, right? I think you can help me. So that's how we started to talk about a lot of these fancy corporate structuring that that he's doing on a daily basis. So welcome to the show, everyone, and welcome to the show, Jason. So Jason, so you and I were talking the other day about some good and bad stories in corporate tax planning. So you have two different cases you have in your file, in your portfolio of clients. Can you tell us the difference? And we can go from there. Jason Pisesky: [00:03:15] Absolutely. Happy to be here. Thank you very much. And Kevin as well for the very nice intro. Thank you. So, yeah, we were chatting yesterday and just about all the different aspects, facets there are to corporate tax planning and wealth building, just some of the things I've seen. And we got talking about the issue of corporate association. So there's many different types of relationships in the Income Tax Act. There's related association, there's affiliation, there's connected, foreign affiliates, all these different terms for how different taxpayers can be linked to one another and what that means. For your small business corporation, one of the big ones is association. If you're associated, that means you have to share certain benefits. But there can be certain benefits on top of that too, to actually being. So it's not all consequences. What we were talking about was the approach to corporate investing. If you are associated corporations, you have to share the small business deduction. We talked about that a little bit in our last show. Small business deduction gets you the low rate of tax on generally the first $500,000 of income earned corporately on active business income. Jason Pisesky: [00:04:20] So if you're associated, you have to share that amount, that 500,000. By the same token, if you're associated, I'm sorry to back up, when you earn investment income, that might start to reduce your small business deduction. Even if you're just one company and you're not sharing with anyone. And so we got talking about kind of some ways to structure around those two problems, not wanting to share, not wanting to reduce the small business deduction either. So we're talking about a client I've worked with in the past. It was two medical professionals. I've seen many ways done, many times done this way. The idea is you just have two different doctors, doctor/dentist, doctor/lawyer, and they each just have their own PC and they don't have any cross-shareholdings in each other's PC. So they just wholly owned their own. And that's the way to avoid association. Association arises once you start to own some shares of the other one, it can start to cause a problem. Not automatically, but once you cross certain percentage thresholds. Dr. Wing Lim: [00:05:20] So can we just stop there? Because I think we need to clarify this thing because not everybody may be on the same page. Right? So this is, you're talking about husband and wife. They're both professionals, let's say, pick this first case that they have both medical professionals. They both own a PC, and there are certain tax advisors, accountants would advise them, hey, you know, you can share a PC together. Right? And then so you're talking about the nuances about is this a good or a bad thing to do? Is that what we're diving into? Right. Jason Pisesky: [00:05:49] Yeah. Or even, hey, just, you know, both of you be 50/50 shareholders in each other's PC. Just, you know, if one doctor has an up year, one has a down year, then you can maybe pay some dividends or shift or share in the growth across both of them. Yeah. So kind of a couple of different avenues to why you may get there, but the likely ideal structure is to have both of them having one PC, both of them doing their own thing, and both of them getting that full 500,000 shelter on the income until the investment base grows big enough. And then you have different problems. And what I've seen in other files is, for example, I had one where, again, it was it was two professionals. One of them had ceased kind of working and was just going to be the stay-at-home spouse. But they had kind of some cross-shareholdings. The one who had stopped working had been very successful and had built up a multi-million dollar portfolio in the PC. And then they were finding, though, that the investment income in that, call it the inactive PC, was starting to reduce the small business deduction in the active PC and starting to reduce the ability to kind of grow this tax-deferred base. Yet there's some easy steps you can go through to sever that association, to get rid of those shareholdings, change them into different shareholdings, transfer them over, repurchase them, lots of different avenues to kind of fix the problem as to for when they came to us. But yeah, and it's one of those things that happens organically, happens over time. And if you don't have that good advice at the outset, then, again, it wasn't a problem for the first, you know, three, four, five years. But after many, many years of working and building up this wealth, you start to have these relationships that maybe you didn't expect or you definitely probably don't want. So. Dr. Wing Lim: [00:07:32] Right. So I can totally relate. That's exactly us, right, some of you know, my wife and Jason definitely knows us both, and that's when I went to Jason because we had, over the years, right, we didn't have these nice seminars and webinars to go to. We didn't have the good mentors and advisors. We just bumble along the way. And before long, so I have a bunch of corporations, she has a bunch of corporations and everything collided, right? We share some of them, not all of them, and become a big spider web. And by the time we want to think about, oh, do we, can we take a SBD, small business deduction, it becomes like separating a Siamese twin, pair of twins. Right? Becomes very difficult. So what are the consequences? You talk about this erosion of the small business deduction. Can you bring everybody up to speed. This 2017, 18 new tax rule that came and stayed? How that would have impacted like this couple, this doctor / dentist couple with this erosion, what would that mean in tax load? Jason Pisesky: [00:08:34] Absolutely. So corporations generally have a favorable tax rate, kind of no matter what your situation is. You know, at the height, again, we have this across cross-Canada audience. So the starting place, once you work through all the math, is, you know, in the low to mid 20s for the corporate tax rate, 23, 24, 25%, on active business income. We're going to talk about active business income right now, which everyone here would be earning from their medical practice. So that's your starting place. However, for small businesses, for small business corporations, there's a benefit, the small business deduction, that gives you a lower rate of tax for the first $500,000 of income. Slight variances across different provinces. Sometimes there's a provincial rate versus the federal, a different 500,000 amount. So it's not always 500,000 depending on the province you're in. But yeah, and that will drop it down to the low teens, low to mid-teens. So again, 11 to 12, 13% depending on the province you're in, and that's where the advantage comes. So you earn $100 of active business income and you don't need to take it out to spend it. Buy bonus or dividend. Then you just keep it in. And so instead of if you had maybe earned that personally, you would have paid up to 50, up to or even above 50% tax, depending on some provinces and tax rates. And then you'd only have, you know, $48 left to invest, leave it in the company and you all of a sudden might have 88, $89 to invest. So that's the advantage of having the small business deduction and why you don't want it reduced. And then but you also have to be mindful of how you are, you know, you have that $88, call it, you invest that and then it's going to start generating investment income or capital gains. Jason Pisesky: [00:10:21] So you have to be mindful of tracking that as well, because once you have too much investment income, that can also start to reduce your small business deduction. And then there's also, the third one is there's also rules around once you reach a certain size, once you have, it's a very large amount, kind of I think it's right now 15 million and then it gets phased out slowly. So that's a far down the road concern for most. But yeah, those are the concerns of why you want it and how you start to lose it. And then planning around it is do we move those, we move those investments out of the PC, and if you're you're married and have a spouse, then you can try to put those into your spouse's hands. And like I was saying with that first example of the couples who have one corporation for one doctor, one corporation for the other, you can do the same thing if you have a spouse who doesn't have the advantage of being able to use a PC, their stay at home spouse, or they are just in a profession or a career where they don't have access to them. Which is most, then yeah, you can maybe make an investment corporation in that person's name and just figure out how to shovel all the assets into that other person's hands to go there. And then the income earned on that won't affect the small business deduction in the prime active business generating PC. Dr. Wing Lim: [00:11:39] Right, now so can I make a couple of points and observation? Number one, this husband and wife, the two spouses having separate corporations, even for yeah, medical versus non-medical corporations, right? Like for me we're not a double medical income, right? I'm a medical income. My wife has a bunch of corporations that are non-medical. But, and so this separation is not just good for tax planning for those of us, and a lot of the listeners are real estate investors, right? And when you want to apply for mortgages, you need your lending power. You know what? Everybody has a ceiling, right? Some banks, three, four, five high is probably 11 doors that they will lend you. Right? And again, we didn't know better, so we cosigned the loan for all of the properties that we had and then found that, oh-oh, when the time comes, we have capital to grow, now they say no, because you already exceeded that, right? So again, it makes sense to have husband and wife separate the corporations, right? Especially if you're going into investments, then you won't, you again have to, like double the amount of small business deduction, now you have double the amount of credit rooms to grow in the real estate empire. So that's one observation. That's not exactly tax planning. Secondly is, yeah, I have colleagues that have such a good year. They're up in the years and the stock portfolio did very well and their, I think their passive income that year I think exceeded - I forgot how much - I think first 50,000 they give you free, right? By the time you're 150,000, the small business deduction has gone. And then so this poor chap ended up losing the whole small business deduction. And so that was a very, very painful year. I would have thrown up if the accountant just said, cut the check. Right? I would have thrown up. Jason Pisesky: [00:13:30] Yeah, you got the numbers right there. Yeah. So the first 50,000 of income, investment income to shelter doesn't affect your small business deduction. And the policy behind that being like, hey, corporations have to keep some money on hand to pay their current expenses, working capital, so and yeah, you shouldn't just have to keep that in burlap bags tucked under the bed. You can put that in a savings account and earn some interest. That's the reasoning behind it. But yeah, once you go above 50,000 of investment income, which includes capital gains, the taxable portion, it starts reducing the small business deduction that 500,000 on a 5 to 1 basis. So every dollar, so $50,001, you lose $5 of your small business deduction. So by, once you have 100,000 above 50,000, i.e. the 150 you talk about, your small business deduction is completely ground away. And you may have, you may find yourself having, you know, an extra 10 to 15% tax on that 500,000, which is, let's see if can do quick math in my head. You know, an extra $75,000 of tax. Now I'm self-conscious and want to double check that, but... Dr. Wing Lim: [00:14:35] Well, it is very painful. How about that? Jason Pisesky: [00:14:39] Yeah. 75. There we go. All right, good. All right. If it's a 15% spread between the two, it's kind of in and around there. It'll be 10 to 15%. So. Dr. Wing Lim: [00:14:48] Right. So suddenly you cough up with that because you had a good year. And when you think about, Wow, this guy is very successful. But when you think about it, by the time we retire, 150k, you hope there's 150k. 150k doesn't go very far by the time we retire, most of us, right? And so that's important. And the problem is this guy was not old enough to retire. They were just winding down. Still have an active PC. Right? And so this is very, very painful. The other observation is a lot of my colleagues, and they talk to their everyday accountant, they're advised to invest everything inside their PC. Right? And so, Jason, would you advise that or would you advise against that? Jason Pisesky: [00:15:29] I would generally not for the one reason we talked about. The three big reasons come to my mind immediately. One, we talked about, hey, you're going to have to start to juggle this small business deduction as the portfolio grows and you'll probably start to get very annoyed at playing that game and having to time everything, to the non-tax reason, creditor protection. You generally want your assets not sitting right next to the business where if the business gets sued they're exposed. And so, yet professionals have a bit of extra layer to deal with there. We talked about this a little bit on the tax ID, we'll talk about it in two weeks time on the Masterclass. But professional corporations, you generally don't have that same type of corporate shield that someone who's just doing real estate or, you know, running a general store or whatever in a corporation would where there's a liability that arises because of the profession, the professional and the PC are usually equally on the hook. And there's insurance and things, of course. But for that reason it's also advantageous to kind of move things out of the PC to the extent you can into, again, ideally a spouse's hands if that's tenable to someone. And then the third reason is if you have a business that may be salable in the future, capital gains deduction, which shelters currently $971,000 of capital gains, it becomes harder to access as you have a big build-up of what we would call inactive passive investment assets in the corporation. So again, not all PCs are salable, but if it is or, you know, if there's a clinic or something else, usually having the investments not with the shares that may be sold is advantageous. So most generally advise to not just keep it all in the PC, even though that's simple and maybe hey, the first couple of years you do that, but long term you want a better, more nimble structure. Dr. Wing Lim: [00:17:23] Right. So while most accountants told us that medical practice were nothing, but practices are sold, right? Not very frequent, but they are. I'll give you an example. 