FLORIDA PA

A professional association is a person or group of people, all of whom are required by law to be licensed in their profession or to acquire other legal authorization, incorporated for the purpose of rendering the same professional service to the public.

Those who are allowed to form professional associations may receive several tax benefits over operating as a sole proprietorship or partnership while at the same time avoid filing a Schedule C with their own IRS form 1040. Expenses that most businesses incur or needlessly avoid because of cost can create huge benefits and tax deductions.

Take for example, the escalating cost of health care which makes it necessary for people to carry health insurance. Sole proprietorships and partnerships currently may deduct only a portion of the health insurance costs from their taxes, which can be excessive to many or prevent obtaining insurance coverage. However, a professional association is able to fully deduct the cost of accident and health insurance plans for its employees and their families. This deduction may allow the cost of reimbursing employees for their uninsured medical expenses. Furthermore, a professional association may be able to deduct the cost of life and disability insurance.

Additionally, the tax deductions for accident and health insurance may be realized by forming a professional association. Moreover, a professional association may deduct up to 80% of the dividends, which it receives from a domestic corporation that is subject to taxation. This differs from a self-employed professional who owns dividend-producing stock which must include the entire amount of dividends in their gross income. Lastly, upon the sale of stock in a professional association, the gain realized would be taxed at a maximum rate of 28%, whereas a self-employed professional could be taxed at a rate as high as 39.6% on the sale of their interest in such a business.

Appropriate use of a Professional Association.

State and Federal Tax law authorize the formation and maintenance of a Professional Association. Although a Professional will be personally liable for their own malpractice, the professional Association will shield the shareholder Professional from the malpractice of the employees, partners and other Professional shareholders, and from countless other general business activities that can occur in a profession. To benefit from the tax advantages as well as the limited liability of a Professional Association, it is vital that contracts, activities, and other details be appropriately tended to so the Professional Association will be treated as a separate entity.

Reimbursements.
The appropriate use of a Professional Association will limit personal liability of a professional for reimbursements that may be insisted from carriers.

Protection for receivables.
Your advisors can easily consult you with the methods to protect your receivables.

Employee liability.
Consult your malpractice carrier concerning your employment agreements.

Notify your insurance carriers.
Your insurance carriers should be notified that your Professional Association exists. Additionally, your DBA/Fictitious name should be registered with Tallahassee and should be disclosed to your Insurance carriers.

Appropriate maintenance for a Professional Association.
You must keep sound financial records, maintain corporate minutes, updated employment agreements, lease agreements, loan agreements and never forget to file your Annual Uniform Business Report with the state. Such maintenance will keep the IRS and creditors at bay.

$17.95 - Green E-Kit ( Save Time!!!) for $17.95 we will e-mail your E-Kit to you.
I am excited to tell you about our new product "the Green E-Kit". The Green E-Kit has quickly become popular with our clients in the state of Texas and New York and we are now offering it in Florida. You will still receive articles, operating agreement, bylaws, minutes, stock certificates and a electronic seal. The reason for its popularity is that if you misplace it you only have to look back to the email we sent you with your Green E-Kit attached. If you accidentally delete your E-Kit it only costs $39 for us to send you another copy. We only offer E-Kits, preferred by 99% of clients. Physical kits can be special-ordered for an extra fee.

FREE WITH PA - Free Federal Tax ID Number for U.S. Citizens / Permanent Residents
We actually acquire the number for you. The Federal Tax ID Number is required to open a business account and to put your license into the corporate name. We will acquire the actual number for your convenience.

$299.00 - Federal Tax ID - Non U.S. Citizen/Non Resident/Non Green Card Holder
The Federal Tax ID Number is required to open a business account and to put your license into the business name. The tax ID for a NON U.S. CITIZEN AND NON U.S. RESIDENT/NON GREEN CARD HOLDER will actually be acquired by us for you. Because the processing time is taking 3-8 months to acquire a tax ID without a SSN, for yet an additional $199 we can be voted in as secretary to acquire tax IDs for corporations.

