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Suite 3
San Luis Obispo, CA
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Thursday, April 23, 2009

If you do charitable things, then get some credit - start a charity!

A computer sales executive who originally came to us for estate planning told us that he and his wife were spending much of their time and substantial amounts of money running a spay-neuter facility for dogs and cats out of their home. An entire room of the house was used to store pet food and veterinary supplies, and the back yard was largely taken up with pens for dogs and cats awaiting adoption.
We suggested that they set up the Furry Critter Foundation (not its real name), a nonprofit foundation, to conduct these activities. That way, they could make tax-deductible contributions to the Foundation which would then be used to pay the expenses of the animal shelter. The Foundation could also qualify for grants from the local community foundation and for deductible contributions from friends and neighbors, and, in addition, could be a tax-exempt beneficiary of the client's estate.
The client loved animals, and so far as we know the animals are getting the same care and attention as before. Now, however, Uncle Sam is paying part of the bill.

Wednesday, April 22, 2009

Before you become a partner in anything, be sure you know what you're getting into and how to get out if you have to

In business as in marriage it is a good idea to really check out prospective partners before tying the knot - and also to have a solid and well-documented understanding of what is (and isn't) included in the partnership business.
Recently a client came to us for advice on a real estate partnership that owned an apartment complex. When a building down the street from the partnership property came up for sale, a dispute arose with the other partner because she claimed that the building down the street was a partnership opportunity (and therefore should be offered to her at a great price). Unfortunately, the partnership agreement didn't say whether the partnership business was limited to a single building or whether it applied to other investment properties.
Luckily for all concerned, the dispute was eventually settled by having our client buy out the other partner - it wasn't cheap, though because the partnership agreement did not contain pricing provisions for buyouts or provide any financing for the purchasing partner.
Morals of this story:
(1) Check out your partner before you sign anything. If this person is not one whom you can count
on to rewrite the agreement if it turns out to be unfair in operation, he/she is not the partner for
you.
(2) Make sure the partnership agreement spells out what is and isn't included in the partnership
business. If it doesn't, this can be expensive later on. The same comment applies to businesses
organized as corporations or LLCs, which should have a shareholders' agreement or an
operating agreement addressing these issues.
(3) Always be sure that the partnership agreement (or shareholders' agreement or operating
agreement) spells out what happens if the partnership dissolves for any reason -- one party wants
to sell, dies, files for bankruptcy or whatever. If one party has rights to buy out the other,
consider allowing the buying party to make payments over time or, in the case of death, covering
the payments with life insurance. You will sleep better!
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