Business & Corporate Laws You Need to Know Before Starting Your Own Business

Timothy K. Cutler, Esq. Practicing 24 Years 10 Years in Los Angeles & 14 Years in Boston Founded CUTLER P.C. in 2004 Founded CUTLER & WILENSKY LLP in 2013 Served as a Mediator Completed Over 30 Trials in 4 States Overseen Legal Matters in 8 States Represented Start-ups and Emerging Companies in the Areas of Software, Internet, Retail, Engineering and Marketing Represented Chinese Companies Creates Legal Entities Drafts: Licensing Agreements, Contracts and Employment Agreements Handles: Employment Matters, Disputes Between Shareholders, Unfair Business Practices and Contract Disputes Handles: Purchase and Sale of Businesses

Connie C. Dai, Esq. Practice Areas: Business, Employment and Immigration Law Handles: Experience in Cross Border Transactions, Drafting and Reviewing Contracts, Judicial Internship, Employment and Investor Visa and Immigration as well as Naturalization Business and Financial Consulting with Start-Ups and Established Businesses Anti-Trademark Infringement Management, Joint Venture Negotiation, and IP Training in Coca-Cola China NECINA – Fundraising and Public Relations Education: J.D. (Suffolk University); MBA (University of Calgary); and B.A. (Shanghai University) Bar Admissions: Massachusetts; and New York Languages: Native Mandarin; and English

TOPICS TO BE DISCUSSED Why Is It Important To Have A Legal Entity? What Type Of Entity Is Best For Your Company? C Corp vs. S Corp Limited Liability Company Partnership Management and Control Fiduciary Duties Employment Concerns Protect Your Intellectual Property

Why Is It Important to Have a Legal Entity? Liability Credibility Holding Intellectual Property Allows for Multiple Owners Disadvantages of Partnership

What Type Of Entity Is Best For Your Company? C Corporation S Corporation Limited Liability Company (LLC) Sole Proprietorship Partnership or Limited Partnership Choice of Jurisdiction

C Corp. vs. S Corp. Formality and Inflexibility Bylaws Board of Directors Annual Meetings Ability to Issue Stock S Corp. is Limited to 75 US Citizens or Permanent Residents

Limited Liability Company (LLC) No Residence Requirements Flexible in Formalities Operating Agreement

Partnerships General Partnership Joint and Several Liabilities Inadvertently Formed Limited Partnership Limited Liability

Management and Control Officers Board of Directors Employees and Agents

Fiduciary Duties What Are Fiduciary Duties? Directors and Officers Partners in Partnership

Employment Concerns Employee or Independent Contractor Wage and Hour Termination

Protect Your Intellectual Property Confidential Information Trade Secrets Patent Trademark Copyright

Questions?

CUTLER & WILENSKY LLP 10 Milk Street, Suite 720 Boston, MA