The Imbedded Mogul

TIM – Week 5

Hello, week 5!  Tonight is all about legal…



Sarah McCurry introduced herself as a “modern trend lawyer” (her business is based on referrals, not cut-throat, and through advertising.  She is billed hourly vs certain amount of trust.)  Then she asked the participants to introduce ourselves and give her a short business description.  –  There is such a great variety of start–ups here, it is very neat!

I tried to shorten my notes for you here, but I thought most of them were worthy of sharing:

FORMED BUSINESS:  (can be sued based on your personal assets)

  1. Organization (forming a business and “I’m supposed to incorporate”)
  2. Sole-prop (1 person)
  3. Partnership (2+ people in ownership)


ENITY: (can only sue based on the resources based only on property of business)

  1. First you have a company name, purpose, etc.
  2. Next you need liability
  3. Limited liability comp (LLC)
  4. Corporation (‘can be burdensome’) “C-corp” (board of director, meetings, minutes, movements to move)
  5. Stock – buy a minimal share of stocks, you will be taxed on the amount you own (see articles of incorporation)
  6. Non-stock
  7. Non-profit

FYI:  file w/SCC-VA (to form corporation) business entity search

FYI:  B-corp is a “label” like food marked “organic” (you’d have to be LLC or Corp)

CORP (SCC on-line filing) – member of VA state bar, corporation, self

TWEET:  “Sound advice – when it comes to a start-up, have paperwork in place, respect the entity and stay organized!”


  • Articles of organization
  • Certificate of organization
  • IRS-EIN get number (not mail) – social security number for company
  • Bank account – business!
  • Write a check to county

TWEET:  “If you are running your business out of your personal bank account – go to the bank tomorrow morning.” SM

Filing process for LLC – the RIGHT foundation

  1. Less paperwork
  2. Shares = membership
  3. Sign documents “managing member”
  4. Who gets what % of loss
  5. Who gets what % of gain
  6. What happens?
  7. Insurance in place to pay rent, liability ins, payroll, spouses, etc.

DBA – Company vs Name

  • Reg. for taxes – who is paying?
  • State/county needs to know
  • File “VA factious name” application
  • Take to local court
  • “If I do something wrong?  Will a customer be able to find me?”

LLC:  (BMW, Chrysler – but, if you sell on stock market, probably go to DE and register for tax purposes)

  • No stock — membership only
  • 1 – tax as sole proprietor (or partnership)
  • 2 mo & 15 days – S Corp (w/employees)
  • Keep records (expenses…)  “Where are you and where are you going?” SM
  • Mold it how you want, tax-wise
  • No bylaws or official docs

ALWAYS put things in writing

  • Contracts
  • Commercial Lease

o   VA-buyer beware

o   read the terms

o   personal guarantee (personally being responsible for paying if your company cannot)

o   oral promises don’t matter

  • Hiring
  • Purchases

Substantial compliance – look into (rules and regulations, terms on agreements)

****SIGN:  Darla D. Hancock, Managing Member of The Social Market

7 habits of highly effective people by coveys

  • Focus on goals
  • Be positive
  1. Be proactive, life doesn’t happen (take action on wht you can do, not worry about what you can’t control)
  2. Begin with the end in mind (prioritize and bring a proper foundation
  3. Think “win-win”
  4. Think cooperatively (think community, not individually) – believe in abundance
  5. Don’t assume you know more than anyone
  6. Teamwork, value difference
  7. Take care of yourself




Karen works for Chesterfield Economic Development.  She defines what she does as a “Corporate Concierge for Small Business” – helping to build communities of partners and resources.  Her advice was practical and informative about what Chesterfield County has to offer small businesses:

IF YOU USE “DBA” – fill at clerk’s office (county) – $12

Where do you look for grants?  Chesterfield Business Starts Here

  • Foundation reporter
  • List of corporations that give grants
  • With a library card, you can log into the report (w/o paying for subscription) – in library

Was is the best hidden resource for small business help?  The Public Library!!

  • Makerspace (Central Library in Chester)
  • Free meeting spaces (Meadowdale Library)
  • Co-working space (North Courthouse Library)

Where do you go for business property?  Chesterfield County can help with site selection, zoning, permitting process, signage, etc.

Where is the best place to access to capital for your small business?

  • Lending – banker resources
  • SBA funding programs
  • VA Community Capital


Well… that’s a wrap!!

A plateful of tacos, a cherry coke, lots to think about and no homework!  A good night.

Darla, The Imbedded Mogul




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