Most businesses operate as a sole proprietorship, which means that the owner and the business are one in the same. In Minnesota, the state requires you to file a DBA (Doing Business As) form if you are operating under a name different than your own.  Aside from that, there are no filing requirements to operate as a sole proprietorship. However, the disadvantages are great. The owner of a sole proprietorship is personally responsible for all the debts and liabilities of the business. A sole proprietorship also does not allow for business succession, as the business often ends with the death, retirement or disability of the owner. It is also difficult to find investors for a sole proprietorship.

In contrast, a business entity such as a corporation provides in most cases a liability shield for the owner’s personal assets against any debts or liabilities that the business acquires. This is not the case for any obligations personally guaranteed by the owner, such as a lease, or when it can be shown that the company was run fraudulently or improperly, allowing  a party to “pierce the corporate veil” and obtain access to the personal assets of the owner. To avoid this risk, it is important that all businesses maintain certain corporate formalities, even if they are small businesses with only one or two owners, or a family-run business. Corporate documents should be drafted, annual meetings should be held, minutes should be written and resolutions should be filed.

Limited liability companies (LLC) are often seen as the entity of choice these days due to greater flexibility in organization and fewer corporate formalities than a corporation. LLCs can have one member and are regarded as a “pass-through entity,” meaning that the profits and losses pass directly to the owner’s personal tax return. Corporations can provide increased tax benefits in some cases and it is often easier to raise capital and find investors with a business organized as a corporation rather than an LLC.

Various considerations, both tax and legal, need to be made when deciding which type of business entity to set up. For this reason, it is best to consult with a professional before making the decision and moving forward.

A recent article in the Star Tribune discussed exporting and how more businesses are developing an export strategy, often with the assistance of state and federal government organizations. ExporTech is one such endeavor. It is a series of three full-day sessions for manufacturers seeking to develop international expansion plans and represents a joint venture between the US Commercial Service, the Minnesota Trade Office and Enterprise Minnesota.

For any company interested in and considering selling its goods or services abroad, it is important that it review any national legislation that might regulate the importation of the goods. For example, all goods imported into the European Union must have a CE mark, demonstrating that the product meets EU consumer safety, health or environmental requirements. Tariffs are also a consideration and can increase dramatically the cost of goods, making them prohibitively expensive in some markets. Cultural considerations also need to be made as one deals with people of different cultures and languages. Our February 2010 newsletter addressed cross-cultural issues in the workplace; these issues are present in cross-cultural transactions as well.

At Avanti Law, we work specifically with companies who operate or wish to operate in foreign markets. We speak Italian and Spanish, have contacts in many parts of the world, and offer international experience that few attorneys do.

The article includes an interesting statistic that is revealing of the discrimination that Muslims are now facing: Muslims make up less than 2 percent of the United States population, yet they accounted for about one-quarter of  the 3,386 religious discrimination claims filed with the E.E.O.C. last year.

Complaints of religious discrimination have spanned all industries and companies, from Abercrombie & Fitch to the Sheraton hotel and construction companies. All share a refusal to accommodate Muslims, by as allowing women to wear a head scarf or letting workers take a prayer break uninterrupted, as well as harassment and differential treatment based on the workers’ religion.

On October 27, Avanti Law will be presenting a free lunchtime workshop on religious accommodations and an employers obligations under state and federal law to accommodate requests such as to wear a hijab, or take a prayer break. Go to our website to learn more and sign up today.

The declaration that Italian-Americans are a protected class was made in 1976 after pressure from Italian-American legislators in Albany, who were responding to complaints of bias from the faculty and staff. CUNY has denied any discrimination towards Italian-Americans or any other protected class, but outside arbiters have largely upheld claims that Italian-Americans are underrepresented in university jobs, basing their conclusions in part on facts such as the percentage of Italian-Americans on staff and faculty at the university — constant at 5-6% over the past three decades. In contrast, the numbers of blacks, Latinos and Asians has climbed over that same time.

Some are skeptical of the claims, especially with Italian-Americans being the largest ethnic group in New York. Italian-Americans also include a New York state governor and two US Supreme Court justices. Should Italian-Americans be a protected class, or is this just another effort of a group to exploit past discrimination to gain an advantage over others?

Click here to read the article.

Residents of the area objected after they learned that Pawn America has applied for a pawn license and entered into an agreement to purchase a building. In response, the city council temporarily banned new pawn shops before drafting the new law with the restrictions.

The response of the city seems to be discriminatory towards a certain type of business, but the supreme court explained that a city could issue a moratorium ”for the health, safety and welfare of the city’s citizens.” That gives the city broad disscretion to do what it saw fit. Given the concerns of a pawn shop business near a residential neighborhood and the complaints of residents, the city of St. Louis Park took the steps it had available under Minnesota law to stop the shop from opening.

What do you think…should a pawn shop be treated differently than other retail businesses? Should it be kept away from residential neighborhoods?

