Lessons

Lesson Info

Creating an LLC

Let's set up a business right now now here's my disclaimer missouri loc may not be right for you you may wish to seek legal or text advice before setting up an out of state entity this is a demonstration of how to set up a nellis e online it does not constitute legal advice if you set up an out of state entity you have to take steps to register the foreign entity in your home state if you set up a missouri loc for your business, you do so at your own risk so with that understanding go to s o s moda all right, get your credit card out get ready to spend fifty bucks if you want to do this otherwise feel free to internet go to your home state's website and you can walk through this process on dh see how it works on your website washington has a great one california has a great one uh generally the secretary of state or the corporation's division of your home state will be where you want to be so here on missouri and we're going to transition tio my monitor up here um I'm assuming that wer...

e there and so we're going to go to uh online well actually it is thie um businesses they make it simple in missouri starting a business oh my goodness this seems very customer service friendly register llc everybody see that relatively easy I am going to click upon it this is much easier than healthcare dot gov all right, so the filing fees fifty box it's available for domestic missouri elsie's that's what this is we're not registering a foreign llc because this llc is actually going to be located in missouri and again this is public information so everything that you put on here will become public information and you don't have you do have to have an email address so we'll click here to begin the registration and we're off so again me uh expand this the filing fees fifty bucks and we have to pick a name what is our name? Jim blue steel photography one word but here how about this will put a capital s b l u s t yeah you like that? I like that a lot and space photography in missouri you have to put llc elsie or llc after it. So now quick question craig if you don't mind our loc is going to be set up in missouri but our business blue steel photography is here in washington create great. Just confirming and remember I told you we have to take our missouri articles of organisation come back to washington state with how much money one hundred eighty bucks right to register for and register that forwards to register the foreign company back in washington state and so you'll pay all your employment taxes in washington state you're pale, you're unemployment taxes in washington state, you'll pay washington state tax were formed in missouri, but we're not engaging in business in missouri's you don't any missouri tax liability because not doing anything in missouri other than existing and taking advantage of missouri law. Brilliant. Welcome to missouri. The show me state is called. Show me the money. Yeah, lorenzo a cz faras. Now, how soon after? Once we set up our business and everything in it, missouri had warned me how fares do we need to turn around and get registered in washington state? Like literally within minutes or dio get it done? I mean, within a week or two. I mean, before you start doing business in washington, you know, go get it done. You can do it online. Mean it's. Piece of cake. All right. So blue steel photography llc. Here we are, it's dragged down a little bit. Now this section is super easy. You can put a specific purpose or you can pick any purpose authorized under the law. Check this box, general purpose. And then your articles of organization will read the transaction of any lawful business for which a limited liability company maybe organized under missouri's, limited liability act, blah, blah, blah. That gets that covers every possible thing that you can do it does not cover the commission of crimes so if you're intending to form a criminal organization you might want to put that in your specific purpose box now management llc is have the ability to be managed by members or by a manager my recommendation is we have a member managed llc that means everybody has to come together on a decision rather than just delegating that one person the effective date will be the date of filing you can pick a later effective date so for some reason you didn't want this baby to pop out for a week you can put another date in there if today is okay for it we leave that date blank. This next one deserves some discussion if you have a multi member llc you may in planning for uncertainty want your company to have a sunset on it. Maybe you want the company to end in ten years or five years two years or it can be perpetual sometimes it's nice to pick a sunset date in there just to say look, you know just a gut check this company is going to end on such and such a day unless we decide to keep it going and um in the articles of organization later on but generally perpetual is the default answer but you do have to pick one all right? Okay ah there is a little disclaimer down here at the bottom about not able to access images using fire fox blah blah blah um well I am using firefox we'll see what happens hit the proceed button all right the next thing is please select the type of registered agent you want do you want an individual to be registered agent or a corporation it is required so we'll pick individual here in a box comes up now assuming that you don't know anybody in missouri other than yours truly craig if you're going to do this and actually pay for it you're gonna have to go to the website and retain me is the registered agent you don't have to you can go use one of the other outfits that I mentioned or anybody else that's in missouri don't feel any pressure to use me or you can wait and do this later on and just walk up to the end where we hit the pay button but you have to pick a registered agent if you are going to pick me this is what you put in craig middle name our last name heidemann um and that will get no no period after the r um and then we do an agent search and bitch I papa there I am and pick the one with no period after the r it's the first one it's got my law firm address on there we're going to select that and so that's you are registered agent for blue steel photography's going toby again you can pick ct corporation systems but you do have to pay them it's improper to pick a registered agent before they've agreed to act for you so you have to pick the registered agent there it's again super simple um then we have to put in the name of our organizer's that's what you are you are the organizer so, uh for your name you put in your name craig um your last name and you have to have an actual street address so put one eleven last broadway does that address need to be in missouri know me anywhere you want good thank you. It should be your address where you might like to get mail at so pick in it it has to be a street address that's where you put your address? Good question, jim unprompted hit the save button so there I am I am the organizer that's pretty easy, isn't it? So it asks you to review it and editor deleted is necessary and if you're satisfied click proceed which will do so here we go here's a preview of our registration guy uh we are blue steel photography llc now before I do this do you think it's a good idea that I register blue steel photography before I check and see if anybody else is using it? Oh lorenzo did you say yes? Yes, I do say yes you know what? You're trying to get me suit? I got zoey over here shaking her head no, so we're going to pause because we probably should not register it without knowing if anybody else is using it so you can come back to the secretary of state's website and maybe we'll check washington