30 years ago I bought a practice, right, that's when nobody wanted to buy a practice, I did. I borrowed money I hadn't got, bought my dream practice at the time. We just talked to friends who sold their practices at our clinic. We are in a joint clinic, new doctors come and buy out the old doctors, right? So these things do happen, right? And so I think that what you talk about is not totally out of date or irrelevant. It is irrelevant for some people who are planning to retire. Right? If they're lucky enough to be bought out, they want to be sure because this purification, that's what you're talking about, with the purification rule. There's the time of the sale and T-24 months. Right? Two years prior, you better plan your purification. Right? Jason Pisesky: [00:18:18] Yeah. And I think even like ten years ago, I would have probably said, like you probably know, like based on your medical field if your PC is salable, but, and I don't know what the kind of what you're hearing from, you know, all the back channels, but what I'm starting to see is much more consolidation and there actually is a push, I know like it's happening with optometry, with dentistry, where they are having big conglomerates come in and try to snap up practices and build a big portfolio. And, you know, I don't know the exact inner workings, but it looks like kind of like, you know, make a public company model where you just, you know, own hundreds of practices across the country. And so I would say if, definitely you're on the younger side, you never know. So I think you kind of proceed on that basis of, Hey, I may be able to sell this. And so if it just, you know, is a little more kind of work expense and complexity, but I kind of set myself up for that potential down the line that would think it's it's worth it just based on how much the field is changing right now for medical professionals and kind of... Dr. Wing Lim: [00:19:20] Yeah, so now in Alberta, we're not, we're still mostly fee-for-service, right? So we did our physician and empowerment talks. We were in Mexico, Kevin and I, teaching in Mexico and there's this very senior guy, he was high up in CMA and all that, and he retired and he sold his practice for a very high price. He had a very nice panel. So in Ontario it's capitation model, right? So you have the whole panel and each panel carry, every patient has a price tag, multiply I think 200 bucks times our number of patients, right? And so basically he sold it, the whole panel. And he was very happy. Right? So these things are actually more relevant than what we like to think, right? So I just want everybody to just maybe tuck it, file it somewhere in your brain and say, don't just dismiss this. Right? It might apply to you. And that's a lot of money. Right? So right now is, what, $915 thousand dollars, almost? Jason Pisesky: [00:20:16] 971. So if it's not, and it's indexed to inflation, so if it's not a million next year, it will be by 2025, especially with inflation the way it's currently going. So even a million bucks of shelter. Dr. Wing Lim: [00:20:30] So yeah, exactly. And if you're not even, so if you're practicing just over a million at least whatever you sold it for, then it's tax-free, right? And then for those that are advantageous to have a spouse in there, whoever else to share the PC, I think each one have that capital exemption, then it could potentially be a big thing. And some people, they have a practice, not just a medical practice, they have a business side, let's say an esthetic practice, right? I know of one of our consultants, Mark Friesen, he's one of our consultants that work with some of our clients, and he worked with a Calgarian physician who had a cosmetic practice. And Mark is an accountant. He's kind of a CFO for hire. And helped to shape the practice in two years time, so they sold it for a very good price to a conglomerate, right? And only because they did all the right accounting, right tax planning, right structural corporate planning. Jason Pisesky: [00:21:26] Mhm. Happens a lot in dentistry. You'll have the dental business and then the hygiene. The hygienist business. Dr. Wing Lim: [00:21:32] Right, Right. Jason Pisesky: [00:21:33] So yeah, absolutely. Again you'll have hey, maybe you start a clinic and you have a building in there too. Or maybe you want to sell the building. There's opportunities there. So. Yeah. Where are you, where are you keeping things. I would say the rule of thumb is not just to keep it all in the PC. I'd say, yeah, you kind of need that advice and that, the long view range of where I may be in 20-30 years, what my exit plan looks like. And sometimes an admission of I have no idea what my exit plan might look like. I just need to, you know, set the chess pieces in the right place. So whatever comes, I'm in a good spot. Dr. Wing Lim: [00:22:04] Right. Now we're on the topic of small business deduction, I want to just dive into other things because a lot of physicians later on, they join venture with other people, other physicians or other businesses they encounter, or investment or real estate, they're going to different joint ventures, partnerships. But I think last time you talked about a lot of the tax ID, and I heard that if you're not careful, you end up everybody and their spouses, everybody shared one small business deduction of 500,000. So can you walk us through some of the bad or good and bad scenarios of how that could happen? Jason Pisesky: [00:22:40] Absolutely. So I mean the most popular model, tax aside, for professionals to work together is a partnership. You know, the LLP, that's what 98% of all legal arrangements are for lawyers, sorry, accountants are just LLPs, partnerships, limited liability partnerships. So the starting rule with nothing else is that you kind of share one small business deduction between all the partners when you have a partnership. There were some old rules where you could kind of have two PCs and you have a PC providing services to the actual partner PC and then everybody got their own small business deduction. That was shut down maybe 2018, 2019, I don't think earlier. Yeah. So. But now, you kind of go back to the default rule, Okay, everybody shares the small business deduction if you're a partner. But there are other, so there are other arrangements out there that may give access to allow people to work in some way together or collaboratively in a way that isn't a partnership and everybody gets their small business deduction still. There are joint ventures, there's cost-sharing arrangements. Those are the big ones. You just have to be very careful with the wording of the arrangements to make sure you're not a partnership at law because a judge will look through it and say, fine, you slap the label on it of this, but when I actually look at it, it is a partnership. So there are ways for professionals to work in tandem, to some extent at least, and be able to still protect their small business deduction and not have to share it with the other professionals. Dr. Wing Lim: [00:24:19] Right. So let's say if some doctors, they got together and say, Hey, we want to buy this piece of land or just buy, start a new corporation, buy a strip mall medical building. So if they structure it incorrectly, then maybe it would collide with everybody's whole codes or PCs? Jason Pisesky: [00:24:38] Yeah. And so that kind of circles us back to the association problem where we said we're like, Oh, you have two spouses, you should both just have your own PC. Because what can happen is, say you have two unrelated professionals who both have a PC, they're the only shareholders of it, and they say, Yeah, let's buy this piece of farmland and they buy it in a corporation that they both own 50/50, then you're probably all going to end up associated and you're going to be sharing the small business deduction with this unrelated doctor who you're not even carrying on a medical practice, he is just a buddy of yours who you're not carrying on medical practice with at all, in partnership or otherwise. And because of an investment you've made, you end up sharing the small business deduction. Dr. Wing Lim: [00:25:19] Right. Yeah. So I seem like I'm belaboring this, but I've seen a ton of this, right? I've been to some real estate clubs for 12 years, investment clubs, and I certainly know people who were avid real estate investors, right? They just keep forming partnerships and JVs and corporations and some, they begin to go into limited partnerships. Right? So but yeah, so basically, I tell my friends, you're just jeopardizing everybody's SBD if you have a good year, if you sold that building, that multifamily or whatever, you're going to have a tax problem. Right? So then for people who already have the spider web, or even with a spouse or non-spouse, other business partners, what would be your advice, Jason, to them? Jason Pisesky: [00:26:04] I think talk to someone. I know, I like the term spider web, I see it all the time of you know oh I'm doing a new thing, pop up a new company, I'm doing a new thing, pop up a company, and it kind of sounds like maybe people could take two minutes like, Oh, Jason is saying, you want lots of companies, you want companies for everything and to protect all your stuff, that may or may not be the case. It's, you know, everyone's situation is completely unique. We have lots of clients who come in and they have the spider web and we end up kind of collapsing in on itself because, hey, you have too many, too many things going on. And your life is just kind of overly complex without giving you the benefits maybe you thought you were getting from it. So again, we have a handful of files right now, I always have a handful of files on the go, where we are, yeah, we have ones where we're adding complexity because they come to us and hey, you could really benefit from having some more entities and moving some things around. And we have some where they come to us and we have, hey, you have too many for what you have going on. Let's amalgamate them. You know, combine some companies together, let's dissolve them, and then simplify a bit and then rethink about what kind of complexity you want and what's going to benefit you. So that's the blessing and the curse of being a small business owner is it's highly customizable. Everybody goes through it entirely different, like what kind of investments you want to make first, if you want to get into real estate, if you want to build an investment portfolio, then jump into real estate down the line, completely changes and shapes how your structure grows out. But just being intentional about it, I think, and speaking to professionals. Dr. Wing Lim: [00:27:34] Intention, yeah. Intentionality I think is a big one. But most of us don't. We just kind of wing it, right, all the way through until we got caught in a spider web. So yeah, there's so much we can cover. Now, just one last question. Right? And then we'll open this file and then we'll be done. So at what point in our career, typical professional career, would you say that it's worthwhile to consider a family trust of sorts? Jason Pisesky: [00:27:59] Um, for a professional, it's probably once you have kids, if kids are in your future, again, no real rule of thumb. I think it makes sense to chat with your accountant and your lawyer about it and find the right time, but I don't think you really need one immediately. So traditionally we would keep trusts around for 21 years. If people have heard the 21 year rule. Like trust can extend for decades and decades and decades. But there's a taxable event at the 21 year rule where, 21 year mark, where the trust is, basically it's deemed to, for tax purposes, to die. It, all of its property is deemed to be disposed of, reacquired, there's a taxable event if there's an accrual of value in there. So again, that sounds scary. There's ways to deal with that. You can transfer property out of the trust, you can roll it out, and then things continue on. The big, one of the big benefits of the trust is around sale planning and structuring. And so, you know, if you put a trust in too early, then you might miss the sale date. So I would say you don't want one fresh out of med school unless you kind of are going to be someone who kind of slowly grows and builds practices and then sells them and builds a practice and then sells it, maybe that makes sense. But I would say, yeah, graduate med school, build your practice, grow a little bit of wealth, start a family. And that's kind of when you want the family in family trust, right? Dr. Wing Lim: [00:29:20] So what you're saying is there's a because there's a 21 year lifespan, you don't want to start too early. But then when you have kids and then you build some wealth, maybe some wealth outside of your PCs, right, and then it gets, when the spider web is starting to emerge, right, maybe it's time to consider a family trust, right? Jason Pisesky: [00:29:39] Yeah. And I would say a good, to send people away, a good indicator of when you may be ready is when you start having another corporation. Hey, I want to start a real estate investment corporation. Because again, there's restrictions in most provinces on who can actually be in a family trust that owns shares of a PC. So in Alberta, for example, it can only be the professional, their spouse, and children under the age of 18. So that's restrictive. Otherwise you could have anyone under the sun in your family trust if you have a real estate company. And so yeah, but then it's great because you can have these things right under the family trust. And so, yeah, having that family trust at that point, that's kind of a good indicator of definitely when hey, I should talk to someone and see if now's a good time because I'm going to start a bunch of real estate things on the side. Should I do it under a family trust? And get that creditor protection, get the benefit to the family. And again, those may be more easily sold entities, too, whether they get the capital gains deduction or not, the ability to share proceeds amongst beneficiaries. Dr. Wing Lim: [00:30:42] Right on. Well, so good. So thank you, Jason, again for a wealth of information. I don't want to make this going on and on, I think there's a lot here to be digested and I want to thank you for bringing your wealth of knowledge and experience every day, a very live example that pertain to us. And of course, the different people here have different backgrounds, different scenarios, and different stages of life. And I think we're going to systematically look into these at future sessions in our masterclass and future podcasts. So thank you again, Jason. And so I guess, is it fair to summarize that this word that you bring up, this intentionality, right? We cannot just go in blindly and just go and wing it, right? I think we start a PC with, okay, what do we need, a PC, that was one step, that one thing we need to cross. Make that decision. Okay, I need a PC and then somebody says you need a whole code. Should I do it? Should I not? The spouse, both of the careers, and then there's a bunch of others. Right? So I guess what you're telling us today, the take-home message, is so that we have this intention to deal with this and when things get a little complicated, don't just be complacent with just what you think you know. It's time to maybe ask some professionals. Jason Pisesky: [00:32:00] Yeah. I think that's well said. Yeah. The intention is important and, again, once you start to have some material accrual of wealth in the PC, that's when it's time to start thinking about do I need to add some complexity? And once you're starting to make different kinds of investments, again, the second opinion, it's talking to other people and just seeing what's going on and what's available. You don't want to go, you know, as with doctors and their patients, you don't kind of want to go 25 years never talking to a doctor and then show up riddled with issues. You know, you don't kind of want to go 25 years without talking to a tax planner or somewhere if you're building some complexity into your life. Dr. Kevin Mailo: [00:32:40] That was kind of what I was doing, Jason So you're saying I shouldn't. Jason Pisesky: [00:32:43] Are we talking about the medical part or the plotting part? If you've not seen a doctor in a while... Dr. Kevin Mailo: [00:32:49] No, no, no, the doctor thing I'm doing. But yeah, certainly the tax planning, I really got to sit down with you at some point and begin to sort this out, because you're absolutely right, both of you, about being intentional behind this. And also one other point that you made, Jason, is being that everybody's situation is unique and that's why there is no cookie-cutter solution here. You need to sit down in front of a professional, a great accountant, a great tax lawyer like yourself, and really sort through what you need to be doing for you, not what a colleague did or someone else that you share clinic space has done, it's about what you as an individual need to do and it needs to align with your broader life goals in terms of retirement and wealth creation. Jason Pisesky: [00:33:32] Yeah. And I think I may have said the benefit or the curse or the benefit of the cost, like, you know, you're not someone who's just working at a bank. You have a great pension or, with the government, even more. And they have, you know, a great guaranteed pension that's going to look after you. You're most likely out-earning those people. But that does put the onus on everyone on this call, you have to think about it. And if you, and it can be, you know, orders of magnitude between the people who put the thought into it and are intentional and get those extra percentage points every year compounded. There's tons of calculators that say, you know, adding 1% every year to your growth magnifies it. And here we're talking about not 1%, you know, tax savings is often your biggest expense in any business. And so again yeah, just over the life of your career, it's a huge opportunity. Again, everyone will probably be fine if you do no tax planning, but the opportunity is there to just really blow things out of the water. So. Dr. Kevin Mailo: [00:34:30] I love that. I love that. All right. I think we should wrap it up. We always say we're going to keep this like, short, like 20 minutes, 30 minutes. But we always go over and I love it because what you have to share is just so outstanding, Jason And it's real value to the physician community where we're all busy, we're all working. So again, thank you so much for joining us today and we look forward to having you back again. Jason Pisesky: [00:34:54] A pleasure, as always. Thanks for having me and thanks for riding shotgun with me, Wing. Pleasure, as always. Dr. Wing Lim: [00:35:00] Well, yeah. Thank you. Thank you again, Jason, for your valuable time. And we look forward to more episodes together. Dr. Kevin Mailo: [00:35:08] Thank you so much for listening to the Physician Empowerment podcast. If you're ready to take those next steps in transforming your practice, finances or personal well-being, then come and join us at PhysEmpowerment.ca - P H Y S Empowerment dot ca - to learn more about how we can help. If today's episode resonated with you, I'd really appreciate it if you would share our podcast with a colleague or friend and head over to Apple Podcasts to give us a five-star rating and review. If you've got feedback, questions or suggestions for future episode topics, we'd love to hear from you. If you want to join us and be interviewed and share some of your story, we'd absolutely love that as well. Please send me an email at KMailo@PhysEmpowerment.ca. Thank you again for listening. Bye.
In this episode: Inherited IRAs - Different rules on distribution requirements. New IRS targets for LLCs and LLPs. Mortgage interest limitations on personal residence and secondary homes. New IRS scam arriving in the mail. IRS says they will no longer be conducting surprise on-site visits. We are also joined in the studio by Keith Adams, owner and operator of Vivids Video Productions in Seaford, DE. He talks to us about following your passions, the importance of overcoming things that cause discomfort in order to enhance your business, and how video can be used to impact a business's bottom line.
