Kishinevsky & Raykin

5 benefits of an LLC business structure

2024-07-08T16:09:11Z

When you start a business, one of the first things you need to decide is the type of business structure you want. Many entrepreneurs choose a Limited Liability Company (LLC) because it offers several advantages. What benefits might this structure bring to your company?

1. Liability protection

The main benefit of an LLC is that it protects its owners from being personally responsible for business debts and liabilities. This means that if your business faces legal issues or debts, your personal assets like your house, car and savings are safe. This protection helps you keep your personal and business finances separate.

2. Flexibility in taxation

LLCs give you choices on how to handle taxes. Often, LLCs don’t pay taxes directly on their income. Instead, the income passes on to the members and they report it on their personal tax returns. An LLC can also choose to be taxed like a corporation if that is better for the business. This choice allows you to pick the tax setup that best meets your financial goals.

3. Management flexibility

LLCs do not have to have a board of directors or corporate officers like corporations are. You can manage your LLC yourself (owner-managed) or have managers (manager-managed). This flexibility lets you set up the management to meet your business’s specific needs.

4. Ownership flexibility

LLCs are also flexible in terms of who can own them. They can have any number of members, including individuals, other corporations, other LLCs and even entities from other countries. This can make it easier to bring in investments or expertise from different sources.

5. Fewer formalities and requirements

LLCs have fewer rules and requirements than corporations. They do not need to hold annual meetings or keep detailed records. This can make an LLC a great option for small business owners who want to focus more on running their business and less on paperwork. Choosing an LLC as your business structure can provide many benefits. As with any significant business decision, it is important to consider your specific business needs and consult with financial and legal professionals to ensure that forming an LLC is the best choice for your situation.

Picking the right business structure is key for new businesses

2024-07-03T20:12:56Z

Business structure affects the amount of taxes you pay, the level of risk your personal assets are exposed to, the ability to raise capital, and the amount of paperwork your business must do. If the founder makes the right decision, it can provide numerous benefits, including legal and financial protection, as well as tax benefits. Conversely, if they make the wrong decision, the choice could make success even harder to achieve.

The pros and cons of the 4 common types

Here are the four most common types of business structures, along with their strengths and weaknesses:

Sole Proprietorship
- Strengths: It’s the simplest structure, easy to set up and gives you complete control over your business.
- Weaknesses: You’re personally liable for your company’s debts and obligations, which can put your personal assets at risk.
Partnership
- Strengths: Easy to establish, allowing for shared responsibility and financial commitment.
- Weaknesses: Partners are personally and jointly liable for the actions of the other partners. Disagreements among partners can affect the business’s success.
Corporation (C Corp)
- Strengths: Offers the most protection against personal liability, and it’s easier to sell the business or part of it.
- Weaknesses: Forming a corporation is expensive and involves a lot of paperwork. Corporations are also subject to double taxation—the corporation pays taxes on its earnings, and shareholders also pay taxes on dividends.
Limited Liability Company (LLC)
- Strengths: It provides limited liability protection, and profits and losses can pass through to personal income without facing corporate taxes.
- Weaknesses: It’s more complex than a sole proprietorship or partnership, and there are additional regulations that can vary by state.

Each business (and its founder) will have unique elements and needs, and this list is a general synopsis of benefits and limitations.

Business and legal guidance go together

The right business law attorney can be invaluable when deciding on a business structure. They can provide legal advice tailored to your specific situation, help you understand the potential legal and financial implications of each business structure, and guide you through the process of setting up your business. They can also help you navigate any legal issues while doing business.

504, ADA, IDEA and Masks

2021-08-20T07:06:03Z

We do a great deal of ADA/504 work for students from kindergarten through graduate school and have received dozens of calls from prospective clients. But we've only litigated one case, and there's a reason for that: getting a doctor to say that a person cannot wear a mask in a classroom is not easy.

Numerous clients have asked for a reasonable accommodation for themselves or their kids to not wear a mask. But not every disability will qualify a person to be exempted from wearing a mask. It normally requires some kind of respiratory condition or mental health issue.

The one case I litigated was a case against the Boulder Valley School District in which they wanted a severely autistic child to wear a mask. Sensory-processing issues often accompany autism, and this kid absolutely could not tolerate a mask being on his face. No matter what anyone tried, he would rip off he mask and emotionally escalate within five seconds of the mask on his face. His doctor provided a note to the school district. But BVSD stupidly continued to insist that he wear a mask and wouldn't allow him to attend school in-person unless he did. We filed suit, and eventually they relented.

But that's basically the way to get an ADA/504 accommodation. It's case by case. No class action would work, particularly in light of the Supreme Court's recent decision to not stop Indiana University from moving forward with a vaccine mandate for its students.