to there's eso estan moda cough and you come appear to businesses and you go to corporations and you just say search for a business and now we're going to see if anybody else is using blue steel b l u s t l well there's a blue steel look at that it is a administrative dissolved for profit corporation in missouri it's one word it's ink it's not llc and it's not even doing business anymore we can click on it and we'll learn that this particular fella who's in my neck of the woods it look like his company's been dissolved so I have no problem with that. What about maybe speaks trademark blue steel? It would not be a good idea, jim for me to infringe upon anyone else's trademarks do you think absolutely not, sir will fire a fancy new york lawyer and sue me to kingdom come so let's dio www dot uspto www dot uspto dot what all right trademarks trademark search now men an actual government website even copied the logo let's do a basic search for blue steel b l u s t e l live or dead? No records found that's good, innit? Well, no let's make sure that we're similar. We don't wanna be too similar. So let's, check blu e space as ceo. All right, there are a lot of blue steals that air live steel, blue, blue steel you cannot claim um, an original trademark on a color or on a common word, you can use them and you can have your mark uh, recognized for your design or your logo, but because those are common words, you wouldn't normally be able to get trademark protection for it, so we'll do. Blu e s t e l one word look what we get here. One, two, three, four here's a dead one here's a dad one here's a dead one this is the on ly live one let's click on the serial number and see what it's for fire arms, ammunitions and projectiles, explosives and fireworks. Well, is that what I'm going to be selling? Is there any likelihood of confusion between my photography and a gun shop? Probably not. So I terminology shooting, shooting there you are shooting I think we'd be okay in the event of mitigation, but we can hire a trademark research company to give us a complete report on all of that but it looks like blue steel with an e is used let's check our variant b l u s t e l why not let's go home to basic search b l u s t e l internet is working no records so no direct trademark problems with blue steel with you okay everybody happy now we know that our home base is going to be where washington state so maybe we go to the washington state corporations I'm just going to put that in for a little google search here's the corporation defense division again it's s o s dot w a dot gov just like missouri with a w ay uh you might go to start a business actually here we can go up here too l l c look you can file on line right here in washington state two hundred bucks and again that's not oh that's to file a domestic washington company here go back here to washington stay we can search trademarks here. Every state has the ability to registered trademarks they're used in that state we call them service mark sometimes trademarks they're regulated at the state level so we can actually d'oh ah trademark reservation if we were going to check uh to see if our name was being able to be used in washington state and we could fill that out and send it in so that's, what we have to do to check our names so that way we make sure we're not infringing on anybody else's use of that name. So here we go, we're back to missouri and we've previewed that we're going to be blue steel photography, any lawful business managed by our members existing, perpetually effective day it's going to be the date of filing the agent is me and the organizer's, the organizer is me, I click continue now we have this elektronik signature page. We're gonna acknowledge that we've got the perjury going on authorize that you're authorized to execute the document, and then I'm going to provide an electronic signature here's, the electronic signature it's the signature of an individual I am craig, our heidemann save it and then I've created me and I go to the payment section. All right, guys, you've done this screen a thousand times, right? So it's processing whenever if it doesn't go through doria, could I use your credit card? I knew we were friends. So anyway, well, that's processing what's going to come up next is the articles of organization. That is the birth certificate of my company. Okay, that is the birth certificate of my company to show that it exists. And that it's really and that its online I don't know if I'm going to be able to pull it up on fire fox, because it said there might be a viewing issue, but it's in pdf form, and that shows that my company has been born so let's jump back to the power point presentation right now. Well, that's well, they're advancing that tear k is asking just to clarify if you're forming an llc in your home state, you don't need a registered agent, are you still? You do, but you could be your own registered agent. So if we were doing the two hundred dollars, washington version of this project, you would name yourself is your registered a piece of cake? You could be your own registered agent, but you just have to give a physical address where you exist live. So if we look at this look, we picked our business name if somebody was going to use their own name and be a sole proprietor, maybe you're going to register a fictitious name. Bob, for instance, has lots of d b a s that he has that he does business as underneath his company, you have to register with the secretary of state to use that missouri, for instance, charges seven bucks to register a name we're going to advance that slide I have a quick question if you doing like a d b a or whatnot if you you khun do an llc and then have a few dbs underneath say like if your photographer you know do multiple types of you know needs and so if you do sports fashion and you know portrait and you want to have a fictitious name for each one with that all go under that same llc and you khun you could do whatever you want it's just the name we're talking aboutthe name lorenzo so if if you wanted to be you know lorenzo sports photography and you wanted to use that name you could register it lorenzo fashion photography you could register that name but traditionally you'd be like lorenzo photography and you could go do all those things you don't have to register all those second names or anything like that okay okay I've just gotten word back from the secretary of state of missouri that my registration zoe is complete let's see they've charged me they were very happy jim to take my money I'm sure they were and did you see how fast they took it? Bam! I'm gonna pop up the llc registration and it is loading and look what I got. I got articles of organization for blue steel photography yes, um I get to do any lawful business um registered agent is me its member managed is perpetual and it's sign and look what I got suitable for framing. They'll actually mail me this it's my certificate of organization, doesn't that look official now seriously, folks, let's have a little heart to heart. Is there any reason that anybody that's competent enough to do the mathematical calculation to figure out how to combine an f stop with the shutter speed or how to draw path around a complicated object couldn't do this? I mean the barrier for entry? Mallory is saying I couldn't do it now you can do it. Even hugh mallory with me with me. Thank you, thank you, there's. Hope anybody can do this. Okay, so now we've got an l, l c and whether you choose to rid dua, missouri loc or washington llc or one on the planet, whatever it's easy, it could do it, you can do it online. The costs are gonna vary, so now we've created it. So what do we get to do now? Well, now we exist. All right, now we exist.