$95.00 - Sub-Chapter S Corporation Election
The Sub-Chapter S Corporation allows the Shareholders to avoid having their profits taxed twice. Additionally, the Shareholders of an S-Corporation are able to write off their losses on their personal taxes, even against separate income (money from other employment or income earned by their spouse on a joint tax return.) If you want your business to have these major tax advantages we will complete both the state and Federal requirements. (Note, if want your new S Corporation to be fully owned by another Sub Chapter S elected entity that you currently own, then you will instead need to choose the Qualified Sub Chapter S Subsidiary Election).

$299.00 - Parent-Subsidiary (Non Sub Chapter S)
If your new company will be fully owned by a another, exiting company, the fee will be an additional $299 to review the existing company documents and help draft the proper voting minutes for the registration and obtain the letter of good standing.

$89.00 - Indemnification
When you incorporate or organize your business you are protected as a Shareholder or Member (owner of a company); however, when you act as a director, officer or manager you have to understand there is existing case law that could leave you personally liable if you are sued. Therefore, it is strongly recommended to have us draft a contract between the corporation/LLC and the directors/officers for an important layer of protection agreed to by the company for its directors, officers and managers. A contract will be drafted for all involved and the proper resolutions will be drafted. (this fee is only valid at the time of incorporation)

$145.00 - Registered Agent Service/Attorney Counsel Service
Our Law Firm has a vital and effective service that no entrepreneur at any level should be without. The Registered agent Attorney Counsel Service. 1. We will receive any lawsuits that are served upon your company so you avoid a default judgement for failure to receive said service for not being available at your office to receive said service; 2. unlike nonattorney registered agents, we are required to maintain attorney client privilege; Finally, you get limitless telephone consultations all year with regards to your business legal matters. Fee covers 12 months of service.(price valid at time of incorporation/organization only).

$325.00 - Multi Shareholder Corporation - includes Shareholders Agreement
When a non-publicly traded corporation is formed, we strongly advise to have an agreement among the Shareholders as to how the corporation will be organized and operate. The Agreement issued is in addition to the By-laws of the corporation and should contain clauses concerning the Buying and selling of the company stock. It is a good idea that corporate governing procedures be establish and memorialized in a written Shareholders Agreement at the time of incorporating, because after the formation of the corporation matters may not be so easily agreed upon. Our Shareholders Agreement spells out the rights and obligations of the parties in the event disagreements come up. Even family corporations should consider a SHAREHOLDERS AGREEMENT, since it could settle some issues without the expense of litigation. Issues such as the rights of the shareholders to vote, rights of the directors, salaries, nominating officers and employees, buy-sell agreement concerning stock transfers of shares and endorsement rights. Covers five owners, and it is an additional $45 per owner, above the five-owner threshold.

$85.00 - 1244 stock
A Corporate Shareholder is normally allowed to write off only a capital loss of $3,000 dollars. However, the issuance of 1244 stock provides the Shareholder with a maximum ordinary loss of $50,000 (or $100,000 in the case of the husband and wife filing a joint return.) Take advantage of this special stock issuance plan complete with resolutions.

$179.00 - DBA (fictitious name)
If you would like to have a secondary name to advertise your corporation under, it is required to have what is called a DBA or fictitious name registered correctly with the state of Florida under your corporation. We will register the fictitious name and complete the required resolutions ( 7-8 day completion time ). After receiving the registered fictitious name from us you can then complete a second registration at the county level where you are conducting business, for $170. If you would also like our offices to file the News Paper filing for your that fee will be an additional $199.

$299.00 - Company-Managed Company.
Company Managed Company. If your company is to be managed by another company there will be an additional fee of $299 for the review of the managing company's documents and help with drafting the proper voting minutes to legally allow for the management position to be implemented, and to obtain the letter of good standing.