Legislative Efforts at Lowering Jail Populations

2021-04-23T20:45:10Z

On February 16, 2021, Senators Pete Lee and Adrienne Benavidez introduced Senate Bill 62, titled Jail Population Management Tools. This bill aims to codify the authority peace officers and sheriffs have been exercising over the last during to issue a summons and complaint for any offense committed rather than arresting and incarcerating people during the COVID-19 pandemic. Broadly, this bill seeks to prohibit an officer from arresting a person based solely on an alleged traffic offense, petty offense, municipal offense, misdemeanor offense, a class 4, 5, or 6 felony, or a level 3 or 4 drug felony. This prohibition is excepted by any statutory requirements for an arrest, the offense poses a significant threat to another person, or a reasonable suspicion that the person is unlikely to stop the criminal behavior. Other than these exceptions, an officer cannot arrest a person, and must instead issue a summons, thereby lowering the amount of people brought into jails. Law enforcement officers have already implemented processes such as this over the last year to reduce jail populations due to COVID-19, and this bill empowers them to continue to do so. SB21-062 has been referred to the Appropriations Committee for further review.

LGBT Students at Religious Institutions and Title IX

2021-04-22T17:11:22Z

As a result of recent guidance from the Department of Justice to federal agencies and a recent decision of the United States Supreme Court, LGBT students at educational institutions are protected from discrimination by Title IX’s prohibition on sex-based discrimination. https://www.coloradolawteam.com/blog/2021/04/title-ix-now-protects-lgbt-students-from-discrimination/ A recent article by Inside Higher Ed details new efforts from LGBT students who are seeking to extend that protection to LGBT students at religious schools. https://www.insidehighered.com/news/2021/04/06/lgbt-students-sue-education-department-over-title-ix-religious-exemption Title IX prohibits discrimination on the basis of sex, including gender identity and sexual orientation, in educational institutions that receive federal funds. Title IX however exempts institutions that are controlled by a religious organization from this prohibition if compliance would be contrary to the religious tenets of the religious organizations. 20 U.S.C. § 1681(a)(3). This exemption has left students, especially LGBT students, at religious schools vulnerable to harassment and discrimination. Now, LGBT students at several religious colleges have brought a lawsuit against the Department of Education arguing that Title IX’s exemption violates the Constitution’s guarantee of equal protection and due process. These LGBT students describe homophobia, harassment, being reluctant to report sexual assault, colleges’ indifference when they do report sexual assault, and even being forced into conversion therapy. The students bringing the lawsuit argue that the federal government is approving such discrimination when it gives funds to religious schools who are then exempt from Title IX’s prohibition on discrimination and that this violates the equal protection clause of the Constitution. The colleges argue that their religious freedom rights under the Constitution entitle them to carve out their own rules. Courts will have to decide how to balance these competing claims, but in the meantime, LGBT students at religious colleges will continue not to enjoy the protections of Title IX.

Consequenceless Restraints

2021-04-22T17:05:09Z

Colorado law makes it abundantly clear that a school employee may only use physical restraint on or seclude a student in very limited circumstances, usually only when a student is posing a threat to themselves or another. C.R.S. § 26-20-103. However, many school districts do not follow the law. Whether it be to lack of training, laziness, or just outright disapproval, it has become all too common for school’s to use restraint and/or seclusion as a form of discipline or convenience, especially with students with special needs. Educators have an incredibly difficult task of teaching, supervising, and grooming our children into successful adults. However, using restraint on a child or secluding them can be incredibly traumatizing and should only be used in extreme circumstances. Unfortunately, while Colorado law prohibits the use of restraint and seclusion in most circumstances, there is no bite or consequences for the school districts that do not comply and leaves little regress for the families of victimized students. The Colorado Department of Education receives complaints in education ranging from special needs students not receiving proper education to improper use of seclusion and restraint. If the CDE determines that an improper restraint was used or that a child was improperly secluded, they may recommend a school district to do certain things to stop the behavior, such as ordering additional training. However, that is all the law says it is: a recommendation. There is no recourse or consequences if a district simply refuses to comply. The law prohibiting restraint and seclusion was passed in Colorado in 2017. While good intentioned, the law does not do enough to protect the children of the state. This isn’t to say that there is nothing a family can do if their child was improperly restrained or secluded, but until the law is changed, there is little a family can do.