Residents of the area objected after they learned that Pawn America has applied for a pawn license and entered into an agreement to purchase a building. In response, the city council temporarily banned new pawn shops before drafting the new law with the restrictions.

The response of the city seems to be discriminatory towards a certain type of business, but the supreme court explained that a city could issue a moratorium ”for the health, safety and welfare of the city’s citizens.” That gives the city broad disscretion to do what it saw fit. Given the concerns of a pawn shop business near a residential neighborhood and the complaints of residents, the city of St. Louis Park took the steps it had available under Minnesota law to stop the shop from opening.

What do you think…should a pawn shop be treated differently than other retail businesses? Should it be kept away from residential neighborhoods?

The main gist of the article, and Nicole’s advice to me as we have talked about social media, is to build your company’s online influence through simple, straightforward communications skills. Be transparent and honest and listen and respond. These are the same skills that you use in real dialogue and communication.

The recent story of Mike Wise (how ironic that his last name is wise!), a Washington Post journalist who was recently suspended  from his job after he tweeted that Pittsburgh Steeler quarterback Ben Roethlisberger would be suspended for five games, illustrates the importance of being honest in social media use. Although Mr. Wise said that he posted the hoax Tweet to show how easily the media picked up on unsubstantiated news stories and how quickly such stories could spread, his attempt at teaching a lesson backfired.

Being honest can also have its risks, if your honesty, to someone else, is defamatory, such as in the cases of complaints against businesses. There has been a marked increase in defamation cases grounded upon online postings that businesses claim have damaged their reputation and revenue.

So in the end, smart companies are using social media to gain more attention, spread their name and as a result, increase their market share. Advice from the lawyer: use social media wisely, have guidelines in place and monitor the use of your business’s name online to respond to complaints and negative postings.

Although nearly four years has passed since the promulgation of this national regulation, no courts have accepted to hear any cases based on HIV/Aids discrimination. Until now. Critics and skeptics say that the court agreed to hear this case only because of intense media coverage. But regardless of the reason, commentators say that the complaint marks a turning point in the Chinese court system, evidencing the progress that has been made as the courts and court system are reformed.

China is not the first country to reform its court system. Five years ago, I was in Santiago, Chile carrying out a research project about the reforms that Chile made in its criminal justice system. Like most of Latin America, Chile has inherited the inquisitorial system from the Spaniards; this system was secret and had no public, adversarial hearings, only written submissions. Since reforming the criminal justice system (which, by the way, is very impressive), Chile has also reformed its family and labor court systems and is now working on reforming its civil justice system.

Many entrepreneurs, when launching a new business, are quick to rush through the name choosing phase, in the desire to move on to more interesting tasks, like designing a website or business cards. But not doing your research can lead to pitfalls and setbacks that end up costing a company.

An example given in the article regards Scott Jensen, an Austin, Texas entrepreneur who first chose the name Daily Juice Foods for his health-snack business, in honor of Daily Juice, a juice bar in Austin where Jensen and his two partners came up with the idea for their venture. The problem? The snacks don’t have any juice in them and the name ended up confusing potential buyers. After investing more than $25,000 in items with the name, such as labels, T-shirts and an email address, the partners changed the name of the product to Rhythm Superfoods. However, the headaches from the misnaming continue to linger, as many of the 175 retail outlets that carry the product have yet to update their billing systems to reflect the new name.

The article gives good advice about not choosing a generic online name to increase the odds of being found by consumers. Generic names typically don’t qualify for trademark protection, which means that competitors can copy your name or domain without  infringing upon your intellectual property.

Also check out other meanings of your names. Even large companies have gotten in trouble with this. A classic example is when Chevrolet marketed the Nova car in Spanish-speaking countries, not realizing that ‘no va’ in Spanish means “doesn’t go,” which is not the name you really want to give a car! The article talks about a consultant who called her business November 7, her wedding anniversary, not realizing that there once was a terrorist organization called November 17. Imagine having to explain to your potential clients that you are not a terrorist and not linked to any terrorist organization. That certainly isn’t the most auspicious way to start a a meeting to sell your product or services!

The article suggests conducting an informal survey, even among friends and colleagues, to test the name you are thinking about using. You might be surprised with the results. I saw this with my own eyes when I was going through the process of choosing a name for my new firm, Avanti Law. I knew I wanted a trade name rather than Lundquist Law Office, or something similar. I wanted to use Legalitas Law (Latin for ‘legal’) or Legalita’ Law (Italian for ‘legal’) to reflect my love of Italian, Latin and Rome. Adsoka, the agency that helped me with my marketing and branding, carried out a small survey with surprising results. Some people even found the name Legalita’ Law demeaning and offensive to Spanish-speakers, and the results were more negative than positive. Without that market research, I would have started my firm with a name that conjured up negative connotations and meanings for a good portion of the market I was aiming at.

The lesson in all of this: take your time in choosing a name. Research the names you are considering. Work with an expert (marketing and also legal for trademark protection) to make sure that you are covering your bases and not starting out your new business on the wrong foot.