Link to bioRxiv paper: http://biorxiv.org/cgi/content/short/2023.07.28.550915v1?rss=1 Authors: Kravec, M., Sedo, O., Nedvedova, J., Micka, M., Sulcova, M., Gomoryova, K., Potesil, D., Ganji, R. S., Cervenka, I., Zdrahal, Z., Harnos, J., Tripsianes, K., Janke, C., Barinka, C., Bryja, V. Abstract: Polyglutamylation is a reversible post-translational modification that is catalyzed by enzymes from the tubulin tyrosine ligase-like (TTLL) family. Here, we found that TTLL11 generates a previously unknown type of polyglutamylation initiated by the addition of a glutamate residue to the free C-terminal carboxyl group of a substrate protein. TTLL11 efficiently polyglutamylates the Wnt signaling protein Disheveled 3 (DVL3), thereby changing the interactome of DVL3, as well as increases its capacity to get phosphorylated, to undergo liquid-liquid phase separation (LLPS) and to act in the non-canonical Wnt pathway. Both carboxyterminal polyglutamylation and the resulting reduction in LLPS capacity of DVL3 were reverted by the deglutamylating enzyme CCP6, which demonstrates the causal relationship between TTLL11-mediated polyglutamylation and LLPS. We thus discovered a novel type of posttranslational modification, which significantly broadens the range of proteins that can be modified by polyglutamylation and provide first evidence that polyglutamylation can act as a regulator of protein LLPS. Copy rights belong to original authors. Visit the link for more info Podcast created by Paper Player, LLC
#NINOBLESS #JPMORGAN #BATTLERAP 0:00-5:30 HAPPY BIRTHDAY 5:31-36:30 WHAT IS REAL ? 36:31-47:50 LLPS EVENT On this episode we are joined by our friend Nino Bless who took the time out while in Alberta Canada this weekend to discuss some things. JP Morgan boatload of cocaine? Titanic Conspiracy? How humans are programmed to think certain things. We also touch a bit at the end on the Pat Stay event that was put together a few months back ... @NINOBLESS @TRUEXACTRADIO on all platforms @MATT_HADDER_OFFICIAL @SCHWARTZIE4 @ERIK_HAS_JUST CATCH ALL NEW MUSIC ON YOUTUBE/SPOTIFY - TRUEXACT
Link to bioRxiv paper: http://biorxiv.org/cgi/content/short/2023.04.17.537227v1?rss=1 Authors: Jimenez, A. J., Perez, F. Abstract: Cellular processes are regulated by the formation of specific membrane domains with different lipid and protein compositions. Small GTPases play a role in symmetry breaking and compartmentalization, with early endosomes presenting Rab5-enriched domains that regulate vesicle tethering and fusion. Rabaptin5, which binds activated Rab5 and forms dimers, is essential for endosome fusion and promotes Rab5 recruitment to membranes. Liquid-liquid phase separation (LLPS) is a mechanism for the biogenesis and maintenance of membrane-less organelles and intracellular organization. We show that several partners of Rab proteins, such as Rabaptin5, have phase-separation properties. In particular, Rabaptin5 form condensates close to membranes, while promoting the enrichment of several Rabs involved in early steps of endocytosis. We propose that phase separation of Rab partners ensures efficient recruitment of their respective Rabs and domain formation and maintenance. Copy rights belong to original authors. Visit the link for more info Podcast created by Paper Player, LLC
Link to bioRxiv paper: http://biorxiv.org/cgi/content/short/2023.03.20.533583v1?rss=1 Authors: Song, S.-H., Augustine, G. J. Abstract: Synapsins cluster synaptic vesicles (SVs) to provide a reserve pool (RP) of SVs that maintains synaptic transmission during sustained activity. However, it is unknown how synapsins cluster SVs. Here we show that either liquid-liquid phase separation (LLPS) or tetramerization-dependent cross-linking can cluster SVs, depending upon whether a synapse is excitatory or inhibitory. Cell-free reconstitution revealed that both mechanisms can cluster SVs, with tetramerization bring more effective. At inhibitory synapses, perturbing synapsin-dependent LLPS impairs SV clustering and synchronization of GABA release, while perturbing synapsin tetramerization does not. At glutamatergic synapses, the opposite is true: synapsin tetramerization enhances clustering of glutamatergic SVs and mobilization of these SVs from the RP, while synapsin LLPS does not. Comparison of inhibitory and excitatory transmission during prolonged synaptic activity revealed that synapsin LLPS serves as a brake to limit GABA release, while synapsin tetramerization enables rapid mobilization of SVs from the RP to sustain glutamate release. Copy rights belong to original authors. Visit the link for more info Podcast created by Paper Player, LLC
Link to bioRxiv paper: http://biorxiv.org/cgi/content/short/2022.12.17.520852v1?rss=1 Authors: Wang, B., Liang, P., Wu, Y., Zheng, S., Zhang, J., Yang, S., Wang, J., Ma, S., Zhang, M., Gu, Z., Liu, Q., Jiang, W., Xing, Q. Abstract: Focal adhesions (FAs) are transmembrane protein assemblies mediating cell-matrix connection. Tools to manipulate the compositionally intricate and dynamic FAs are currently limited, rendering many fundamental hypotheses untestable. Although protein liquid-liquid phase separation (LLPS) has been tied to the organization and dynamics of FAs, the underlying mechanisms remain unclear. Here, we experimentally tune the LLPS of PXN/Paxillin, an essential scaffold protein of FAs, by utilizing light-inducible Cry2 system. In addition to nucleating FA components, light-triggered PXN LLPS potently activates integrin signaling and subsequently accelerates cell spreading. PXN favors homotypic interaction-driven LLPS in vitro. In cells, PXN condensates are associated with plasma membrane, and modulated by actomyosin contraction and client proteins of FAs. Interestingly, non-specific weak inter-molecular interactions, together with specific molecular interactions, underlie the multicomponent condensation of PXN, and are efficient to promote FA assembly and integrin signaling. Thus, our data establish an active role of PXN phase transition into a condensed membrane-associated compartment in promoting assembly/maturation of FAs. Copy rights belong to original authors. Visit the link for more info Podcast created by Paper Player, LLC
Under the LLP Act, 2008, Limited Liability Partnerships (LLPs) are required to file an annual return in accordance with Form 11. The particular form must be filed by all LLPs every year, regardless of turnover or profit. The form must be filed even by LLPs without any activity or pay a fine of Rs.100 per day the form is not filed. We present a method for filing LLP Form 11 using Gen Complaw Software in this article. Let's see how Gen Complaw Software would help you file LLP Form 11 step-by-step. https://blog.saginfotech.com/llp-form-11-gen-complaw-with-xbrl-software
Hello, and welcome to this week in financial crime. I'm your host, Chris Kirkbride. It's been a bumper week of interesting stories. Lots of different bits and pieces on sanctions, some anti-money laundering enforcement action, and a couple of high-profile reports on fraud and exploitation of LLPs for purposes of economic crime. So, we'd best get on with it.These are the links to the principal documents mentioned in the podcast:Financial Conduct Authority, Press Release: FCA fines Gatehouse Bank £1.5m for poor anti-money laundering checks.Financial Conduct Authority, Decision Notice: Gatehouse Bank plc.HMRC, HMRC cracks down on unlawful estate agents.Insolvency Service, Director of Pembroke restaurant company banned for seven years.Kish Parella Blog Post, Corporate Self-Sanctions.Law Society, Proportionality of the SRA's extra powers in combatting economic crime must be consideredPayment Systems Regulator, PSR directs 400 firms to introduce the payment protection measure, Confirmation of Payee.Transparency International, Partners in Crime: Analysing the Potential Scale of Abuse of Limited Liability Partnerships in Economic Crime.UK Finance, 2022 Half Year Fraud Update.US Treasury Department, Treasury Announces Two Enforcement Actions for over $24M and $29M Against Virtual Currency Exchange Bittrex, Inc.
A lot has happened since our episode on the Limited License Paraprofessional's program (LLP), a program that will authorize paraprofessionals to help solve simple divorce cases. So today, we are joined, once again, by Maha Kamal to update us on the program's developments. As you may remember, Maha is the founding attorney of the Colorado Family Law Project and is known for offering sliding-scale and unbundled services to help a wide variety of diverse clients. Tuning in, you'll hear about the current status of the proposal as well as the process of public comment in relation to it and what this entails. You'll also learn about how you can submit your feedback on it, how it is likely to progress from here, and insight into the timeframe of when we can expect to see licensed LLPs in Colorado. Maha sheds light on some of the feedback she has received from lawyers, judges, magistrates, and the public. Listen in to hear more about the implementation of the LLP program and how you can help affect change. Key Points From This Episode:An introduction to Maha Kamal, Colorado Family Law Project, and the Limited License Paraprofessional program. The current status of the implementation proposal that was submitted to the advisory committee of Colorado's Supreme Court in 2021. The process of public comment in relation to the proposal, what it entails, and how it will progress from here. How you can submit your feedback on the proposal.Some of the media interviews that Maha has done and some of the questions she is commonly asked. The type of feedback the proposal has received from lawyers.How LLPs can complement the practice of law and help lawyers. Insight into the timeframe of when we can expect to see licensed LLPs in Colorado. Insight into the custody component or APR that is up for public comment.Speculation on the possibility of hiring an LLP who may find themselves up against an attorney.How an LLP can help in a litigation process if not through advocacy.The type of feedback Maha is getting from judges and magistrates on this program.Questions from the public that we should be considering. How you can reach out to Maha with your questions.What is Divorce at Altitude? Ryan Kalamaya and Amy Goscha provide tips and recommendations on issues related to divorce, separation, and co-parenting in Colorado. Ryan and Amy are the founding partners of an innovative and ambitious law firm, Kalamaya | Goscha, that pushes the boundaries to discover new frontiers in family law, personal injuries, and criminal defense in Colorado. To subscribe to Divorce at Altitude, click here and select your favorite podcast player. To subscribe to Kalamaya | Goscha's YouTube channel where many of the episodes will be posted as videos, click here. If you have additional questions or would like to speak to one of our attorneys, give us a call at 970-429-5784 or email us at info@kalamaya.law.************************************************************************DISCLAIMER: THE COMMENTARY AND OPINIONS ON THIS PODCAST IS FOR ENTERTAINMENT AND INFORMATIONAL PURPOSES AND NOT FOR THE PURPOSE OF PROVIDING LEGAL ADVICE. CONTACT AN ATTORNEY IN YOUR STATE OR AREA TO OBTAIN LEGAL ADVICE ON ANY OF THESE ISSUES.
We are delighted to share with you the recording of our recent webinar on ‘The Greater Good; How Professional Firms Are Embracing B Corp Status, ESG & Other Non-Profit Making Objectives', in which partnership law specialists and sustainability management experts discuss the importance of promoting accountability and transparency to a wider group of stakeholders along with environmental, social and corporate governance and how this can be achieved within professional firms. There is increased pressure on professional firms to enhance their social engagement and sustainability. Thus, it is important to consider what measures professional firms should undertake to assess their impact performance on stakeholders and subsequently improve it. In this webinar, you can hear Chair Rob Millard, (Cambridge Strategy Group), and speakers Emma Bartlett, (CM Murray LLP), Dr John Henry Looney, (Sustainable Direction Ltd), Corinne Staves, (CM Murray LLP) discuss the following: • What is B Corp and how can professional firms achieve certification? The strategic thinking behind the implementation of ESG and other non-profit making objectives. • The importance of driving diversity and inclusion from the top and its impact on staff retention rates. • Box ticking exercise vs the true meaning of sustainability: The need for professional firms to consider adopting a proactive approach toward accountability and to implement high business standards for the benefit of their stakeholders and wider community. • The impact of client base on professional firms' commitment towards sustainability has dramatically increased, with some clients refusing to engage with the firms that have inadequate measures in place. • The difference between accountability obligations in companies and LLPs and how to ensure that professional firms achieve full visibility on their commitment towards the greater good.
There is increased pressure on professional firms to enhance their social engagement and sustainability. Thus, it is important to consider what measures professional firms should undertake to assess their impact performance on stakeholders and subsequently improve it. We are delighted to share with you the recording of our recent webinar, ‘The Greater Good; How Professional Firms Are Embracing B Corp Status, ESG & Other Non-Profit Making Objectives', in which partnership law specialists and sustainability management experts discuss the importance of promoting accountability and transparency to a wider group of stakeholders along with environmental, social and corporate governance and how this can be achieved within professional firms. In this webinar, you can hear Chair Rob Millard, (Cambridge Strategy Group), and speakers Emma Bartlett, (CM Murray LLP), Dr John Henry Looney, (Sustainable Direction Ltd) and Corinne Staves, (CM Murray LLP) discuss the following: What is B Corp and how can professional firms achieve certification? The strategic thinking behind the implementation of ESG and other non-profit making objectives. The importance of driving diversity and inclusion from the top and its impact on staff retention rates. Box-ticking exercise vs the true meaning of sustainability: The need for professional firms to consider adopting a proactive approach toward accountability and to implement high business standards for the benefit of their stakeholders and wider community. The impact of client base on professional firms' commitment towards sustainability has dramatically increased, with some clients refusing to engage with the firms that have inadequate measures in place. The difference between accountability obligations in companies and LLPs and how to ensure that professional firms achieve full visibility on their commitment towards the greater good. We are delighted to invite you to join the Professional Practices Alliance LinkedIn group, a collaborative networking and information sharing space for professional services firms. Join our LinkedIn group here. Follow us on Twitter: @PartnershipAlln Subscribe to the Professional Practices Alliance blog here.
Mark Homer has transformed over 6,000 square feet of commercial properties for residential use. The value of his property portfolio exceeds £37 million. He owns or controls well over one thousand properties and is one of Kevin´s mentors. In this Q & A session Mark talks about the government's plans to reform serviced accommodation, the impact of council tax increases and what property investing is likely to look like in a recession. He also talks about claiming back VAT, the benefits of LLPs, sideways loss relief and much more. KEY TAKEAWAYS Setting up SA properties now makes a lot of sense. At some point, levels of regulation will increase. When it comes to changes in council tax, often, it is possible to make your property fit into a better category. Mark typically invests in business models that have been working for years and are likely to still work decades from now. In an inflationary period, short leases are typically better. Mark explains why in the podcast. Develop long-term relationships with more than one lender. Buy as much as you can as soon as you can. It is the capital growth that will make you wealthy. Be agile, and constantly learn. Do not let yourself be distracted e.g., worry about why a rule has changed. Instead, focus, find a solution, reset your sail, and move on. Typically, if property prices drop, they do so quite slowly. It can easily take 18 months or more to bottom out. BEST MOMENTS ‘Just plan for what you can deal with now.' ‘You need to be able to reverse out of the strategy you are in and pivot into something else.' VALUABLE RESOURCES Discovery Day Sign Up Page - https://progressiveproperty.online/serviced-accommodation-discovery-register/AMB3258 The Serviced Accommodation Property Podcast - https://itunes.apple.com/gb/podcast/the-serviced-accommodation-property-podcast/id1436005279?mt=2 https://propertysoldier.co.uk/ Serviced Accommodation Success by Kevin Poneskis Rich Dad, Poor Dad by Robert T Kiyosaki GUEST RESOURCES TBC ABOUT THE GUEST ABOUT THE HOST Your host Kevin Poneskis enjoys public speaking, travelling, exercising, and keeping fit. He also enjoys working with a charity called STOLL which provides accommodation and training for homeless veterans. Kevin was in the British Army serving 24 years, mostly in a Commando unit and retired at the rank of Regimental Sergeant Major. He left the Army in 2011 and became a full-time property investor. During most of his Army career, Kevin was investing in property and has been a property investor now for over 27 years. CONTACT METHOD https://en-gb.facebook.com/propertysoldier/ kevin@propertysoldier.co.uk See omnystudio.com/listener for privacy information.
Shaz takes us through one of his projects sharing great information about planning and how the challenges can be overcome along with how his experience created the opportunity for no money down deals He answers other questions from his live audience covering Section 162 incorporation tax relief and the flexibility of LLPs This is a great opportunity to hear more about the questions that property entrepreneurs really want to know the answers to KEY TAKEAWAYS You don't have to invest all your money in one company, diversify and spread the risk across many companies No money down means using other people's money Most of the objections and barriers you have in your mind will not ever happen Properties moved into a limited company are subject to capital gains tax but if you qualify for section 162 incorporation relief there is no capital gains tax payment Most tax reliefs are available for trading businesses An LLP is very flexible with a capital and profit share ratio It's more flexible for company cars because you, the partners, are the business An LLP is a flexible arrangement and one you should be looking at within your property business An LLP is very flexible but the challenge is that most accountants don't understand them If you increase the number of dwellings, or decrease them or buy a house that hasn't been occupied for at least 2 years you only pay 5% VAT on the cost of labour for refurbishment VAT, if you outsource labour and materials you only pay 5% BEST MOMENTS ‘Get out of your own way, take action and do stuff' ‘You are only a few steps away from successful you' ‘I've used LLPs a number of times to good effect' VALUABLE RESOURCES shaz@aaa-accountants.co.uk ABOUT THE HOST Shaz Nawaz is a serial entrepreneur; he owns five thriving businesses in diverse sectors. Shaz is committed to helping business owners build successful businesses. Having conducted over 3,000 business growth consultations he has helped his clients generate millions in additional profits. His purpose is to inspire business owners to build businesses that are hugely profitable and sustainable. He is a huge advocate of having multiple streams of income. He has written a number of business books and regularly contributes articles to mainstream media outlets. You can find Shaz on: Facebook LinkedIn Instagram YouTube. See omnystudio.com/listener for privacy information.