Police Accountability Act 2.0

2021-04-13T17:12:14Z

On March 30, 2021, Representative Leslie Herod introduced House Bill 1250, titled Measures to Address Law Enforcement Accountability. This bill comes as a follow-up to the Police Accountability Act passed last year in response to the killing of George Floyd and the following nationwide protests. Generally speaking, the bill passed last year was a groundbreaking bill that created a state cause of action against law enforcement officers for excessive uses of force, and created reporting requirements to enhance law enforcement transparency. Colorado was the first state in the nation to pass such a bill. Due to the timing of the bill last year, as well as scheduling issues within the legislature from COVID-19, the bill was passed quickly without much time for amendments. This year’s bill has been introduced as a means of clarifying various aspects of last year’s bill and to shore up some shortcomings of it. This year’s bill includes many small changes, such as adding definitions, and clarifying reporting requirements and timelines for law enforcement agencies. The bill also adds Colorado State Patrol officers as officers who can be sued via civil action. Finally, as a bill that was designed to decrease police brutality, this bill also requires a peace officer to use de-escalation techniques prior to any use of physical force, and such physical force must be objectively reasonable. Given there is more time for this bill to pass through the general assembly, it will likely receive several amendments prior to passing. The bill is set for its first committee hearing in the House Judiciary Committee on April 21, 2021.

Title IX now protects LGBT students from discrimination

2021-04-07T20:23:27Z

LGBT students and employees of educational institutions receiving federal funding have greater protections against discrimination in light of new guidance on Title IX from the Biden administration. Title IX is a federal law that prohibits sex discrimination in educational institutions that receive federal funding. 20 U.S.C. § 1681(a). In a letter dated March 26, 2021, the Department of Justice has told all federal agencies that this prohibition against sex discrimination includes a prohibition against discrimination based on gender identity and sexual orientation. The Department of Justice arrived at this conclusion as a result of a recent Supreme Court decision called Bostock v. Clayton County, 140 S. Ct. 1731, 590 U.S. ¬__ (2020). In Bostock, the Supreme Court interpreted a different federal law, Title VII, which prohibits sex discrimination in employment. The Supreme Court reasoned that because it is impossible to discriminate against LGBT employees on the basis of gender identity or sexual orientation without taking sex into consideration that Title VII already prohibits discrimination on the basis of gender identity and sexual orientation. The Department of Justice applied the same reasoning to Title IX’s prohibition on sex discrimination in educational institutions. While some courts have previously reached the same conclusion, the new guidance clarifies that LGBT students and employees at educational institutions have a powerful new tool to fight discrimination.

Colleges and COVID

2021-03-10T21:05:17Z

It has been over a year since the world shut-down for COVID and we have been adjusting ever since. Masks, hand sanitizer, and social distancing have all become parts of our lives. We have missed out on family functions, social gatherings, concerts, movies, and sporting events. It has been stressful on us all, but even more so for children and college students. College has almost become a ‘rite of passage’ in United States and college students have missed out on over 25% of the traditional college experience. It has been an incredibly tough experience to go through this as a college student, when so much of college requires social interaction. Sporting events, dating, parties, clubs, intramural sports, you name it, have all been lost. Many young adults are struggling even more so than most of us, and understandably so. This are years these young adults can never get back. While some of the policies put in place are necessary to stop the spread of this disease, colleges and universities throughout the state have been handing down incredibly harsh, heavy-handed, and inconsistent sanctions to students for even the most minor of discretions. For example, the University of Colorado recently suspended several students for an entire year. Their indiscretion? They had tested positive for COVID and other students in their dorm room. Doesn’t sound great, until you realize that the other students had also tested positive for COVID and were quarantining in the same dorm facility, just not the same room. A student from the University of Northern Colorado was recently suspended for TWO YEARS for violating the School’s vague COVID policies, with only one semester left before graduating. Colleges and Universities did little or nothing to prevent the spread of COVID early on and, after receiving negative press, are overcompensating for their own discretions by blaming and taking it out on their students. While your rights as a college student are limited, they do still exist. At the Colorado Law Team, we have several attorneys who are experienced in assisting students throughout the entire process, whether it be preparing you for an upcoming disciplinary hearing, advising and/or drafting an appeal on your behalf after a hearing, or even filing a lawsuit on your behalf if necessary. If you are facing discipline or have been disciplined by your college for alleged COVID violations, or any other violation, contact us immediately for a consultation to see what we can do to help.

Teachers, COVID And The Americans With Disabilities Act

2023-04-21T03:44:19Z

As a former teacher myself who now is a lawyer, I’ve represented countless teachers over the years in various actions against school districts. We’ve received several phone calls over the past several weeks from teachers in Colorado and the Denver metro area who are concerned about returning to work amid the covid-19 pandemic. This issue hits particularly close to home for me because my wife is a special education teacher who fell ill with coronavirus in March. Although she is now testing negative for covid, she still has not fully recovered. She continues to struggle with breathing and gets fatigued very, very easily. She’s only 41 years old and was in good health before this happened. Teachers are scared about returning to school soon, and unfortunately they have good reason to be. For that reason, I’ve tried to put together this guide to help teachers who have questions about covid.