$159.00 - Duns and Bradstreet Registration Number
The benefits of having a DUNS number are that you may list the number in the Dunn & Bradstreet database; after you are listed you may use the D&B as a credit reference; and you will be able to update your record anytime with D&B. We will acquire your DUNS number within 30 days for $159.00. Prospective vendors must be registered in CCR prior to the award of a contract: basic agreement, basic ordering agreement, or blanket-purchase agreement, unless the award results from a solicitation issued on or before May 31, 1998. Prime contractors are not required to have their subcontractors register in CCR. If a prime subcontractor wants to bid directly for contracts with the DOD, they should register in the CCR. We can acquire the CCR registration within 1-2 weeks for $285.00 dollars.

$139.00 - MANDATORY - FinCEN Beneficial Ownership Information Report
A Beneficial Ownership Information Report is a document that provides information about the beneficial owners of a company or other legal entities. Beneficial owners are individuals or entities that ultimately own or control a company, even if their ownership is not immediately apparent from the company's legal structure or publicly available records. These reports are now required by federal government's Financial Crimes Enforcement Agency to enhance transparency and combat money laundering, corruption, and other illegal activities. This Report is mandatory and companies registered in 2024 will only have 90 days for this to be completed to avoid monetary penalties and incarceration. If you file in 2023 you will have 12 months to complete this obligation. We charge an addtional $1499 for a 4-day rush, $299 for a 2-day rush and $499 for a same day rush. Depending on the time of day of your request we not accept your application for same day service (it is up to our discretion). The Base fee covers up to five persons and $59 per additional person. All parent companies are $99 apiece additional.

$155.00 - Unemployment Tax Account Number
If you are going to be paying a wage to yourself or other employees at the time you incorporate, state law requires you to have an Unemployment Tax ID so that you may comply with the state unemployment withholdings. You will use the Unemployment Tax ID to mail in your quarterly unemployment withholdings due to the state.

$49.00 - 10 New Hire Reports
It is necessary to report your new hired employees (Including yourself) so to avoid paying expensive penalties from the Department of revenue, We will prepare 10 New Hire Reports for you.

$99.00 - Tenants by the Entirety Ownership of Company
Tenants by the Entirety (TBE) Ownership of the new company allows married couples to be treated as one marital unit instead of two separate individuals. With this protection creditors of either spouse cannot reach the TBE asset due to the "one marital unit. TBE is also a very inexpensive way to avoid probate.

$255.00 - Employment Agreement
Asset protection in case of an unforeseen bankruptcy is often overlooked when thinking of an employment agreement in Florida. A well drafted employment agreement would allow a shareholder to protect his money by paying himself a wage as an employee and utilize the unlimited cash account exemption. After we draft your contract set up your wage account so that no interest will be credited to it (have any interest earned on the wage account either mailed directly to you or credited to another account), deposit only the wages of the statutory head of the family into that account, and include the designation "WAGE ACCOUNT" in the account title. There are of course the important elements for new hired employees such as protecting your trade secrets and other intellectual property from being stolen without recourse as well a non-competition clause to seal off any attempt damage your business with your own ideas. Additionally, the beginning and ending dates of the employment period, the amount of the salary and time period it will cover, a description of duties and title for employees, agreed paid vacation days and severance pay are all inclusive. Additionally, the agreement will include an attachment to be signed by your employee, protecting your confidential information requirement employee to assign any and all of their rights to inventions that they may have played the roll in the creation thereof. We will provide a specific agreement that entails all the above elements and more.

$975.00 - Employee Handbook
We will help you draft an employee hand book. Fee starts at $975.00 and be higher or lower depending your business needs.

$425.00 - Executive Employment Agreement
Although we offer a traditional employment agreement, we also offer Executive Employment Agreements. This type of agreement is better suited for an employee that also holds an executive position on the company and that, as an incentive, will be paid both wages and with shares of the company. There is also an excellent intellectual property protection mechanism placed in the agreement so that in the event of termination of the contract, all intellectual property prior, during and after the contract ends, remains in the possession of the company. Additionally, the agreement will include an attachment to be signed by your employee, protecting your confidential information requirement employee to assign any and all of their rights to inventions that they may have played the roll in the creation thereof.