In a career spanning over 40 years, Philip King has held senior credit management roles across a wide array of sectors. More recently, he held the role of interim Small Business Commissioner between 2020-2021 and, prior to that, was Chief Executive of the Chartered Institute of Credit Management (CICM) for 14 years. Philip is also the architect of the Prompt Payment Code, which the CICM administered on behalf of the Department for Business, Energy and Industrial Strategy (BEIS). The BEIS recently published its statutory review of the Reporting on Payment Practices and Performance Regulations 2017. Late payment remains a significant problem for small businesses across the UK. Fast payment allows businesses sufficient cash flow to invest in training and skills, equipment, innovation, and job creation. Large UK companies and LLPs are required to report on their payment practices, policies, and performance every six months. The Regulations aim to increase transparency and public scrutiny of large businesses' payment practices and to give small businesses better information so that they can make informed decisions about who to trade with, negotiate fairer terms, and challenge late payments. Philip joins the podcast to discuss the review and share his thoughts as to whether the objectives have been achieved.
LLPs are separate legal entities; therefore, it is the responsibility of the Designated Partners to maintain a proper book of accounts and file an annual return with the MCA each financial year. LLP's are regulated by the Registrar of Companies, Ministry of Corporate Affairs. All LLPs are required to endure compliances and file certain statutory filing with the Government every year. It is mandatory for an LLP to file an annual return in Form 11 and Statement of Account and Solvency in Form 8. DOCUMENTS TO BE FILED WITH ROC: 1. Form 11 – For Annual Return of the LLP - Annual return of LLP is a summary of designated partners and changes among them on yearly basis. It is to be filed within 60 days of the ending of its financial year i.e. 31st March. Annual Returns have to be filed on or before 30th May every year. 2. Form 8 – For Statement of Accounts and Solvency - It consists of information related to the statement of assets of the LLP and liabilities and statement of income and expenditure of the LLP. From 8 is to be filed by at least two Designated Partners with the Registrar. Form 8 should be filed within 30 days from the end of 6 months of the end financial year. i.e. by 30th October of each financial year. PROCESS OF FILING LLP RETURN: For LLP filing, form 8 and form 11 have to be filled. Filing of annual returns can be done online on the MCA portal. These forms are to be compulsorily filled in order to smoothly run the business. Instade helps you to fill up the form without any hassles and at lower rates.So, What is Instade Alogs is all about? It is an audio learning and discussion forum enriching our listeners to get all the valuable insights related to the professional world. You can connect with us on Linkedin | Twitter | Facebook | Instagram We are Listed on the Below mentioned Platforms, you may subscribe to anyone to get instant updates : Listen on Spotify | Apple Podcasts | Google Podcasts | Castbox | Radio Public | Pocket Casts | Overcast | Breaker
過去2年分のお便りを紹介しました。Show notes Researchat.fm お便りフォーム … こちらからお便り受け付けております。 原腸陥入はお済みですか? ルイス・ウォルパート「人生において最も重要なのは、誕生でも結婚でも死でもなく、原腸陥入の瞬間だ。」 V(D)J組換えはお済みですか? アレグラ飲んで実験してるよね? THIS WEEK IN VIROLOGY … 石原さんご紹介ありがとうございます。 TWシリーズ NEB podcast eLife podcast The Lonely Pipette : helping scientists do better science … SHIOTAさんが教えてくれた海外のresearchat.fmっぽいポッドキャスト 葬送のフリーレン 湯神くんには友達がいない … Ayaneさん、ご紹介ありがとうございました。 Artiste 防衛漫玉日記 神戸在住 76. The Chimeric RNA (Researchat.fm) … dessanがCRISPRについて説明してくれた回 79. Connecting Dots (Researchat.fm) … pomeさんがバイオスタートアップについて説明してくれた回 Zhu et al., Science Advances (2019) … “A prokaryotic-eukaryotic hybrid viral vector for delivery of large cargos of genes and proteins into human cells” たうちさん紹介ありがとうございます。おもしろい論文です。 いいねの数だけ論文を今年紹介する 2020年の論文紹介実績 2019年の論文紹介実績 登さんのブログ 登さんの情熱大陸 論理的思考の放棄 相分離 (Phase separation) LLPSに関する言及 … LLPS研究の歴史から問題点まで chromatin/DNA loop extrusion … 興味がある方はググってください。 Cytoscape Bioconductor Fiji/ImageJ Chan Zuckerberg Initiative BioPerl Biopython BioRuby 74. Imaging-by-Sequencing (Researchat.fm) … DNA origamiについての軽い言及があります。 37. Biological Enigma (Researchat.fm) … dessanによる分子生物学入門 Editorial notes こう見えて懸命に答えをだそうとはしています (soh) 遅くなりましたが、お便りありがとうございます。(tadasu) ポッドキャストでの回答のペースが遅くて申し訳ないです。お便りは全て目を通させて頂います!とても励みになっております。(coela)
Shaz is explaining the tax benefits of different business structures and discusses LLPs, limited companies, and partnerships He also answers questions on company cars and how to effectively structure shares to give you the most flexibility when paying dividends This is a chance to hear great content about what you can do in your business to make sure you take are tax-efficient KEY TAKEAWAYS If you have a business you can incorporate your property portfolio and not pay capital gains tax A business is somewhere you work for more than twenty hours per week If a partnership incorporates there is no stamp duty land tax to pay A company is a separate entity Create alphabet shares to give the flexibility to pay dividends to only one class of shares Never own your home through a limited company as you will pay rental and capital gains tax on it LLP is transparent for tax purposes and doesn't pay any tax it's the individual partners that pay tax Capital allowances and company cars can lower the amount of profit and pay less tax to an LLP Work out the best structure for your business and add the tax to find out which is the best for you LLPs are more flexible, limited companies are less flexible. With property have at least one business running as an LLP BEST MOMENTS ‘With one property you are not that exposed' ‘With alphabet shares, you have the flexibility to pay different dividends' ‘If you are buying a car through a limited company buy an electric car' VALUABLE RESOURCES shaz@aaa-accountants.co.uk ABOUT THE HOST Shaz Nawaz is a serial entrepreneur; he owns five thriving businesses in diverse sectors. Shaz is committed to helping business owners build successful businesses. Having conducted over 3,000 business growth consultations he has helped his clients generate millions in additional profits. His purpose is to inspire business owners to build businesses that are hugely profitable and sustainable. He is a huge advocate of having multiple streams of income. He has written a number of business books and regularly contributes articles to mainstream media outlets. You can find Shaz on: Facebook LinkedIn Instagram YouTube. See omnystudio.com/listener for privacy information.
1) Investment in listed/unlisted companies under Foreign Direct Investment A foreign individual can make investments in Indian companies under FDI policy up to the maximum FDI allowed in the sector in which the investee company is operating. FDI means investment in capital instruments. In the case of listed companies, FDI shall be 10% or more of the post-issue paid-up equity capital of the company. 2) Investment in LLPs under Foreign Direct Investment LLPs can accept FDI only if they are operating in sectors in which 100% FDI under automatic route is allowed by the government. 3) Investment in partnership firms/sole proprietorships Investments by NRIs in partnership firms/sole proprietorships can be either on a repatriable basis or on a non-repatriable basis. Investment on a repatriation basis means an investment, the sale/ maturity proceeds of which are, net of taxes, eligible to be repatriated (sent back to their own country) out of India. Investment on a non-repatriation basis means its funds cannot be transferred back to the NRIs country of residence nor can they be converted to any foreign currency. Investment by non-residents other than NRIs can be done after taking approval of the RBI. 4) Investment under Foreign Portfolio Investment Investment under FPI can be done after getting registered with SEBI. FPI under SEBI regulations can be made in listed securities of a body corporate, mutual funds, CIS, derivatives traded on a recognized stock exchange, REITs, INVITs, category III AIFs, IDRs, debt securities permitted by RBI. 5) ADRs/GDRs ADRs/GDRs are issued by foreign banks in any foreign jurisdiction on the basis of underlying shares issued by an Indian company. Investment in ADRs/GDRs falls under the automatic route and does not require any approval. 6) Foreign Venture Capital Investment FVCI means an investment made through foreign venture capital investors registered with SEBI. They pool investment from foreign investors and invest them as per the SEBI regulations. Investment by FVCI is done in venture capital funds, venture capital undertaking, and listed companies. So, What is Instade Alogs is all about? It is an audio learning and discussion forum enriching our listeners to get all the valuable insights related to the professional world. You can connect with us on Linkedin | Twitter | Facebook | Instagram We are Listed on the Below mentioned Platforms, you may subscribe to anyone to get instant updates : Listen on Spotify | Apple Podcasts | Google Podcasts | Castbox | Radio Public | Pocket Casts | Overcast | Breaker
Using a Limited Liability Partnership is this https://podcasts.apple.com/podcast/proactiveresolutionss-podcast/id1500471288 (weeks podcast) theme. Are you looking to set up a Limited Liability Partnership? A limited liability partnership (LLP) has many of the features of a normal partnership and a company. In this podcast I will explain how set up an LLP, what an LLP is what the advantages and drawbacks are An LLP has the organizational flexibility of a partnership is taxed as a partnership, but in all other respects, it's very similar to private company. If you're considering setting up your own business or expanding your existing one then listen to this podcast first! It could save you time and money by knowing exactly what's involved in setting up an LLP before committing yourself. You'll learn everything from why people choose LLPs over companies. This information may be invaluable. The best part is that it won't cost you anything at all! So, sit back relax and listen while I talk to you about LLPs and remember - knowledge really is power when it comes down to making decisions like these! Listen to find out more. ConclusionKnowing how you want to set up your business and https://www.gov.uk/guidance/set-up-and-run-a-limited-liability-partnership-llp (LLP) is a need to know. Understanding Limited Liability Partnerships are an increasingly popular business model. For more business and finance, https://www.proactiveresolutions.com/news/ (news), advice and tips, don't forget to subscribe and watch our weekly videos on https://www.youtube.com/channel/UCcOHECyZS28PELFUQPFjjmA (I Hate Numbers), listen to our weekly podcast https://www.proactiveresolutions.com/podcasts/ (I Hate Numbers). My podcast will help https://ihatenumbers.captivate.fm/listen (Listen) to find out more. Furthermore, my mission is to inform, inspire and educate you to get closer to your numbers. You can make https://www.proactiveresolutions.com/make-money-in-your-business/ (more profits), https://www.proactiveresolutions.com/resources/sole-trader-versus-limited-company-tax-calculator/ (save tax) and time, improve your well-being and your money mindset. Help me to help you and others by subscribing and sharing this episode in your network. https://ihatenumbers.captivate.fm/listen (Listen now) and subscribe to I Hate Numbers, so I can send it straight to your inbox every week with all the latest updates. If you found this podcast useful then share this episode on social, leave a review on https://podcasts.apple.com/podcast/proactiveresolutionss-podcast/id1500471288 (Apple podcast) . Connect with me on https://www.instagram.com/mahmood_ihatenumbers/ (Instagram), https://www.youtube.com/channel/UCcOHECyZS28PELFUQPFjjmA (YouTube), https://twitter.com/mahmood_reza (Twitter), https://www.linkedin.com/in/proactiveresolutions/ (LinkedIn) and https://www.facebook.com/proactiveresolutions (Facebook), https://podcasts.apple.com/podcast/proactiveresolutionss-podcast/id1500471288 (https://podcasts.apple.com/podcast/proactiveresolutionss-podcast/id1500471288) https://open.spotify.com/show/5lKjqgbYaxnIAoTeK0zins (https://open.spotify.com/show/5lKjqgbYaxnIAoTeK0zins) https://www.stitcher.com/podcast/proactiveresolutionss-podcast (https://www.stitcher.com/podcast/proactiveresolutionss-podcast) https://tunein.com/podcasts/Business%E2%80%93Economics-Podcasts/I-Hate-Numbers-p1298505/ (https://tunein.com/podcasts/Business–Economics-Podcasts/I-Hate-Numbers-p1298505/) https://www.google.com/podcastsfeed=aHR0cHM6Ly9mZWVkcy5jYXB0aXZhdGUuZm0vaWhhdGVudW1iZXJzLw%3D%3D (https://www.google.com/podcastsfeed=aHR0cHM6Ly9mZWVkcy5jYXB0aXZhdGUuZm0vaWhhdGVudW1iZXJzLw%3D%3) Pro Active Resolutions The Numbers Crew- Here to help you! This podcast uses the following third-party services for analysis: Chartable - https://chartable.com/privacy
Earlier this summer, the Treasury launched a consultation to reform taxation for self-employed businesses where the accounting year for the business differs from the tax year. Under the proposals, the transition for the change was due to take place in 2022/23, however last week the Treasury announced a delay by at least 12 months with the transition not coming into effect before 2023/24. In addition, the Government recently announced a new health and social care levy by increasing National Insurance Contributions by 1.25% to take effect from 6 April 2022, before the Budget announcement on 27 October. In this webinar, you can hear Chair Claire Watkins, Buzzacott LLP, and speakers Zulon Begum, CM Murray LLP, Corinne Staves, Maurice Turnor Gardner LLP, James Currie, Buzzacott LLP, and Rob Millard, Cambridge Strategy Group discuss the following: 1. How important it is for firms and partners to understand that taking advantage of the transitional period for the Base Period reform could result in their paying substantially more income tax than expected - it could mean spreading profits of the transitional year across the following five years (with the prospect of paying unknown higher tax rates in those years on those profits), rather than spreading the crystallised tax over those five years; 2. The need for partners to have a clear understanding of the extent to which they and their firm are (or in many cases are not) presently fully reserved against the partner's individual tax liability – and to ensure that the firm has not just reserved and set monies aside against the partner's upcoming payment due in January and July 2022, but also against the tax payments that will be due subsequently; 3. The Basis Period reform could consequently bring a lot of under-reserved partner tax balances home to roost, and is important for firms and partners to start cash flow scenario planning now, and to consider the range of funding options available to finance the additional tax and national insurance burden if needed in due course; and 4. The impact of the changes on for senior employees in LLPs, and the ways in which firms can make potential FSP and future EP status (and capital contribution) as attractive and engaging as possible to individuals who may only see risk and loss of employment security. The key changes that firms should consider making to their constitutions now, which will equip them to act very quickly if they need to raise money or conserve cash in future at short notice. We are delighted to invite you to join the Professional Practices Alliance LinkedIn group, a collaborative networking and information sharing space for professional services firms. Join our LinkedIn group here. Follow us on Twitter: @PartnershipAlln
Earlier this summer, the Treasury launched a consultation to reform taxation for self-employed businesses where the accounting year for the business differs from the tax year. Under the proposals, the transition for the change was due to take place in 2022/23, however last week the Treasury announced a delay by at least 12 months with the transition not coming into effect before 2023/24. In addition, the Government recently announced a new health and social care levy by increasing National Insurance Contributions by 1.25% to take effect from 6 April 2022, before the Budget announcement on 27 October. In this webinar, you can hear Chair Claire Watkins, Buzzacott LLP, and speakers Zulon Begum, CM Murray LLP, Corinne Staves, Maurice Turnor Gardner LLP, James Currie, Buzzacott LLP, and Rob Millard, Cambridge Strategy Group discuss the following: 1. How important it is for firms and partners to understand that taking advantage of the transitional period for the Base Period reform could result in their paying substantially more income tax than expected - it could mean spreading profits of the transitional year across the following five years (with the prospect of paying unknown higher tax rates in those years on those profits), rather than spreading the crystallised tax over those five years; 2. The need for partners to have a clear understanding of the extent to which they and their firm are (or in many cases are not) presently fully reserved against the partner's individual tax liability – and to ensure that the firm has not just reserved and set monies aside against the partner's upcoming payment due in January and July 2022, but also against the tax payments that will be due subsequently; 3. The Basis Period reform could consequently bring a lot of under-reserved partner tax balances home to roost, and is important for firms and partners to start cash flow scenario planning now, and to consider the range of funding options available to finance the additional tax and national insurance burden if needed in due course; and 4. The impact of the changes on for senior employees in LLPs, and the ways in which firms can make potential FSP and future EP status (and capital contribution) as attractive and engaging as possible to individuals who may only see risk and loss of employment security. The key changes that firms should consider making to their constitutions now, which will equip them to act very quickly if they need to raise money or conserve cash in future at short notice.