If I am healthy and my school tells me I have to return to work, do I have to?

In general, yes. If the schools open and you are still employed, you do typically have to return to work.

What happens if I do not?

If you are otherwise healthy and you do not return to work, you could be fired for insubordination and/or job abandonment.

May I sue my school if I get sick from covid?

For various reasons that are too technical and complicated to get into here, the answer generally is no. In Colorado, such a suit would be just about impossible for all intents and purposes.

Do special protections apply to me if I have pre-existing health conditions?

Absolutely. This is where you have to put the Americans with Disabilities Act (ADA) and Section 504 of the Rehabilitation Act of 1973 on your side. The ADA, a federal law found at 42 U.S.C. § 12101, protects Americans with Disabilities. If you are a teacher with pre-existing health conditions, you may be entitled to special protections under the ADA.

How do I know if the ADA protects me?

The ADA protects every individual with a disability. A person is considered to have a disability if that person has a physical or mental impairment that substantially limits one or more major life activities, according to 42 U.S.C. § 12102(1)(A). Generally, there must be a record of that disability. That means you simply need medical documentation of that disability.

What kind of disabilities qualify?

The ADA should be read very broadly. Basically, if you have any kind of physical and/or mental issue that substantially limits you, then you should assume you qualify. This could be cancer, heart disease, asthma, allergies, kidney illnesses, depression, post-traumatic stress disorder (PTSD), anxiety, etc.

What is a major life activity?

Again, the ADA should be read very broadly. As an educator, you’re constantly involved in major life activities: walking, talking, thinking, breathing, writing, etc. All of these things are major life activities.

I’m not teacher, but I still work in a school. Does the ADA protect me?

Absolutely. Perhaps you’re a paraprofessional, nurse, psychologist, administrator, social worker, janitor, etc. The ADA still protects you.

I have a disability and fear returning to work because of covid-19 and my disability. What do I do now?

First, make sure you have your documentation in order. You have to have proof from a medical provider that you do, in fact, have a disability. Second, if you can get your medical provider to make a recommendation that it is not safe for you to return to work because of your disability, that would be very helpful. This is not required, but it can be very useful. Third, and this is most important, make a request for what’s known as a “reasonable accommodation.” This is a very important term under the ADA, and it is found at 42 U.S.C. 12111(9). An employer has to make reasonable accommodations for disabled individuals. What this means is that your school must make “existing facilities used by employees readily accessible to and usable by individuals with disabilities.” Reasonable accommodations can include but are not limited to: modified work schedules, modifying devices (such as putting plexiglass behind teachers’ desks), allowing teachers to work from home, etc. As long as the accommodation does not present an “undue hardship” to the school, then the accommodation is considered reasonable. You have to make the request to your supervisor.

Is it reasonable for me to work at home?

I would argue that if you are disabled, it absolutely is. For the past several months, schools have put into place numerous adjustments that allowed teachers to teach students from home. There is no reason that they should not be able to continue those adjustments.

Does the ADA only apply to public schools?

No, it applies to public schools and private schools. As long as you work for a school or district that has at least 15 employees, the ADA protects you. However, the ADA does not apply to private religious schools, and you would not be protected if you work for a private religious school.

I made a request to work from home or another reasonable accommodation, but the school is denying me. What do I do?

File a complaint with either the Colorado Civil Rights Division (ccrd.colorado.gov) or the U.S. Equal Employment Opportunity Commission (eeoc.gov). Sometimes, this is the only language that school leaders understand.

But I only have a minor medical condition. The ADA won’t protect me, right?

You don’t know that, and you don’t know how returning to a dangerous, covid-infected school is going to affect you. If you have mental health issues, for example, the stressors may make things much worse. If you have asthma, for example, that could be severely impacted by covid. Let doctors make medical decisions. If you’re not comfortable returning to work, see your doctor and make decisions in consultation with your doctor.

Will my school union help me?

LOL – is that a serious question? You’re far from the only one. Have you seen the state of unions in America?

I filed a complaint and they still won’t accommodate me or they’re threatening me with my job.

You are educators. As a group, you are the best people on Earth, and you do the world’s most important job while not being paid nearly enough to do it. The public does not appreciate you enough, your supervisors disrespect you, parents often blame you for everything, you work damn hard, and you do it all for the kids. You have to put up with a lot of crap to do a damn hard job while being underpaid and disrespected. Stop putting up with that crap. Lawyers exist for a reason.

Why is my school district doing this to me?

Because no matter what they may say, district leadership doesn’t care about you. They consider you expendable and replaceable. Remember this behavior by the district the next time the union negotiates a contract with district leadership.