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This is a short listing of Atlanta websites that can help you start your venture.

Marketing is all about satisfying customer needs. Use this list of marketing ideas to help better understand customer needs and ways to satisfy those needs.

Corporation Compared to LLC     The Limited Liability Company (LLC) is often a better choice for a business structure than either the C-Corporation or S-Corporation.  The LLC is taxed like a partnership or S-Corp., with flow-through taxation, and provides the same degree of protection from personal liability that is provided by both types of corporations, and is far easier to operate, without the requirement to observe the bothersome corporate formalities associated with both types of corporation.   Both the C-Corp. and the S-Corp. have a complicated three-tier management structure, which requires the observance of certain corporate formalities in order to obtain the protection from personal liability that the corporation is intended to provide.  For example, the owners of a corporation are called shareholders, which means they must be issued stock certificates, which are then recorded in a stock transfer register.  The shareholders must meet once each year to elect or appoint directors.  The directors manage the company for the shareholders, who own it.  The directors must meet annually to elect or appoint officers, who run the company for the directors, who manage the company for the shareholders, who own it.  Officers must include as a minimum, a president, a secretary and a treasurer.  All of these appointments must be carefully documented and properly recorded each year in the corporate Minute Book.  Otherwise, you risk losing protection from personal liability, which a shareholder should receive.   It is possible to have a one-person corporation, with one person being the sole shareholder, the sole director and all three officers.  However all of the corporate formalities listed above must still be observed every year.  Otherwise, the corporation could be considered to be the alter ego of the shareholder, and limited personal liability protection could be lost.   To help in observing all of the requisite corporate formalities, vendors of legal supplies offer something called a Corporate Kit.  A Corporate Kit typically includes a Minute Book, in which to record corporate actions, a corporate seal to affix to official documents, printed stock certificates, and may even include a set of Bylaws.  One source for Corporate Kits, among many other suppliers, can be found on the Internet at www.corporatekits.com.  Another vendor is at www.fastkit.com.   Limited Liability Company (LLC)   An attractive alternative to forming a corporation is the LLC.  The main reason most people form corporations is to obtain the protection of having limited personal liability for claims made against the company and/or its business.  The LLC provides exactly the same degree of protection from personal liability that a corporation does, without the necessity of observing the cumbersome corporate formalities referred to above.  In fact, the LLC may even provide greater liability protection than a corporation.  In certain circumstances, a creditor in a lawsuit against a shareholder may be able to acquire his shares of stock in the corporation.  Then, he can vote the shares of stock with adverse consequences, even forcing the dissolution of the corporation.  Since a LLC does not issue stock, this risk of losing control of the company does not exist with a LLC.  One disadvantage that the LLC presents when compared to a corporation is that the owners of an LLC, called Members, may have to pay self-employment tax on money paid to them by the LLC.  Be sure to consult with a CPA about this when choosing a legal business structure.  This tax disadvantage does not apply to a corporation.  Otherwise, the simplified management structure of a LLC makes it a viable alternative to forming a corporation.   Just as there can be a one-person corporation, there can also be a single-member LLC.  A LLC with more than one member is taxed by the IRS like a partnership or S-Corp. with flow-through taxation.  The LLC itself does not pay taxes; only the members do.  A single member LLC is taxed like a sole proprietorship, with taxes being paid on Schedule C of the owner’s 1040 personal income tax return.   The LLC provides the same degree of protection from personal liability that both types of corporations do, without the need to observe any of these complicated corporate formalities.  For that reason, the LLC is often a better choice of business structure than either the C-Corp. or S-Corp.   Whenever there are more than one owner of a business, it is important to have a written agreement spelling out the relationship among them, their respective rights, duties and responsibilities.  Besides specifying how profits will be shared and/or how losses will be allocated, this written agreement should include a Buy/Sell provision that specifies that if one partner loses interest in the business (or dies), and wants to sell his/her share to somebody else, it must first be offered to the other owners.  This prevents you from suddenly having a stranger as your business partner. Included below is a checklist for writing such a LLC Operating agreement.  Because of its complexity and importance, such an agreement should be prepared by a lawyer. In a LLC having more than one member, a written operating agreement should cover the following topics as a minimum:   The identity of the members;  The business to be conducted;  The name to be used for the enterprise;  The contributions, both initial and future, to be made by each member and how they will be valued (i.e. capital); The percentage interest of each member in the LLC, and  distributions and allocations of profits and losses; Management, whether by members or a manager, including any salaries or draws paid to members, and the keeping of books and accounts; Any authorized borrowings; How any new members will be admitted; In 50/50 ownership, a tie-breaking mechanism to avoid deadlock; Assignment of membership interests, including upon death of a member, and payments to withdrawing or deceased members; Procedure for buying out a member’s interest (Buy/Sell agreement); Dissolution and termination of the LLC; Any desired dispute resolution mechanisms (e.g. mediation or arbitration)  in lieu of litigation between members; Requirements to amend the operating agreement.      