Ran through some races I like on Guineas day and went into depth about the G1s. Good luck.
In the debut of Look Long Play Short Poddy, me and my best mate cam vazzelor talk SuperCoach Horseracing, Horse Racing and Grand final FOOOOOOTYYYY.
Today, we're joined by our resident Carbonologist David Algar to discuss SECR. What is SECR? SECR stands for Streamlined Energy and Carbon Reporting, it stemmed from The Companies Act (2006) which was updated in 2013 to require quoted companies to report annual emissions in their directors' report. In 2018, the regulations were updated and an additional disclosure requirement for quoted companies was brought in. They now require energy use and associated GHG emissions to be reported by quoted companies, as well as by large, limited liability partnerships (LLPs). Why was it introduced? To increase awareness of a business' energy use and emissions and to encourage the introduction of initiatives to reduce energy usage. To provide organisations with the relevant data to make informed decisions. To help increase visibility to key decision makers who may not have been aware of how much carbon their organisation is producing. Provides transparency on an organisation's emissions and energy use to external stakeholders. Is it applicable to you? SECR reporting is designed to apply to all quoted companies in the UK, as well as unquoted companies and LLPs defined as ‘large' under the Companies Act 2006. To be defined as ‘large' under the Companies Act and therefore qualify for SECR reporting they must meet 2 or more of the following criteria: Have a turnover of £36m or more. Have a balance sheet of £18m or more. Have 250 or more employees. Who does it not apply to? Low energy users, those using less than 40MWh per year. If disclosing energy use data could inadvertently reveal sensitive information about your business, or seriously detrimental to the interests of your business. Not all public bodies are required to report. If your data would not be practical to obtain. What needs to be included? This is where it gets slightly more complex as this is where reporting guidelines specify what you must report depending on if you are a quoted company compared to a large unquoted or LLP. Similarities (what everyone needs to report): Their energy use in kWh and GHG emissions in tonnes of CO2 equivalent. Scope 1 and scope 2 emissions you are responsible for and a subset of scope 3 emissions relating to transport. Methodologies, at least one intensity ratio and finally, everyone must report on energy efficiency improvements. Differences: A key difference between quoted companies and the other two types is that quoted companies must reference their global Scope 1 and 2 emissions they are responsible for, and what proportion of their emissions comes from international sources. For unquoted companies and LLPs there is more of a focus on Scope 3 emissions. You will need to report on the energy and emissions associated with Scope 3 transport. This mainly refers to leased road vehicles and vehicles staff own but use for business purposes (grey fleet), but also covers larger vehicles such as ships, planes and trains if you have directly paid for the fuel yourself. What are the benefits for your organisation? You would have quantified a significant proportion of your emissions, which paints a good picture of where your largest emission sources are from. You would have just taken one of the first steps towards achieving carbon neutrality. SECR also helps provide greater transparency for investors and other stakeholders. It also supports other reporting such as ESOS and the new requirement for businesses looking to obtain large government contracts to have a carbon reduction plan in place. How can Blackmores help? By quantifying your emissions for your reporting period, in the long term we can help quantify any remaining emissions that are not referred to in SECR, specifically any remaining Scope 3s We can also help provide clarity on the definitions of each scope and the subcategories within them. We have various templates that we have created and refined to help simplify the process. We can produce the SECR report, meeting all the requirements of UK Environmental Reporting Guidance, and as well as the main SECR report, we can produce the summary of your Director's Report. We'd love to hear your views and comments about the ISO Show, here's how: Share the ISO Show on Twitter or Linkedin Leave an honest review on iTunes or Soundcloud. Your ratings and reviews really help, and we read each one. If you'd like further information on how we can help you with Carbon verification, SECR or Carbon Neutrality, check out our Carbonology Service.
Link to bioRxiv paper: http://biorxiv.org/cgi/content/short/2020.10.26.354753v1?rss=1 Authors: Saar, K. L., Morgunov, A. S., Qi, R., Arter, W. E., Krainer, G., Lee, A. A., Knowles, T. Abstract: Intracellular phase separation of proteins into biomolecular condensates is increasingly recognised as an important phenomenon for cellular compartmentalisation and regulation of biological function. Different hypotheses about the parameters that determine the tendency of proteins to form condensates have been proposed with some of them probed experimentally through the use of constructs generated by sequence alterations. To broaden the scope of these observations, here, we established an in silico strategy for understanding on a global level the associations between protein sequence and condensate formation, and used this information to construct machine learning classifiers for predicting liquid-liquid phase separation (LLPS) from protein sequence. Our analysis highlighted that LLPS-prone sequences are more disordered, hydrophobic and of lower Shannon entropy than sequences in the Protein Data Bank or the Swiss-Prot database, and have their disordered regions enriched in polar, aromatic and charged residues. Using these determining features together with neural network based word2vec sequence embeddings, we developed machine learning classifiers for predicting protein condensate formation. Our model, trained to distinguish LLPS-prone sequences from structured proteins, achieved high accuracy (93%; 25-fold cross-validation) and identified condensate forming sequences from external independent test data at 97% sensitivity. Moreover, in combination with a classifier that had developed a nuanced insight into the features governing protein phase behaviour by learning to distinguish between sequences of varying LLPS propensity, the sensitivity was supplemented with high specificity (approximated ROC-AUC of 0.85). These results provide a platform rooted in molecular principles for understanding protein phase behaviour. The predictor is accessible from https://deephase.ch.cam.ac.uk/ . Copy rights belong to original authors. Visit the link for more info
Link to bioRxiv paper: http://biorxiv.org/cgi/content/short/2020.10.20.347542v1?rss=1 Authors: Lichtinger, S. M., Garaizar, A., Collepardo-Guevara, R., Reinhardt, A. Abstract: Rationally and efficiently modifying the amino-acid sequence of proteins to control their ability to undergo liquid-liquid phase separation (LLPS) on demand is not only highly desirable, but can also help to elucidate which protein features are important for LLPS. Here, we propose an innovative computational method that couples a genetic algorithm to a sequence-dependent coarse-grained protein model to evolve the amino-acid sequences of phase-separating intrinsically disordered protein regions (IDRs), and purposely enhance or inhibit their capacity to phase-separate. We apply it to the phase-separating IDRs of three naturally occurring proteins, namely FUS, hnRNPA1 and LAF1, as prototypes of regions that exist in cells and undergo homotypic LLPS driven by different types of intermolecular interaction. We find that the evolution of amino-acid sequences towards enhanced LLPS is driven in these three cases, among other factors, by an increase in the average size of the amino acids. However, the direction of change in the molecular driving forces that enhance LLPS (such as hydrophobicity, aromaticity and charge) depends on the initial amino-acid sequence: the critical temperature can be enhanced by increasing the frequency of hydrophobic and aromatic residues, by changing the charge patterning, or by a combination of both. Finally, we show that the evolution of amino-acid sequences to modulate LLPS is strongly coupled to the composition of the medium (e.g. the presence or absence of RNA), which may have significant implications for our understanding of phase separation within the many-component mixtures of biological systems. Copy rights belong to original authors. Visit the link for more info
Link to bioRxiv paper: http://biorxiv.org/cgi/content/short/2020.10.19.345710v1?rss=1 Authors: Berkeley, R. F., Kashefi, M., Debelouchina, G. T. Abstract: Many of the proteins found in pathological protein fibrils also exhibit tendencies for liquid-liquid phase separation (LLPS) both in vitro and in cells. The mechanisms underlying the connection between these phase transitions have been challenging to study due to the heterogeneous and dynamic nature of the states formed during the maturation of LLPS protein droplets into gels and solid aggregates. Here, we interrogate the liquid-to-solid transition of the low complexity domain of the RNA binding protein FUS (FUS LC), which has been shown to adopt LLPS, gel-like, and amyloid states. We employ magic-angle spinning (MAS) NMR spectroscopy which has allowed us to follow these transitions in real time and with residue specific resolution. We observe the development of ?-sheet structure through the maturation process and show that the final state of FUS LC fibrils produced through LLPS is distinct from that grown from fibrillar seeds. We also apply our methodology to FUS LC G156E, a clinically relevant FUS mutant that exhibits accelerated fibrillization rates. We observe significant changes in dynamics during the transformation of the FUS LC G156E construct and begin to unravel the sequence specific contributions to this phenomenon with computational studies of the phase separated state of FUS LC and FUS LC G156E. Copy rights belong to original authors. Visit the link for more info
Link to bioRxiv paper: http://biorxiv.org/cgi/content/short/2020.10.09.332734v1?rss=1 Authors: Zhao, D., Xu, W., Zhang, X., Wang, X., Yuan, E., Xiong, Y., Wu, S., Li, S., Wu, N., Tian, T., Feng, X., Shu, H., Lang, P., Shen, X., Li, H., Li, P., Zeng, J. Abstract: The ongoing coronavirus disease 2019 (COVID-19) pandemic has raised an urgent need to develop effective therapeutics against the severe acute respiratory syndrome coronavirus 2 (SARS-CoV-2). As a potential antiviral drug target, the nucleocapsid (N) protein of SARS-CoV-2 functions as a viral RNA chaperone and plays vital and multifunctional roles during the life cycle of coronavirus1-3. In this study, we discovered that the N protein of SARS-CoV-2 undergoes liquid-liquid phase separation (LLPS) both in vitro and in vivo, which is further modulated by viral RNA. In addition, we found that, the core component of the RNA-dependent RNA polymerase (RdRp) of SARS-CoV-2, nsp12, preferentially partitions into the N protein condensates. Moreover, we revealed that, two small molecules, i.e., CVL218 and PJ34, can be used to intervene the N protein driven phase separation and loosen the compact structures of the condensates of the N-RNA-nsp12 complex of SARS-CoV-2. The discovery of the LLPS-mediated interplay between N protein and nsp12 and the corresponding modulating compounds illuminates a feasible way to improve the accessibility of antiviral drugs (e.g., remdesivir) to their targets (e.g., nsp12/RdRp), and thus may provide useful hints for further development of effective therapeutic strategies against SARS-CoV-2. Copy rights belong to original authors. Visit the link for more info
Link to bioRxiv paper: http://biorxiv.org/cgi/content/short/2020.10.08.330829v1?rss=1 Authors: Song, J. Abstract: Very recently, liquid-liquid phase separation (LLPS) of cytoplasmic TDP-43 independent of forming stress granule (SG) has been decoded to initiate the neuron death for ALS. Mysteriously neurons maintain ATP concentrations of ~3 mM, but whether ATP modulates TDP-43 LLPS remains completely unknown. Here we characterized the effects of ATP on LLPS of TDP-43 PLD and its six mutants by DIC and NMR. For the first time, the results revealed: 1) ATP does induce and subsequently dissolve LLPS of TDP-43 PLD. 2) ATP achieves the modulation all by specifically binding Arg mostly saturated at 1:100. 3) LLPS of TDP-43 PLD and its exaggeration into aggregation are controlled by a delicate network composed of both attractive and inhibitory interactions, thus rationalizing the susceptibility of TDP-43 PLD to various ALS-causing mutations. Our studies together establish that ATP specifically binds Arg in intrinsically-disordered domains even not RGG-/R-rich, implying that ATP might be a universal regulator for most, if not all, R-containing intrinsically-disordered domains by altering their physicochemical features, conformations, dynamics, LLPS and assembly. Under physiological conditions, TDP-43 even in neuronal cytoplasm is highly bound with ATP and thus inhibited for its toxic LLPS, highlighting a central role of ATP in TDP-43 pathogenesis and aging. Copy rights belong to original authors. Visit the link for more info
Link to bioRxiv paper: http://biorxiv.org/cgi/content/short/2020.08.05.239012v1?rss=1 Authors: Azaldegui, C. A., Vecchiarelli, A. G., Biteen, J. S. Abstract: Recent investigations in bacteria suggest that membraneless organelles play a crucial role in the subcellular organization of bacterial cells. However, the biochemical functions and assembly mechanisms of these compartments have not yet been completely characterized. This Review assesses the current methodologies used in the study of membraneless organelles in bacteria, highlights the limitations in determining the phase of complexes in cells that are typically an order of magnitude smaller than a eukaryotic cell, and identifies gaps in our current knowledge about the functional role of membraneless organelles in bacteria. Liquid-liquid phase separation (LLPS) is one proposed mechanism for membraneless organelle assembly. Overall, we outline the framework to evaluate LLPS in vivo in bacteria, we describe the bacterial systems with proposed LLPS activity, and we comment on the general role LLPS plays in bacteria and how it may regulate cellular function. Lastly, we provide an outlook for super-resolution microscopy and single-molecule tracking as tools to assess condensates in bacteria. Copy rights belong to original authors. Visit the link for more info
Link to bioRxiv paper: http://biorxiv.org/cgi/content/short/2020.08.05.237966v1?rss=1 Authors: Lin, Y., Fichou, Y., Longhini, A. P., Llanes, L. C., Yin, Y., Bazan, G. C., Kosik, K. S., Han, S. Abstract: Amyloid aggregation of tau protein is implicated in neurodegenerative diseases, yet its facilitating factors are poorly understood. Recently, tau has been shown to undergo liquid liquid phase separation (LLPS) both in vivo and in vitro. LLPS was shown to facilitate tau amyloid aggregation in certain cases, while independent of aggregation in other cases. It is therefore important to understand the differentiating properties that resolve this apparent conflict. We report on a model system of hydrophobically driven LLPS induced by high salt concentration (LLPS-HS), and compare it to electrostatically driven LLPS represented by tau-RNA/heparin complex coacervation (LLPS-ED). We show that LLPS-HS promotes tau protein dehydration, undergoes maturation and directly leads to canonical tau fibrils, while LLPS-ED is reversible, remains hydrated and does not promote amyloid aggregation. We show that the nature of the interaction driving tau condensation is the differentiating factor between aggregation-prone and aggregation-independent LLPS. Copy rights belong to original authors. Visit the link for more info
Link to bioRxiv paper: http://biorxiv.org/cgi/content/short/2020.08.05.237008v1?rss=1 Authors: Zheng, W., Dignon, G. L., Xu, X., Regy, R. M., Fawzi, N. L., Kim, Y. C., Best, R., Mittal, J. Abstract: The formation of membraneless organelles in cells commonly occurs via liquid-liquid phase separation (LLPS), and is in many cases driven by multivalent interactions between intrinsically disordered proteins (IDPs). Molecular simulations can reveal the specific amino acid interactions driving LLPS, which is hard to obtain from experiment. Coarse-grained simulations have been used to directly observe the sequence determinants of phase separation but have limited spatial resolution, while all-atom simulations have yet to be applied to LLPS due to the challenges of large system sizes and long time scales relevant to phase separation. We present a novel multiscale computational framework by obtaining initial molecular configurations of a condensed protein-rich phase from equilibrium coarse-grained simulations, and back mapping to an all-atom representation. Using the specialized Anton 2 supercomputer, we resolve microscopic structural and dynamical details of protein condensates through microsecond-scale all-atom explicit-solvent simulations. We have studied two IDPs which phase separate in vitro: the low complexity domain of FUS and the N-terminal disordered domain of LAF-1. Using this approach, we explain the partitioning of ions between phases with low and high protein density, demonstrate that the proteins are remarkably dynamic within the condensed phase, identify the key residue-residue interaction modes stabilizing the dense phase, all while showing good agreement with experimental observations. Our approach is generally applicable to all-atom studies of other single and multi-component systems of proteins and nucleic acids involved in the formation of membraneless organelles. Copy rights belong to original authors. Visit the link for more info
Link to bioRxiv paper: http://biorxiv.org/cgi/content/short/2020.07.04.187997v1?rss=1 Authors: Kang, S.-G., Han, Z. Z., Daude, N., McNamara, E., Wohlgemuth, S., Safar, J. G., Mok, S.-A., Westaway, D. Abstract: Recent studies show that a single MAPT gene mutation can promote alternative tau misfolding pathways engendering divergent forms of frontotemporal dementia and that under conditions of molecular crowding, the repertoire of tau forms can include liquid-liquid phase separation (LLPS). We show here that following pathogenic seeding, tau condenses on the nuclear envelope (NE) and disrupts nuclear-cytoplasmic transport (NCT). Interestingly, NE fluorescent tau signals and small fluorescent inclusions behaved as demixed liquid droplets in living cells. Thioflavin S-positive intracellular aggregates were prevalent in tau-derived inclusions with a size bigger than 3 m2, indicating that a threshold of critical mass in the liquid state condensation may drive liquid-solid phase transitions. Our findings indicate that tau undergoing LLPS is more toxic amongst a spectrum of alternative conformers; LLPS droplets on the NE that disrupt NCT serve to trigger cell death and can act as nurseries for fibrillar structures abundantly detected in end-stage disease. Copy rights belong to original authors. Visit the link for more info
LLPs, SLPs, UBOs… In this episode, host Tom Keatinge is joined by Graham Barrow of the ‘Dark Money Files’ to examine why these acronyms always pop up in financial crime scandals, often with the UK at the center of them.
