Protecting Intellectual Property for NY Businesses: Trademarks and More

Most shops, restaurants, contractors, and professional practices are built around one person who knows just about everything: the vendors, the lease, the passwords, and which employee can actually open things up in the morning. If that person dies or cannot work, it can be impossible to keep things running. Estate planning for small business owners in Queens must include a succession plan to tell the family, the partners, and the bank what happens next. Estate Planning for Small Business Owners in Queens The Risks of Doing Nothing If you die without a will, New York's intestacy rules kick in and make all the decisions about who inherits. If there's a spouse and children, they split the estate under a fixed formula, and your business interest is just another asset in that split. That means a spouse or an adult child who never worked in your business and knows nothing of how it works can end up owning part of it. In addition, probate often takes months in New York. During that stretch, your vendors will still want to be paid, and services need to continue if the business is to stay open. And disability is another issue. If you have a stroke or a long illness and aren't able to take care of things the way you normally do, it can leave the business with no one legally allowed to sign checks, renew a license, or talk to the landlord. How to Plan Write a Will Your will names who receives what you own and who serves as executor of your estate. It does not, by itself, let anyone run the company right after you die, however, so this should just be a first step that deals with what ultimately happens to your business interests. Power of Attorney A durable power of attorney names someone who can handle your finances and business decisions if you are alive but unable to act. This is something you need and want to sign while you are healthy. Banks and title companies in New York are particular about the form, so be sure to speak with your attorney to be certain you're using the current New York statutory power so all your business accounts will honor it. Buy-Sell Agreement If you have partners, a buy-sell agreement decides what happens to an owner's share on death, disability, retirement, divorce, or a deadlock. It should name who can buy, how the price is set, and how the buyer pays. Be aware that your will cannot override a buy-sell that requires the company or the other owners to purchase that interest. Successor Manager If you run a solo LLC, the operating agreement should name a successor manager so someone has authority to operate the company while the estate is being settled. Without that clause, your family may need a court order just to keep paying the staff and keep the lights on. Make Gifts or Sales A gradual gift or sale of minority interests can move your ownership over time, while you still keep control as the managing member. Bear in mind, however, that gifts made within three years of your death are added back into the New York estate-tax calculation, so this is a process that it's best to start early. Talk to us today at DeCandido & Azachi in Forest Hills, NY for help with all your estate planning, including difficult situations involving businesses and other complications. We also serve clients in the Plano, TX area.

As a business owner, it's possible you'll one day face claims that could reach beyond your company and threaten your personal assets. You can protect what you have from lawsuits brought against a company you own or hold a membership interest in, and the right strategies for you will depend on the unique situation of your business. A Queens business attorney is the best one to show you how to protect your assets from lawsuits. How to Protect Assets from Lawsuits Form an LLC Under New York law, a member is not liable for the debts or obligations of the LLC solely because of their membership. For this to work, you'll need to file Articles of Organization with the Department of State, adopt a written operating agreement, and keep the company's finances completely separate from your own. Always maintain separate bank accounts, distinct contracts, and clean records to reduce any chance that a court will pierce the entity and reach your personal holdings. Get Good Insurance Even with an LLC, you'll want and need liability insurance. A solid commercial general liability policy and any needed professional coverage will be able to absorb many claims before they even threaten the business, let alone your personal property. Review the limits each year and confirm that it meets your needs. Know and Transfer Your Assets Make sure you know exactly what you own and what's potentially vulnerable. Then you'll know best how to protect everything. Certain personal assets are already protected no matter what kind of business you have, including equity in your primary residence up to a certain amount, life insurance proceeds and annuity contracts (when the policy is properly structured), and retirement accounts under ERISA or qualifying individual retirement arrangements. You can also transfer assets into an irrevocable trust for the benefit of your family. Once the transfer is complete and you have no beneficial interest in those assets any longer, they generally sit beyond the reach of your future creditors. New York does not recognize self-settled trusts that name you, the creator, as a beneficiary, so the trust must name someone else as beneficiary. Be aware that you need to move assets into the trust before a claim is made against your company. If you try to make a transfer once a claim's been made, it can be nullified as fraudulent. Make Sure Your Documents Are In Place Business succession tools like buy-sell agreements and carefully drafted operating agreements will keep any ownership transitions orderly and reduce the chance that a dispute or unexpected death could force a fire sale of company assets. Be sure that you're reviewing your overall risk profile at least once a year with your attorney. New contracts, a change or addition of location, or a change in the type of work you perform can all create fresh exposure and require that you adjust your entity's structure, insurance limits, or ownership titles before any problem appears. Talk to a Queens Business Attorney Contact DeCandido & Azachi today to set up a free consultation on your situation. We serve the entire Queens area from our Forest Hills, NY office.

Probate here in Nassau County can be expensive and time-consuming, so it's natural to ask how to avoid probate for your assets. New York law does offer several reliable paths forward. How to Avoid Probate in Nassau County: 5 Ways to Go About It There are several things you can do to get your assets passed directly instead of moving through the full Surrogate's Court process. Each method has its own requirements and trade-offs, though, so the right combination depends on the types of property involved and the goals you have for control and privacy. Always talk to a lawyer to get specific advice. Revocable Living Trusts A revocable living trust is a legal arrangement you create while alive. You transfer ownership of assets into the trust and usually name yourself as trustee. This gives you complete control to use the property, sell it, or change the trust terms at any time; but when you pass away, the successor trustee you named steps in and distributes the trust assets according to your instructions. Because the trust is the owner of the assets, not you or your estate, those assets do not enter the probate process. Pour-Over Will Many people sign a pour-over will when they set up a trust. This just directs that any assets still in your individual name at your death are to be bequeathed to the trust. This keeps most property out of court while providing a safety net for anything you might have overlooked while setting up the trust. Joint Ownership with Rights of Survivorship This is a popular option for married couples. Setting up your ownership this way allows the surviving owner to receive the full title automatically upon the other owner's death. This structure works for some bank accounts, brokerage accounts, vehicles, and real estate, too. You just need to make sure these are all set up the right way. Beneficiary Designations on Financial Assets Many accounts and policies let you name a beneficiary directly with the financial institution or insurance company managing the account. Life insurance proceeds, retirement plans such as IRAs and 401(k)s, bank accounts with payable-on-death forms, and brokerage accounts with transfer-on-death registrations all pass straight to the named person or persons upon proof of death. These transfers happen outside probate. The key here, however, is remembering to keep the designations current as life changes. Transfer on Death Deeds for Real Property New York law lets property owners record a transfer-on-death deed for real estate. You keep full ownership and control during your lifetime and can revoke or change the deed by recording a new one or by selling the property, but, upon your death, the named beneficiaries receive title without any need to go through probate for that specific parcel of land or house. Talk to Us to Learn All the Options in Nassau County These are just five general options. There are more, and what's best for your estate depends on the specifics. Contact DeCandido & Azachi in Forest Hills, NY today to get strategic advice on your estate planning. We also serve clients in Plano, TX.