$285.00 - Independent Contractor Agreement (Includes mandatory FL Dept. Of Rev RTS Independent Contractor Analysis) .
If you would like to hire a worker as an independent contractor (and file a 1099 for them) without the worry of the IRS coming after you because of the worker's failure to complete their own tax withholdings, then having an executed Independent Contractors Agreement is a must. Additionally, if vicarious liability (being sued because of a worker's negligent actions) is of a concern, again an executed Independent Contractors Agreement is a necessary layer of protection. Additionally, as part of this service we complete the Florida Dept. of Revenue form for Independent Contractor Analysis).

$495.00 - Physician Independent Contractor Retention Agreement
This particular type of Independent Contractors agreement allows for hospital or a minor emergency to contract and retain the services of a physician to provide professional medical services on behalf of your business organization. The fee for this agreement is $495 at the time of registering your business.

$325.00 - NDA Non-disclosure Agreement- Noncompete - nonsolicitation
No business should be without a Nondisclosure Agreement. Protect you trade secrets - work product. We also make sure the signing party cannot compete with you and that they cannot solicit anyone from your company.

$750.00 - Medical Patient Financing Agreement
A Medical Patient Financing Agreement is an avenue of lending that can be offered to Patient's through their Medical provider. Thus when a patient desires to have a particular operation but does not have the money the Professional Medical provider can refer patient to lender so that lender may fund patients to Medial provider for procedures.

$299.00 - Security Agreement
The flow of money is the grease that lubricates the wheels of commerce. Over the years important rights and protections have been developed to insure this flow continues. If you would like to loan money into your company other than that which you give in exchange for your stock, a loan agreement and promissory note is the proper way to do so. This works by having the loan agreement and promissory note signed between the corporation and Shareholder so the extra money is seen as a loan to be repaid. Additionally, a security agreement, when recorded acts as a buffer securing the loan agreement and promissory note against subsequent corporate creditors, thus keeping you first in line as the priority creditor to recover the loaned money.

$199.00 - Loan Agreement and Promissory Note
A loan agreement and promissory note are important to have in case of an audit by the IRS. Additionally, it is also important to evidence an existing agreement between the lender and the borrower.

$895.00 - Franchise Agreement Review
Before you sign a Franchise Agreement you should have a competent attorney review it for your legal protection. Our Franchise Agreement review fee starts at $850.00 and typically goes not higher than $2,500.00. If you need the circular reviewed as well there will be an additional cost for that service.

$159.00 - Workers Compensation Exemption Registration (Non-Construction)
We will prepare the workers compensation documentation correctly so that you may file and so you may receive in a timely so there are no delays in your obtaining an exemption from costly insurance premiums. If your business is NOT construction related your corporation may acquire an unlimited amount of officer exemptions, and an LLC may have up to 10 exemptions, but the exempt LLC party must own at least 10 percent of the LLC. In this situation the officers need not be owners. The purpose of filing an exemption is for an officer of a corporation or member of a limited liability company to exclude themselves from the workers' compensation laws. However, the exempted officers and members need to understand that Upon issuance of a Certificate of Election to be Exempt, the officer or member, if injured at work, may not be able to recover workers' compensation benefits.

$649.00 - Trademark Name Registration
$649. plus federal filing fee. If you want your corporate name to be protected from others using it, a Trademark is a must. We will complete a Federal Trademark for one class plus $99 (plus fling fee) per any additional class.