Often, emergency decisions need to be made in Professional Services firms to ensure the long-term survival of the business. This has become a daily reality for some firms during this global health and financial crisis, where decisions like pruning the partner ranks and reducing or deferring partner drawings, distributions and promotions or even corporate restructuring may need to be taken. But the aftermath of a quick decision without appreciating the potential legal risks could cost just as much money and time as the firm may have been hoping to save by making the decision in the first place. It is therefore even more important in a crisis to understand the potential pitfalls in decision-making in relation to Partnerships and LLPs and mitigate the risks as far as possible from the outset. In this Zoominar, chaired by Zulon Begum, you can hear the leading partnership and LLP silk John Machell QC and expert partnership and LLP adviser to Professional Services firms, Sarah Chilton discuss some of the issues that arise for firms decision-making in a COVID-19 world, including: 1. Whether a firm is subject to any fetters when exercising a contractual discretion to exit a partner on a no-fault basis. Getting this right is vital as failure to do so may make the firm management's decision void, potentially resulting in the partner continuing to accrue profit share rights. What if there are no relevant powers provided for in the Partnership or LLP Agreement? And is it really necessary to document the reasons for every decision made at the height of a crisis and if so, how? 2. Which risks should a firm consider before taking a decision in response to COVID-19 which may affect some partners more disproportionately than others? And how might a firm insure themselves against sex, age, disability or other discrimination and whistleblowing claims from disgruntled partners affected by their decision-making? 3. What if your Partnership or LLP Agreement requires you to hold physical meetings to pass a resolution? 4. How can firms ensure that they implement a compliant partner appraisal and decision-making process in the middle of a lockdown that has disrupted the normal way many partners were required to work? What information should be obtained, shared and recorded and do firms have less onerous obligations if there is no express contractual process? 5. Which procedural and substantive rights should a firm implement when exiting a partner to insulate it against common challenges? 6. Which issues should firms in distress bear in mind when making material changes and key strategic decisions around mergers, appointing insolvency practitioners or agreeing pre-pack, and what might be the consequences of getting it wrong? If you would like to discuss any of the issues raised in this podcast further, or for guidance on your specific rights, responsibilities and potential liabilities, please contact Partners Zulon Begum and Sarah Chilton.
Join us LIVE with ProvenAir / Air Spares Unlimited - CEO, Jim Boccarossa Wednesday May 27th @ 9:00a PDT / 1600 GMT for another LinkedIn LIVE interview. #LinkedInLIVE How can you support getting the Fleet back in the air? What does it mean to your business? Do you need to change your business strategy? Key discussions will focus on: ☑️ Recovery In Aviation ☑️ Parts and Logistics ☑️ Records and Back to Birth Traceability BACK-TO-BIRTH TRACE MADE EASY. One of the most time-consuming and frustrating aspects of sourcing, selling, and repairing Landing Gear and other life limited material, is verifying and completing back-to-birth records for you or gaining your customer approval. Remove the hassle and the time it takes to put together complete trace on LLPs and leverage ProvenAir 's service to obtain a 3rd party review of paperwork before making a large asset purchase, presenting a proposal to a customer, or returning a plane from lease. Provide your engineers & customers, an easy to evaluate format to speed the process of paperwork acceptance. Join us for discussions with key leaders in Aviation. Together we will be the RECOVERY IN AVIATION ! What are the keys to success? ✅ What is happening now? ✅ What do I do? ✅ What are the factors of success? Why is all the news reporting just about the problem? Reporting is focused on how bad the situation is. We all know how bad it is. Let's Talk RECOVERY ! Join us for thought leadership on Recovery In Aviation. Watch for the LinkedIn LIVE notification.
Link to bioRxiv paper: http://biorxiv.org/cgi/content/short/2020.05.04.076968v1?rss=1 Authors: Zhang, X., Vigers, M., McCarty, J., Rauch, J. N., Fredrickson, G. H., Wilson, M. Z., Shea, J.-E., Han, S., Kosik, K. Abstract: Tau protein in vitro can undergo liquid liquid phase separation (LLPS); however, observations of this phase transition in living cells are limited. To investigate protein state transitions in living cells we found that Cry2 can optogentically increase the association of full lengh tau with microtubules. To probe this mechanism, we identified tau domains that drive tau clustering on microtubules in living cells. The polyproline rich domain (PRD) drives LLPS and does so under the control of phosphorylation. These readily observable cytoplasmic condensates underwent fusion and fluorescence recovery after photobleaching consistent with the ability of the PRD to undergo LLPS in vitro. In absence of the MTBD, the tau PRD co-condensed with EB1, a regulator of plus-end microtubule dynamic instability. The specific domain properties of the MTBD and PRD serve distinct but mutually complementary roles that utilize LLPS in a cellular context to implement emergent functionalities that scale their relationship from binding alpha-beta tubulin heterodimers to the larger proportions of microtubules. Copy rights belong to original authors. Visit the link for more info
Mark answers questions from his mentees. Discover how you can utilise limited liability partnerships (LLPs) for your business, how you can SSAS for residential property purchases, how you can transfer properties to ltd companies, and how you can claim incorporation reliefs instead of paying capital gain. He gives detailed answers and great advice on their problems. You might have some questions about property that Mark has answered already so make sure to check out this episode. KEY TAKEAWAYS Advice for company structure arising from business plan reviews. A business plan has 70% rent to SA, 20% e-commerce, 10% acquisitions. Mark suggests including 1 LLP to offset against taxes. An LLP comprises two or more people (i.e. sole traders) and it limits the liability. The debts of the LLP can not be your debt personally. Can a single property be transferred to another company? Some put it in an LLP for 2-3 years the move it to an ltd company, but you got to pay the fees. If you’re dealing with multiple properties, you can directly transfer to an ltd company and claim incorporation relief. Can SSAS be used to purchase residential properties? If you want to use the money for residential purchases, it can lend the money to an ltd company as a loan but it needs to be charged over the building. Section 162 Incorporation relief – You can claim incorporation relief and not pay capital gain when you’ve proven that validity of your business. BEST MOMENTS "I think having 1 LLP in your suite of entities is definitely good idea.” “If you've got a lot of properties, you can go straight to an ltd company and claim incorporation relief.” VALUABLE RESOURCES Progressive Property ABOUT THE HOST Mark Homer is an entrepreneur investor. He has worked with investment since he was 15 years old using the laws of wealth! He is a spreadsheet analyst with an impressive following from major publications including BBC Radio, The Wall Street Journal, The Independent, as well as co-authoring the UK’s best-selling property books. Mark has always looked for the best investment vehicle, and at the end of 2007 with Rob Moore the co-founder of Progressive Property his joint portfolio produced more profit than any of the other investments he’d tried in the last ten years, combined. Contact Method Email: Markhomer@progressiveproperty.co.uk LinkedIn: https://www.linkedin.com/in/markhomer1 Facebook: https://www.facebook.com/markprogressive Twitter: https://twitter.com/markprogressive See omnystudio.com/listener for privacy information.
Mark answers questions from his mentees. Discover how you can utilise limited liability partnerships (LLPs) for your business, how you can SSAS for residential property purchases, how you can transfer properties to ltd companies, and how you can claim incorporation reliefs instead of paying capital gain. He gives detailed answers and great advice on their problems. You might have some questions about property that Mark has answered already so make sure to check out this episode. KEY TAKEAWAYS Advice for company structure arising from business plan reviews. A business plan has 70% rent to SA, 20% e-commerce, 10% acquisitions. Mark suggests including 1 LLP to offset against taxes. An LLP comprises two or more people (i.e. sole traders) and it limits the liability. The debts of the LLP can not be your debt personally. Can a single property be transferred to another company? Some put it in an LLP for 2-3 years the move it to an ltd company, but you got to pay the fees. If you’re dealing with multiple properties, you can directly transfer to an ltd company and claim incorporation relief. Can SSAS be used to purchase residential properties? If you want to use the money for residential purchases, it can lend the money to an ltd company as a loan but it needs to be charged over the building. Section 162 Incorporation relief – You can claim incorporation relief and not pay capital gain when you’ve proven that validity of your business. BEST MOMENTS "I think having 1 LLP in your suite of entities is definitely good idea.” “If you've got a lot of properties, you can go straight to an ltd company and claim incorporation relief.” VALUABLE RESOURCES Progressive Property ABOUT THE HOST Mark Homer is an entrepreneur investor. He has worked with investment since he was 15 years old using the laws of wealth! He is a spreadsheet analyst with an impressive following from major publications including BBC Radio, The Wall Street Journal, The Independent, as well as co-authoring the UK’s best-selling property books. Mark has always looked for the best investment vehicle, and at the end of 2007 with Rob Moore the co-founder of Progressive Property his joint portfolio produced more profit than any of the other investments he’d tried in the last ten years, combined. Contact Method Email: Markhomer@progressiveproperty.co.uk LinkedIn: https://www.linkedin.com/in/markhomer1 Facebook: https://www.facebook.com/markprogressive Twitter: https://twitter.com/markprogressive
Listent to Andy and Gandhi as they talk with Nikki Kanani (Act Director of Primary Care for NHS England) about primary care networks (PCNs), social media, tech in healthcare and boardgames..this is a must hear episode. Shout out to Ben Gowland of The General Practice Podcast and Shubz Upadhay of 2 GPs in a pod. eGPlearning Podblast welcomes Nikki Kanani Thanks to our sponsor - HTN - Health Technology News -HTN The health tech news paper - an innovative daily news and opinion website for the health tech networkHealth Tech Week - Join us as we talk about how to work quicker in primary care using technology. Sign up here: Check out the RCGP Bright ideas projects if you have an idea that might help primary care and want support and mentorship to make it a reality Interesting opportunity for GPs in the Nottingham Area - Digital GP Fellowship Scheme - listen to the end for details Nikki Kanani - Director Primary Care NHSE 4.30 Why is Nikki Kanani still only the acting Director of Primary care? 7.30 We talk about Next Gen GP and the impact it can have 8.30 Managing the social media demon - we learn how Nikki managers multiple whatsapp and Twitter channels. 11.20 We talk about is being accessible healthy or not? The pro and cons… 12.00 We ask what support is coming for Primary care networks particularly from a tech perspective 17.50 We ask about interoperability and is it attainable? 20.25 NHSX 22.00 The impact of digital consultations as part of the new contract and how can practices deliver on them for patients?26.30 We discuss how integrated care systems may impact primary care, like improving outpatient care. 29.00 We ask when the estates report is due? 29.50 We discussed the partnership review by Nigel Watson and if LLPs could be a model for GP partnerships. 32.20 We review the recent news story about the number of GPs and how they are valued, but also how we have significant recruitment issues. 34.40 Hear what technology excites Nikki with its potential impact on primary care? 39.00 The NHS was designed to answer the question are you unwell? The public are now asking am I healthy? Can the modern NHS answer this question? 41.40 What will healthcare look like in 5 years..? 43.40 How much impact with a practice website have on patient services? 45.15 Boardgames and we get to see Nikki's house!!!! (Monopoly, Risk, Pandemic , the Legacy version and more….) 48.40 We talk about chaiiwala and Farah Jameel's recent visit to Nottingham 50.00 What is Nikki Kanani's favourite work based app - her apprasial one 50.53 What is her favourite non-work app - Buddhify and Questido 52.30 If you had £100 million
In an extended episode, we delve into the intricacies of UK LLPs and, using real examples, explain how the rules allow them to be constructed in a such a way as to hide ultimate ownership behind a series of entirely plausible, but geographically diverse entities.And our old friend Ali Moulaye gets a mention (or two...).Due to the complexities of the subject, there are supporting graphics on our website.DISCLAIMER: There is no suggestion by us, explicit or implied, that any of the people or entities discussed in this or any other episode of "The Dark Money Files" is in any way connected to laundromat or other criminal activity. They are simply used as examples of how other actors might circumvent the rules.Support the show (https://www.patreon.com/TDMF)
In this first episode of season 2 we discuss Ali Moulaye, the man whose signature is at the base of Companies House account filings for a multiplicity of LLPs identified as being involved in a wide variety of laundromats. And it's quite a story!Support the show (https://www.patreon.com/TDMF)
Are you an LLC with clients outside the state you reside in? If yes, you may have to pay sales tax in every state you conduct business. In a previous episode, we talked about sales tax on tangible goods and today we transition into what the law says for businesses that don't sell physical goods. We continue our conversation with Derrick Winke of Wink Tax Services, a firm located in Troy, just outside of Detroit, Michigan. In his line of work, Derrick focuses primarily on tax returns for individuals and small businesses. Click here to find more information on our website. Business Sales Tax - Key Points Not all states apply sales tax to digital products and services. Whether or not you collect sales tax on intangible goods is not always affected by where you choose to operate from. Understanding the legal concept of Nexus when it comes to doing business. There is always the possibility that the State will eventually go after third-party record-keepers, to require them to report information. If you are an LLC outside of California and have clients in California, you may be required to pay taxes on the profits you make on those clients. In recent years, there has been a push by the IRS requiring that 1099s be issued to more businesses. The requirement for form 1099 is different for corporations, LLCs, and LLPs. Cutting corners today could cost you a fortune in future. Some useful questions to ask your CPA or Bookkeeper before you hire them. Most businesses fail because of bad record-keeping. Invest in the next 15 minutes to find out more Links Wink Tax Services If you have not checked out all of our free resources available to you. Click here for our site. Here are some of our featured free resources. How Can I Organize My Financials? Should I Have A Business Plan? What Steps Should I Take Towards Branding? How Can Marketing Bring In More Clients? The Start-Up Checklist What Type Of Corporation Should I Be? Things To Consider When Scaling A Business
Are you an LLC with clients outside the state you reside in? If yes, you may have to pay sales tax in every state you conduct business. In a previous episode, we talked about sales tax on tangible goods and today we transition into what the law says for businesses that don’t sell physical goods. We continue our conversation with Derrick Winke of Wink Tax Services, a firm located in Troy, just outside of Detroit, Michigan. In his line of work, Derrick focuses primarily on tax returns for individuals and small businesses. Click here to find more information on our website. Business Sales Tax - Key Points Not all states apply sales tax to digital products and services. Whether or not you collect sales tax on intangible goods is not always affected by where you choose to operate from. Understanding the legal concept of Nexus when it comes to doing business. There is always the possibility that the State will eventually go after third-party record-keepers, to require them to report information. If you are an LLC outside of California and have clients in California, you may be required to pay taxes on the profits you make on those clients. In recent years, there has been a push by the IRS requiring that 1099s be issued to more businesses. The requirement for form 1099 is different for corporations, LLCs, and LLPs. Cutting corners today could cost you a fortune in future. Some useful questions to ask your CPA or Bookkeeper before you hire them. Most businesses fail because of bad record-keeping. Invest in the next 15 minutes to find out more Links Wink Tax Services If you have not checked out all of our free resources available to you. Click here for our site. Here are some of our featured free resources. How Can I Organize My Financials? Should I Have A Business Plan? What Steps Should I Take Towards Branding? How Can Marketing Bring In More Clients? The Start-Up Checklist What Type Of Corporation Should I Be? Things To Consider When Scaling A Business
