Wegner Law PLLC Closes $1.4 Million Offering

Wegner Law PLLC helped a technology client raise $1,400,000 in capital as part of private offering. P. Christopher Wegner was lead attorney for the offering drafting all significant documents and providing advice on how to follow the complex state and federal securities laws.

To learn more about how Wegner Law PLLC can help you, call us at 239.449.9200 or email us at cwegner@wegnerlawfirm.com.

IRS Announces Additional Audit Focus

The IRS announced that it its Large Business and International division will continue to look at international tax compliance in taxpayer audits. This is no big surprise as the division has named cross-border taxation as an issue of primary concern each year for almost the past decade.

As such, this announcement serves as a reminder that the IRS is serious about enforcing the international tax laws and that ignorance of the rules will not protect you or your company from a costly audit and, possibly, penalties.

Call or email Chris Wegner today for more information.

P. Christopher Wegner to give presentation on asset protection for business owners

Join Wegner Law PLLC and P. Christopher Wegner, Esq., LL.M., on October 31, 2018, at the Naples Business Accelerator for a discussion on how you can protect your assets for yourself and your family.

Chris will discuss using limited liability companies and corporations for simple, yet extremely effective, asset protection as well as more complex techniques utilizing trusts. He will also explain why most Florida attorneys fail to properly set up single member limited liability companies that will protect their clients from liability. More importantly, Chris will tell you a simple way to avoid or correct this mistake and add extremely effective asset protection for you and your family for next to nothing.

The presentation titled CYA: Covering Your Assets. Modern Asset Protection for Entrepreneurs and Business Owners will start at 12:00pm on Wednesday, October 31, 2018 (Halloween), on the second floor of the Naples Business Accelerator Building located at 3510 Kraft Road, Naples, Florida 34015. There is no need to register; however, you should bring your own lunch to this Brown Bag Lunch at the Accelerator presentation.

For more information or questions, you may call Wegner Law PLLC at 239.449.9200 or email Chris at cwegner@wegnerlawfirm.com.

 

Wegner Law PLLC closes $1.2 million capital raise for client

Wegner Law PLLC helped another client raise funds this week when P. Christopher Wegner closed on a $1.2 million capital raise. Chris has been working with the client for eight months from formation through today and assisted by: (1) drafting the operating agreement; (2) drafting employment agreements; (3) filing paperwork to convert from a Delaware limited liability company to a Delaware corporation; (4) drafting bylaws; (5) drafting shareholders’ agreements; (6) drafting convertible debt instruments for the offering and much more.

The client is currently in discussions to form a joint venture with a publicly traded power house in the client’s industry. Wegner Law PLLC is excited for the client and looks forward to doing many more great things in the future.

 

Senators attempt to delay Wayfair

A small number of Senators have put forth a bill that would prohibit states from imposing sales tax on out of state retailers with less than $10 million in annual sales until the states can agree on how best to implement the new taxes.

North Dakota v. Wayfair, Inc. is the recent Supreme Court case holding that states can impose sales tax on out of state retailers. This proposed legislation is one of the many different ways that federal and state governments are dealing with this drastic change.

To learn more about Wegner Law PLLC or contact us with questions, visit www.wegnerlawfirm.com or call P. Christopher Wegner at 239 449 9200 today. You may also email Chris at cwegner@wegnerlawfirm.com for more information.

Ninth Circuit holds IRS can be sued for emotional distress

The Ninth Circuit held that a couple from Oregon could pursue claims of emotional distress against the IRS unlawfully sent them collection notices after they had filed for bankruptcy. The court determined that the couple suffered emotional distress as a result of the IRS’s conduct and that the government has waived its immunity to such damages.

The court sent the case back to district court for trial.

Florida Tangible Tax Return Exemption

As a general rule, in the State of Florida taxpayers must file tangible personal property tax returns with the state each tax year.[1] It is incumbent on the taxpayer to “disclose and claim any … exemptions from taxation to which the taxpayer may be entitled …”[2] Failure to do so may result in the taxpayer waiving his or her right to any exceptions for the relevant tax year.[3]

However, the exemption provided under §196.183 of the Florida Statutes for the first $25,000 of assessed tangible personal property value,[4] waives the general rule as it relates to the property exempted under that section.[5] Therefore, a taxpayer does not need to file an annual tangible personal property tax return with respect to personal property not exceeding $25,000 so long as the taxpayer filed an initial return claiming the exemption.[6]

A taxpayer must file an annual tangible personal property tax return when the taxpayer possess property with an assessed value in excess of the exemption amount and failure to make the initial filing required under the relevant section precludes the taxpayer from claiming the benefit of this exception from filing provision.

 

 

[1] § 196.021, Fla. Stat. (2018).

[2] Id.

[3] Id.

[4] § 196.183(1), Fla. Stat.

[5] Id. at (3).

[6] Id. (expressly providing an exemption from the filing requirements under the section).

Section 199A Sumary

With the introduction of the new tax law at the beginning of this year taxpayers should review any changes that may impact their taxes. One of the most significant additions that will effect many business and business owners is Section 199A. Below is a brief outline of the law and how to apply it to individual taxpayers. After reading, if you have any questions contact Wegner Law PLLC for more information

  • Reduces taxes on all qualified income
  • Deduction applies to Adjusted Gross Income (“below the line”)
  • Deduction does not apply to wages received by the taxpayer
  • Applies to pass-through entities, including:
    • Limited liability companies taxed as subchapter S corporations

    • Limited liability companies taxed as partnerships

    • Partnerships (including, general partnerships, limited partnerships, limited liability partnerships, etc.}

    • Corporations taxed as subchapter S corporations

    • Sole proprietorships

    • Single Member Limited Liability Companies (not taxed as a subchapter S corporation).

  • Does not apply to:
    • Trusts or RIETS
    • “Specified Services” over $315,000 (or $157,000 for single filers) such as:
      • Traditional service professions such as doctors, attorneys, accountants, actuaries and consultants
      • Traditional service professions such as doctors, attorneys, accountants, actuaries and consultants
      • Financial services
      • Athletes
      • “[A]ny trade or business where the principal asset is the reputation or skill” of the owner”
        • Definition specifically excludes engineers and architects from definition of Specified Services
      • Deduction is also limited for all other income over $315,000[5] (or $157,000 for single filers), over $315,000 (or $157,000 for single filers) deduction limited to the lessor of:
        • 20 percent of qualified business income with respect to the qualified trade or business; or

        • The greater of:

          • 50 percent of the W-2 wages with respect to the qualified trade or business; or

          • the sum of 25 percent of the W-2 wages with respect to the qualified trade or business, plus 2.5 percent of the unadjusted basis immediately after acquisition of all qualified property.

        • For purposes of determining the amount to use in calculating the limitation, include all W-2 wages (even to the taxpayer/owner of the business)

Applying Section 199A

1.     Does taxpayer work in a specified service trade or business?

If taxable income is less than $157,500 / $315,000 taxpayer receives full 20% deduction.

If taxable income is greater than $157,500 / $315,000 but less than $207,500 / $415,000 then a partial deduction is available.

If taxable income is over than $207,500 / $415,000 than taxpayer receives no deduction.

2.    All other businesses

If taxable income is less than $157,500 / $315,000 then the 20% deduction is fully available.

If taxable income is greater than $157,500 / $315,000 but less than $207,500 / $415,000 then a partial deduction is available with the W-2 and depreciable asset limit calculations phase in.

If taxable income is greater than $207,500 / $415,000 then the 20% deduction is compared to the full W-2 and depreciable asset limit calculations.