$699.00 - Trademark Name Search Due Diligence
NO COOKIE CUTTER SEARCH! Our offices perform very complicated and complex trademark searches, carefully viewing almost 200 databases. For our incredibly low price We will perform: 1. the crucial due diligence (Trademark name searches) at the Federal level. 2. The tricky Common Law searches (researching 144 databases) 3. and, research all 50 states, reviewing state entity registrations and state trademark registrations, to make sure no one is using a similar Trademark you are seeking to register. During our searches we will review App Store data Common law sources; review all product and class categories; review visual and phonetic likeness of prospective trademarks; Review similarities between product classes; and Internet domain registrations; review unregistered marks utilized in commerce; Review unregistered products/services in active commerce.

$799.00 - Trademark Logo
If a logo is involved in the state registration process, we will trademark your company logo for you at the same time we trademark the company name, the additional fee for adding the logo to the trademark process is $799.00. Fee covers one class.

$1,100.00 - Trademark Logo Search
Brand Power. Many clients want to add their logo with their trademark name. We will complete a comprehensive search to help you determine if your logo may be registered as part of your trademark. Note, a typical logo will produce over 15,000 hits. We will scrape through all of the hits and give our final legal analysis for the extremely low price of 1,100.00.

$899.00 - Trademark Upkeep
We will Continue to monitor your Trademark name to make sure no competitors unlawfully use it, and we will keep up the ongoing formalities for $899.00 a year plus any filing fees assessed.

$625.00 - Copyright
A copyright gives the owner of a creative work the right to keep others from using the work without the owner's permission. Copyright protection may be applied for with regards to all original expressions, including art, sculpture, music, songs, choreography, crafts, poetry, flow charts, software, photography, movies, CD-ROMS, video games, videos, web sited and graphic designs. Copyright lasts for many years. Most often it lasts for the life of the work's creator (its author) plus 70 years. In cases where the creator is a business, the copyright lasts between 95 and 120 years. We will register your Copyright for $475 plus filing fee. If you need immediate proof of the Copyright we will accomplish this for an additional $499.00 plus current federal expedited filing fee. We will register your Copyright for $625 plus filing fee

$625.00 - Copyright Search
We can perform a search for copyrights similar to the copyright you are trying to register prior to the registration of your copyright.

$155.00 - Vehicle Lease
Do you use your vehicle for business purposes, if so a vehicle lease agreement would provide tremendous tax breaks as well as protection from losing the vehicle in case of a law suit.

$175.00 - Home Office Lease
If you would like to take valuable deductions from the use of your home office you must have a lease agreement since land is involved.

$199.00 - Business Equipment Lease
Do you have office equipment, construction equipment or other expensive equipment that you would like to protect from a law suit and yet still receive a valuable tax write off. If so have us provide you with an Equipment Lease.

$399.00 - Research License-Compliance Package
If you need assistance determining if and what licensing may be required for your business at the city, county, state and federal level, we can perform the necessary due diligence to determine this for you: finding the Special Taxes, Permits, and licenses applications, corresponding filing instructions and the government contact information for corresponding compliance. To conduct this due diligence, our fee is $399.00.

$140.00 - BUSINESS ENTITY ACTING AS MANAGER FOR BUSINESS ENTITY
If you wish to have an existing business entity act as manager for a new start-up entity, our fee is $140.00 to make this happen. We will need to review the documents of the existing company and help create a set of voting minutes to allow for the management by the existing company.

$265.00 - SAM Aaccount (System for award management allows for federal contract awards / business grants)
For $259 we will register your SAM user account. For an additional $8015 we will register a company entity on your SAM account ($815 per entity). within 1-2 weeks for $135.00.

$145.00 - Apostille
An Apostille is a international notary for documents such as: passports, court documents, Diplomas, corporate documents, etc. Our fee is $145 per document/per Apostille.

$399.00 - Living Trust
Would you like your loved ones to receive the ownership of your company if you were to predecease them? If so, a Revocable Living Trust is an excellent way to make sure your company and other assets do not have to pass through probate before being given to your loved ones. Single person Living Trust $399. Couples Trust is $850.00. (Note, if you are choosing a trust to hold your company's ownership then we advise you forgo the Sub Chapter S Election unless you tax advisor counsels you otherwise).