In this episode Chris and Ritchie talk the three main corporate structures of setting up in a Serviced Accommodation Business: Sole Trader, Limited Company & LLP. They will discuss the different pro’s and con’s of each legal entity including risk, taxation, VAT, and selling the business. Chris and Ritchie will also talk about the separation of trade, and why it’s so important. Show Notes: The Serviced Accommodation Podcast is a show brought to you by Chris Poulter and Ritchie Mazivanhanga aimed at new and experienced property investors alike. With each show we help you Start, Systemise and Scale your Serviced Accommodation Business. If you would like to ask us a question or discuss anything in this episode, please join our Facebook group and ask away. To listen to more episodes or get more information go to www.thesapodcast.com. Transcription: Hi I’m Chris. Hi I’m Ritchie. Welcome to the service accommodation podcast. Today we’re going to be talking about corporate structure. – What are we going to cover today Ritchie? So today we’re going to be talking about the three main entities that you would use in serviced accommodation. You’ve got a sole trader, limited company and LLP which is a limited liability partnership. And the second thing we’ll be talking about today is separation of trade so keeping these trades in different entities where you don’t have the crossover between rent to rent and management in one company, just separating them accordingly. So as Ritchie says we’re going to kick off by looking at the three main types of entity you might choose to use for your business. Sole trader, limited company and LLP and I think it’s important to have a think about the key factors which we’ll be looking out when we think about what basis we’re going to kind of make a decision on how we can compare that if that makes sense. So there’s kind of different elements of each really. So the first area we’re going to look at is control. So what kind of control do you have over that entity type, talking about protection of the trading name and thinking about what impact that has. Allocation of profits as well, very important. We’ll think about the trading risk associated with each type of entity. You know I talk about it all the time, I think I should coin a phrase and really that kind of breaks down to two key areas really, the financial risk so you know what happens if this business makes losses basically and the legal risk. So what happens if someone sues the business or what happens if God forbid criminal charges are being brought which obviously shouldn’t happen if you are running the business properly right. So then we’re going to have a look at taxation obviously a very important part of when we’re choosing how we should structure our business and obviously have a profit to tax is very important as well. And from there we can kind of derive how tax efficient is it for what you want to do as a business because there’s lots of different things you might want to do. You might want to withdraw the profits from the business. You might want to kind of retain all the profits in there and go and use that for reinvesting into other things offer for growing the business and as a separate thing if you’re claiming capital allowances and that can have a big impact on the taxation. So what’s the impact if you’re looking to claim capital allowances. On top of that we’re also going to look at VAT and the impact of VAT in the entity and also selling a business. How easy or hard is that. As you can see there’s quite a lot of different factors involved in this and that’s why it’s not that easy when you’re kind of working out the best way to do it is it Ritchie? And so as a whole you can’t really give you specific advice on your situation but we can kind of generalize. Yes yeah but based on your personal situation and what you are looking to achieve this. Yeah very much and hopefully we can give you an idea around the factors which you might want to might want to consider when you were choosing what you what should work best for you. So it’s not one size fits all. It’s basically you need to choose the shoe size that fits your business or fits what you want to do. So we’ll start off with sole trader and this is the most basic form of trade. It’s basically just doing it in your own name right? Yes income and guest contractors in your personal name and you are fully responsible so personally responsible. And to set this up you just need to register as self-employed. It’s very straightforward really. Yep and you trade under a name without registering it as long as there is no infringement so as long as you’re not using a name like Microsoft you know which is already being used by someone else. And you as a sole trader you’re personally liable for any financial losses. So the business is in your name your sole trader, you’re self-employed so you’re liable. You’re responsible. So if you ever have any like legal disputes as well you’re liable because everything is in your personal name. Not much protection as a sole trader. Yeah and that’s probably why it’s the big downside around being a sole trader isn’t it. You know it’s quite quick and easy to get set up, it is not necessarily inefficient for tax as I’ll talk about in a second but it does mean that you’re taking on quite a lot of this kind of risk. So unless you’re happy and comfortable with that risk you might want to think about some of the other structures. So in terms of a tax situation as a sole trader well it’s essentially personal income. So any profit which you make within the business because of course you can claim all your costs against your turnover, any profit you make in there is basically personal income so of course what that means is that if you are a higher rate taxpayer then that can be relatively inefficient because you are going to be paying 45 percent tax on all that money which is coming in. Now again there’s other situations where it can be very tax efficient. So for instance if you want to use it as your main income and you’ve not got money coming in at the moment then it can be quite a good way to do it because if you did that through a limited company, you’d also have to pay employers national insurance. So there is quite a cost saving there in terms of being a sole trader if you want to kind of live off the income which it generates if that makes sense. Now another strange quirk around the sole trader is that if you hit the VAT threshold then it means that you as a person go VAT registered. So any income you make above that from other sources in your name is VATable. Yeah yeah absolutely once you register for VAT, any income other than wages obviously which is separate would be would be VATable and that might not affect a lot of people but other people might you know maybe do a bit of freelance work here or there whether that’s kind of I.T. or consulting or anything really it would mean that even that, even though it’s a different trade they would then have to charge VAT on it. So again I think it’s it’s an important consideration in terms of will that affect you personally, will that have an impact on what you’re doing and therefore something you should avoid. I think another aspect to consider when it comes to sole trader is that it is quite tricky to sell the business. You can’t just sell your name. Well that’s the thing because the upside is you can use any name. But the downside is you’ve not really got any rights over that name that anyone could come along and go oh they’ve set up a good business, start a business called that and basically nick it off you. So there’s not a lot of protection around it and it means when you come to sell the business well you know the name might not be protected and you have to essentially sell the individual component parts so you I’m selling on my client list, I’m selling you know how I create my product or whatever it is that you do within the business and so on. So it does make life very tricky compared to a limited company for instance. Yes definitely. And that is a second trader we’re going to be talking about and with a limited company, setting it up is very easy. You can do this online in a matter of hours really and the costs are quite low, cost about £20 I would say. Yeah and HMRC or any of the other sites that you can do, you can set up for less than that. Personally I would say don’t use HMRC site. It has all the options in there but some of the other sites just have a few extra defaults for you to use, you know sample documents and it’s little stuff like with the HMRC website last time I set up a business through there I had to retype the same address three or four times just like you know what I don’t care about paying a couple of quid extra just to save time. It does save a little bit of time doing that. And when it comes to control of a limited company it’s controlled by one or more directors and owned by shareholders. So you can have a director as a shareholder as well but yeah it’s owned by shareholders. So with the limited company your company name is protected, it’s your name when you register that company yet no one else can use their name elsewhere. The good thing with a limited company is in the name really, limited. So you’ve got limited liability and you’re not personally liable for any legal disputes other than criminal actions including things like fraud when obviously defraud money or any wrongful trading so when you’re not solvent so there’s no future for the company like no potential as you guys making a profit and then you continue to trade anyway. And if you’re not minimizing risk to creditors as well, that is deemed wrongful trading as well. So if you see a company going downhill and you know you’re going to be losing money you’ve got creditors your money too but you then go out and make an extravagant purchase without any consideration for your creditors, that is wrongful trading. Yeah absolutely. I’m hoping that no one listening to the podcast would ever get involved in kind of wrongful trading or criminal actions but still it seems worth pointing out that you know although you do have this limited liability, it doesn’t extend to criminal actions. So in terms of tax with a limited company then essentially what happens is at the end of the year you kind of do the usual calculation to work out what your profit is and here you pay corporation tax on your profits now that’s currently at 19 percent and I think it’s going to be until 2020 now. So basically you pay 19 percent on your profits and then you’ve got I mean accountants call it wash money you know where it post tax and you can kind of do what you want with it. Now what you can do and this then becomes very efficient if you want to reinvest that money because you’ve only paid 19 percent tax and then you’re free to reinvest it. Now you can reinvest it through that same limited company maybe by going and buying assets in there whether that’s assets to help the trade of your company or even property or offices that type of thing. Alternatively you can actually lend that money out into another LTD company which can then or LLP even which can then go and buy the assets so once you’ve paid that corporation tax which is relatively low once you’re talking big numbers compared to income tax then actually you’re very flexible about what you do with that money. Chris could also just tell us about what’s was the benefit of things like director’s loans as in the tax benefit? Okay so directors loan is a good way to kind of do a short term oh I bought this, I bought that so you know let’s stick on the director’s loan account so that can get paid back at a future point. Now there’s a bit of a danger of you know abusing that because if you think about it, if you take money out the company then you meant to pay tax in one form or another. Otherwise there could be a loophole where basically you go oh I’m not taking money out the company it’s just lending me money at the rate of £100,000 a year, I just don’t plan to pay it back ever. So obviously they have to have rules in place to prevent that. So essentially if is a directors loan in place at the end of a tax year negative balance e.g. you as a director owe the company money then it has to be paid back within I believe nine months at the end of the tax year. Otherwise if you start getting hit with some very very significant taxes which albeit you get paid back when they eventually when you pay off that loan but it makes it an administrative nightmare and it’s a very heavy deterrent from kind of over using that directors loan. Cool so if you’re not looking to reinvest that money instead you’re looking to withdraw it then you do have to then pay more tax on it. Now the first £5000 at the moment it’s tax free. Unfortunately that’s going to down to £2000 at the start of the new financial tax year. Yeah yeah unfortunately and of course over a year of that kind of tax perk has been eroded really, dividends used to be extremely tax efficient. And now that in all honesty a lot of the time it’s a little bit marginal although it really still works out a little bit better to take money out through dividends. So yeah at the moment the first £5000 is it is tax free on dividends, it’s going to be £2000 from April 2018. Then if you’re a basic rate taxpayer you going to pay 7.5 percent tax are above that and if you’re higher rate taxpayers pay 32.5 percent tax. So you are going to be taxed you know taking money out of the business. One of the great things about limited companies is just kind of how flexible you are with it because you can decide to sell part or even all of your business quite easily just by selling shares. So it does mean that if maybe you’re growing a business which you plan to kind of grow the IP of, you want to turn it into something valuable in its own right and potentially sell it in future then a limited company is always a good route to go down for that really. Another company structure with limited liability so to speak is a limited liability partnership and the limited liability partnerships set up is quite straightforward as well. You can do that online and it’s not as instantaneous as a limited company set up because this could have a several day delay and it’s a bit more costly because there it’s about £40. They say it takes a couple of hours but I mean we won we’ve set up an LLP it’s taken a couple of days to go through. Yeah it’s still not a lot of money. I thought it would be really expensive actually it’s not bad at all. The same company formation websites will set you up an LLP as well as a limited company And the structure of their company is in the name really, it’s a partnership so it’s controlled and owned by two or more members. Yes to state is obvious. That means that if it’s just you then you’re not going to be to start an LLP. Now just to complicate things even further, the members don’t actually have to be people you can have companies in there. But it starts to get very complicated once you start to look at entities where you’ve got a limited company as a member of an LLP so we’ll pretend I didn’t just say that and you can move quickly on. So with the limited liability partnership, your company name is protected so yet again this is your company name, no one can steal it, no one can use it and you are not personally liable for any financial losses just like a limited company and you are not personally liable for any legal disputes just like we explained just in the LTD company. What makes LLPs very different is that from a liability point of view, they are very much like a company. But from a personal attack point of view, they’re almost like a sole trader. So the personal tax is applied to all the profits. So in essence what you get to do with isan LLP is you get you say okay our LLP made £50,000 profit this year. How do you want to allocate that across the members and you go well you know £20,000 for this member, £15,000 for this member, £15,000 for this member and then each person is taxed as personal income on that amount of profit that they’ve been allocated. So that can then be very beneficial if you’re looking to be flexible. For instance if you’ve got a partner or family member who is not earning a lot of money compared to you then you can make it flexible and make sure that you’re taking money out of that LLP in the most tax efficient way. Another major benefit really around that is if you’re claiming capital allowances and I know we’ve only talked a little bit about capital allowances so far and I’ll try not to go too much into it other than saying it’s a way of saving quite large amounts of tax and you can then apply it to whatever entity is claiming their capital allowances. So for instance if you had capital allowances £50,000 that would allow you to essentially not pay tax on £50,000 worth of profit so obviously quite beneficial in that respect. And if you look at capital allowances with an LLP there is a very big advantage compared to them compared to a limited company if you want to take the money out because with a limited company if you claim capital allowances that will save you 19 percent on tax which is great if you want a kind of reinvest it, absolutely fine but if you’re looking to take the money out, you still need to go and pay some tax on it. Now with an LLP because it’s personal tax that means that if you apply the capital allowances to the profits from an LLP it means you have no tax to pay at all and it’s now in your name. That means that if you’re taking money out of it and you’ve got capital allowances then you might actually be much better off with an LLP. If it’s too confusing then just jump on the Facebook group and let’s have a chat about it. So one of the downsides I guess of an LLP is again it’s not got shares, therefore it’s quite difficult to sell it as a business. We’ve we’ve looked at a few developments for instance which were struggling and based on an LLPs and developers were looking to sell them off and it does become a lot more difficult and a lot more complicated to sell an LLP than it is a limited company where you can just sell all the shares. It is worth knowing and understanding that so if you are looking to build something which you think potentially one day you might want to sell on then probably the LLP is not going to be the right route for you to go down. If you have a rent to rent business and then you’ve got a serviced accommodation business or serviced accommodation management business, it is always good to have a separation so separate these trades into different entities because you’ve got various risks and things that may affect them so first and foremost things like trading risk. If you have an issue with a problem in the guaranteed rent business, someone falls over whatever, the liability and then it’s the whole company that’s impacted you know. If there’s rents that haven’t been paid or people haven’t been paid that’s a risk on both your entities, both your businesses that could have been divided into separate entities with various different liabilities. And then you’ve also got things like bookkeeping and accounting. Yeah we’ve seen quite a few books and it does get a bit messy. It’s a very strenuous activity as it is on the serviced accommodation side of things but if you’ve got the rent to rent business as well it’s just very complicated. It becomes very extremely long winded and can be very expensive because you’re paying for someone’s time to do that. You’ve also got things like a VAT. So if you’ve got a rent to rent business, rent to rent as we know that’s not liable for VAT because it’s residential property whereas serviced accommodation is a business and as a serviced accommodation business you are liable for VAT, you can go over the VAT threshold. So if you’ve got all your income in one business and then shoots you up to the VAT threshold, your rent to rent business is also liable for VAT. Yeah if you’re doing flat rate and otherwise well it might not be rent to rent or it’s exempt, you might have for instance an SA rent to rent business and a management business both of which are VATable turnover so if you’ve got them in the same entity then you’re going to hit that threshold a lot quicker. Exactly. Whereas if you’ve got separation of the management business or the money coming in, your holding in the trust of people doesn’t constitute as part of your turnover then yeah it’s going to take you a lot longer to hit the VAT threshold in that business. And they’re genuinely different trades and therefore you’d always want to put them in a separate entity where possible. It’s not artificial separation. They are genuinely different trades. Exactly so I think the key question you’re likely to ask is what type of entity would you use in what situations. And again we said we can’t really give advice but we can make some generalizations. So for instance if you’ve got a rent to rent serviced accommodation business then generally you’re going to be looking at a limited company to state the obvious it kind of limits the liability but it also does mean it’s quite tax efficient and flexible. So whether you’re kind of looking to keep funds in there or take them out as profits it can work quite well. You know either way from a tax perspective, it is also quite a flexible structure so it means that you can work with joint venture partners or maybe you want to sell a share of the business or even the entire business and that type of structure will allow you to do that. So generally but that’s probably the structure we’d look at for a rent to rent business. So for a management business again for all of the same reasons generally you’d be looking at a limited company in terms of limiting your liability, tax efficiency, structure everything like that. Again you know it’s probably more chance of you selling a management business I would guess because if you look at the property world and agents for instance then it’s kind of well-established that letting agents have quite a high value compared to their turnover in terms of business valuation. So if you looked at SA management businesses in a similar light then you would say a management business with say 100 clients is probably going to be valued relatively highly. It could be at some point you want to cash in and go retire to that yacht in the Mediterranean right. So it’s quite important I think from that point of view. Now if you think about purchasing and you’re specifically purchasing for serviced accommodation then perhaps you might want to be looking at an LLP type structure instead. Now this is still going to limit your liability but the key thing here is that it’s going to maximize the capital allowances which you most likely going to be able to claim. And it’s really going to be very tax efficient for bringing the profits through to you personally. And again for the same reasons an LLP can work very well for development. A lot of the time we see developments going on even when they’re not going to serviced accommodation for instance if it’s a commercial conversion then often you’re able to claim capital allowances on commercial building which you’ve purchased and so they’ve done an LLP because it’s much much more tax efficient. So just to confuse things even further if it hasn’t been complicated enough already so then you can kind of get to multi entity structures which is really where we’re kind of combining different legal entities together to kind of really optimize what you’re doing. Now I think maybe the easiest way to understand that is the type of scenario where for instance you already own a portfolio of properties lets say maybe five or 10 properties which you’ve purchased over last 10 years and they’re all in your personal name and then you’re looking at what’s the best way to operate serviced accommodation. So this would really be a multi entity structure because what you’ve got is you’ve got the properties owned in your own name and you’re probably going to want to put another another company of some form in place. So really if we start to think about this situation and what you could do with this specific scenario you’ve probably got two main options. So first of all you could set up a new Ltd company and then you could rent those properties off yourself and that way all the trading would actually be going through this new Ltd company so you’d essentially be rent to renting or guaranteed renting from yourself. Now when we do this and we have a company which is operating directly with the customer so that’s that’s the company who is ultimately responsible for the customer then we call that an OPCO. So if you hear us chucking that around here there and everywhere that’s what we mean it’s a company which ultimately has responsibility for the booking when it comes to the guest you know. And so with these OPCO then the advantage is that actually all the trading risk and I know we’ve talked about that a lot today but that’s real critical when we’re talking about corporate structure, all the trading risk both financial or legal is passed from you in your personal name into that business. Now that’s really really critical because if you own assets in your own name and you have a serious financial issue with that business then potentially they could go after your properties and repossess them to pay off your debts. Now if you’ve passed that financial risk into a separate trading company then that can’t happen as long you play by the rules. It’s exactly the same as legal issues. You know if you have a major legal issue to do with your serviced accommodation business and that’s been separated out into an OPCO then the buck stops with that and ultimately the worst case scenario is that you have to shut down that company but you still have your properties. Now if that was in your own name then again potentially banks could come after repossess your properties in order to to repay court settlements. So you know that’s a great reason to kind of put it in an OPCO. Of course it also means that you’re taking another profit away from you in your personal name and putting it into a Limited Company, which if you’re going to be reinvesting those profits or if you don’t need to be taken out on a monthly basis as income to live on can be very tax efficient way of doing it. Now the alternative to the OPCO where you’re kind of rent to renting it off yourself, would be a management company or sometimes we call that that an agent because that’s what essentially they’re doing, they’re acting as an agent on behalf of the owner. Now the reason this can be very beneficial is because if you’re dealing with multiple entity. So for instance you own some properties in your name, your partner has some property then their name, maybe a family member or a friend. It’s much easier to be dealing with one company which deals with all the operational aspects of the businesses and that would be this management company. The other thing is that it can be a lot more VAT efficient when you’re dealing with multiple entities. So for instance if I have some properties in my name and Ritchie has some properties in his name and we have a management company together then each of those properties have got a separate VAT status which is depending on how much we’re turning over. Yeah if we had an OPCO together so rent to renting them then that would actually mean that the combined turnover would push us over the VAT threshold where separately it might not. So it does mean that VAT efficiency can be better if you’ve got an agent company or a management company in place instead. But of course the downside of that is as we’ve discussed throughout the episode today that means you’re taking on the trading risk yourself so you need to be relatively comfortable with that and what I would generally say is that a lot of the legal risk can be covered by insurance but that means don’t skimp on the insurance, don’t just get the cheapest cover. Use a really good broker and make sure that they know what risks there are associated with it and that they’re genuinely covered because in my understanding having spoken to people in insurance is that 50 percent of policies aren’t worth the paper they’re printed on because they’ve just got clauses here there and everywhere that they’ll be able to get out of anything. And if that’s you know going to take away your home, your portfolio, your livelihood it’s really not a good place to be. It’s also about being very open and honest as well when doing the fact finding and explaining the details of how you work. You don’t want it to be just generalized like this is how we work and in serviced accommodation we’re doing this but you have to be specific about how you operate and work so that the insurance policy is very personal and covers your business accordingly. Yeah and also working with someone who does understand serviced accommodation because you’ll find a lot of insurance brokers don’t. So very very important to work with someone who specialises. So if you can cover off that risk the legal risk you know that probably 99 percent of it covered then it just comes down to the financial risk. Is that something that you’re comfortable with, is it a completely new model? Now we always talk about build test scale, is it a model you’ve done before and you know how it performed financially and you’re comfortable with that financial risk? Or is it actually something completely new and you don’t really know if it’s going to work or not? And I would suggest that if it’s something completely new then maybe you don’t want to be doing it and taking that financial risk in your name because again as we say if those debts start to pile up cause it’s not working out you are going to be personally responsible. I hope this episode hasn’t been too confusing, very comprehensive very detailed and I’m sure it’ll help you guys moving forward. Yeah and it is it is a critical area to get right. I think it is one thing we always cover in the strategy review because when you’re looking at you know what you want to achieve and how you’re going to achieve it then obviously getting the right structure right is critical and can save you tens of thousand pounds worth of tax, even hundreds you know as time goes on and you grow your business. – Don’t forget to subscribe to the podcast to hear the latest on serviced accommodation. If you’re looking to start systemise or scale your serviced accommodation business visit www.thesapodcast.com to see how we could help you further.
This two-part podcast is relevant to candidates preparing for the P6 (MYS), Advanced Taxation exam, and is based on the prevailing laws as at 31 March 2017. It collates and discusses the provisions in the Income Tax Act 1967 and the Real Property Gains Tax Act 1976 relating to tax administration. Part 1 deals with responsibilities as a taxpayer, responsibilities as an employer, and rights of a taxpayer.
Discussion of other unincorporated business entities.
In this podcast, Jonathan Chamberlain looks at the risks and options for a Partnership or LLP on a team moves, international issues and securing compensation. Partners and individual LLP members also need to understand the rights and obligations on a team move.
In this podcast on LLPs and Partnerships, we look at the risks and options when someone leaves a Partnership or LLP. Partners and individual LLP members also need to understand the rights and obligations arising from membership and also how and why they might want to exit such a structure.
In this podcast on LLPs and Partnerships, we cover the employment status of LLP members and Partners, why it matters and recommendations to minimise risks for the business.
In Episode 65 of Accredited Investor Markets Radio, we learned from Christopher Orr how self-directed IRAs open the way for individuals to hold alternative assets, including interests in private equity funds. Orr points out that the time horizon of private equity investments can match up quite well with the time horizon of retirement funds, and are used increasingly to diversify retirement portfolios and enhance returns. Orr is Director of Institutional Products with PENSCO Trust Company. You can find out more about Christopher Orr and PENSCO here. Or you can find them here: Twitter: @PENSCOTrust LinkedIn: Christopher Orr; PENSCO Google+ About Christopher Orr Christopher Orr is a Director, Institutional Products, at PENSCO, where he has spent the past five years helping clients meet their retirement savings goals by using self-directed IRAs. Christopher started his career as a financial advisor, working with clients who invested primarily in exchange-traded products like stocks, bonds and mutual funds. Realizing he wanted to help clients access a wider array of options to meet their investment needs, he joined PENSCO. Through his work on PENSCO’s asset review team, Christopher gained experience with a variety of private equity investment types, from private corporate stock to hedge funds, LLPs to LLCs, and more. Today, he uses his broad expertise to help high net worth clients, advisors and asset sponsors accomplish their private equity investing goals using self-directed IRAs. A native of San Francisco, Christopher holds a B.A. from California State, Long Beach, and, while working as a financial advisor, he held his Series 7 and Series 66.
Today we’re thrilled to chat with New Jersey real estate investors Matt and Liz Faircloth on The BiggerPockets Podcast, covering everything from the challenges of working with a spouse to purchasing a 10,000 square foot office space!Matt and Liz have been hooked on real estate since buying their first single family home in 2002. After years of self education, their fair share of learning pains and a healthy dose of hard work, the couple now owns over 100 units and has accomplished around 15 fix and flips. Employing a team of 11, their mission statement is to “revitalize Urban America” and to “transform lives through real estate.” Pick up some great tips on building an empire from the bottom up, choosing the best kinds of financing and earning that all-important track record of success. It’s all here, so don’t miss out!In This Show We Cover:How Liz and Matt got their start in real estate as an engaged coupleThe pros and cons of working with your spouseHow to successfully get organizedThe importance of making a business plan from the get-goThe ins and outs of bookkeeping in a home business (program recommendations included!)What you stand to gain from a tax deferred exchangeThe thrills — and challenges — of buying a 10,000 sq. ft. office spaceThe all-important skill of flexibility (or “learning to pivot“)How to gain wealth through commercial real estateThe intricacies of private equity, private lending, forming LLCs & LLPs (and more!)Proof that you CAN see 20-40% returns with no money downHow to add value to a real estate investment team without putting money upThe definitive guide to finding great employees for your businessWhy modular homes may be your safest betThe worst rehabbing nightmare ever (involving lawsuits, water damage — and a total lack of foundation)And so much more!Books Mentioned in the ShowThe Lean Startup by Eric ReisRich Dad’s Cashflow Quadrant by Robert KiyosakiReal Estate Riches: How to Become Rich Using Your Banker’s Money by Dolf de RoosThe E-Myth Revisited: Why Most Small Businesses Don’t Work and What to Do About It by Michael E. GerberSecrets of the Millionaire Mind: Mastering the Inner Game of Wealth by T. Harv EkerTweetable Topics“So if the game plan goes wrong, have a B, have a C, have a D.” (Tweet This!)“Do things that you’re good at and that you enjoy…bringing your real passions to a task is key.” (Tweet This!)“Single family home, multi family home — whatever your plan is, get really good at it.” (Tweet This!)Connect with Matt & LizMatt & Liz’ Company WebsiteMatt’s BiggerPockets Profile
In this special episode Nick interviews Tom Linden QC. Tom shares his views on the key issues decided by the Supreme Court in Clyde & Co LLP v Bates van Winkelhof. He represented the successful claimant in her appeal to the Supreme Court, and he shares his views on what the decision means for LLPs and partnerships.
In this special episode, separate from our usual fortnightly employment law series, Nick Robertson and Claire Holland discuss the recent legal developments and issues arising around the employment status or otherwise of members of LLPs. This episode will look particularly at the following important cases: Kovats v TFO Management LLP, Tiffin v Lester Aldridge LLP, Clyde and Co LLP v Van Winkelhof.