LLC OPERATING AGREEMENT     When forming a business structure that includes more than one owner, such as a partnership, a corporation, or a limited liability company (LLC), it is extremely important to prepare a written agreement spelling out the relationships among the owners, to include their respective responsibilities and obligations.  One important future event to provide for is what to do when one owner decides to leave the enterprise and sell his/her interest to somebody else. This is also known as a buy/sell agreement, providing that the departing owner must first offer to sell his interest to the other owners, and then to the company itself, before being able to sell it to a third party. This prevents you from suddenly having a stranger as your business partner in the event one Member loses interest in the business, or moves to Hawaii, or dies.  (The owners of a partnership are called partners, the owners of a corporation are called shareholders, the owners of a LLC are called members.)  In the case of a partnership, the agreement is called a partnership agreement; in a corporation, a shareholders agreement; and in a LLC, an operating agreement.  All of these agreements are similar, with slight variations.  Because of its complexity and importance, such an agreement should be prepared by a lawyer. In a LLC, a written operating agreement should cover the following topics as a minimum:   The identity of the members;  The business to be conducted;  The name to be used for the enterprise;  The contributions, both initial and future, to be made by each member and how they will be valued (i.e. capital); The percentage interest of each member in the LLC, and  distributions and allocations of profits and losses; Management, whether by members or a manager, including any salaries or draws paid to members, and the keeping of books and accounts; Any authorized borrowings; In a 50/50 ownership, a tie-breaking mechanism to avoid deadlock How any new members will be admitted; Assignment of membership interests, including upon death of a member, and payments to withdrawing or deceased members; Procedure for buying out a member’s interest; Dissolution and termination of the LLC; Any desired dispute resolution mechanisms (e.g. mediation or arbitration)  in lieu of litigation between members; Requirements to amend the operating agreement.

Leasing Commercial Space   When you get serious about an available business space, chances are you'll be presented with a typed or printed commercial lease prepared by the landlord or the landlord's lawyer. As you read the lease, keep these points in mind: Rule 1: Understand that the terms almost always favor the landlord. Rule 2: Know that with a little effort you can almost always negotiate significant improvements to the terms. In theory, all terms of a lease are negotiable. But your negotiating power depends on whether your local rental market is hot or cold. If plenty of commercial space is available, you can probably win many landlord concessions. If your area's rental market is tight or you are chasing a unique space, you'll have considerably less leverage

Independent Contractor vs. Employee To determine whether a worker is an independent contractor or an employee, you must examine the relationship between the worker and the business. All evidence of control and independence in this relationship should be considered. The facts that provide this evidence fall into three categories – Behavioral Control, Financial Control, and the Type of Relationship itself. Behavioral Control covers facts that show whether the business has a right to direct and control how the work is done through instructions, training, or other means. Financial Control covers facts that show whether the business has a right to control the financial and business aspects of the worker's job. This includes: The extent to which the worker has unreimbursed business expenses, The extent of the worker's investment in the facilities used in performing services, The extent to which the worker makes his or her services available to the relevant market, How the business pays the worker, and The extent to which the worker can realize a profit or incur a loss. Type of Relationship includes: Written contracts describing the relationship the parties intended to create, The extent to which the worker is available to perform services for other, similar businesses, Whether the business provides the worker with employee–type benefits, such as insurance, a pension plan, vacation pay, or sick pay, The permanency of the relationship, and The extent to which services performed by the worker are a key aspect of the regular business of the company. For more information, refer to Publication 15-A (PDF), Employer's Supplemental Tax Guide. If you want the IRS to determine whether a specific individual is an independent contractor or an employee, file Form SS-8 (PDF), Determination of Worker Status for Purposes of Federal Employment Taxes and Income Tax Withholding. In order to avoid the requirement to withhold payroll taxes from an employee, there is a tendency for some business owners to declare a worker to be an independent contractor, who properly should be considered an employee.  The more control you exercise over the worker, in determining when, where and how he does his job, the more likely it is that the IRS will consider the worker to be an employee, and not an independent contractor.     Employee or Independent Contractor?  Whether someone who works for you is an employee or an independent contractor is an important question. The answer determines your liability to pay and withhold Federal income tax, social security and Medicare taxes, and Federal unemployment tax.  In general, someone who performs services for you is your employee if you can control what will be done and how it will be done.The courts have considered many facts in deciding whether a worker is an independent contractor or an employee. These facts fall into three main categories: Behavioral Control – Facts that show whether the business has a right to direct and control. These include: Instructions - an employee is generally told: when, where, and how to work what tools or equipment to use what workers to hire or to assist with the work where to purchase supplies and services what work must be performed by a specified individual what order or sequence to follow Training – an employee may be trained to perform services in a particular manner. Financial Control – Facts that show whether the business has a right to control the business aspects of the worker’s job include: The extent to which the worker has unreimbursed expenses The extent of the worker’s investment The extent to which the worker makes services available to the relevant market How the business pays the worker The extent to which the worker can realize a profit or loss Written contracts describing the relationship the parties intended to create Whether the worker is provided with employee-type benefits The permanency of the relationship How integral the services are to the principal activity Type of Relationship – Facts that show the type of relationship include: For a worker who is considered your employee, you are responsible for: Withholding Federal income tax, Withholding and paying the employer social security and Medicare tax, Paying Federal unemployment tax (FUTA) Issuing Form W-2, Wage and Tax Statement, annually, Reporting wages on Form 941, Employer’s Quarterly Federal Tax Return. For a worker who is considered an independent contractor, you may be responsible for issuing Form 1099-MISC, Miscellaneous Income, to report compensation paid. The more control you exercise over the worker, the more likely it is that the IRS will consider him to be an employee, subject to payroll tax withholding, and not an independent contractor, who receives a 1099- MISC form, and pays his/her own taxes.  If the employer improperly classifies a worker as being an independent contractor when he should have been considered an employee, the IRS will impose penalties and interest against the employer for failing to withhold payroll taxes. Government Contracting     There are a number of resources available to assist small businesses who wish to do business as a vendor, supplier or contractor to the U.S. Government.   The Small Business Administration (SBA) had a PRO-Net program, which is an Internet-based database of information search engine on more than 205,000 small businesses, which government procurement officers could access when looking for suppliers.  PRO-Net has now been merged with the Dept. of Defense Central Contractor Registration (CCR), which provides companies desiring to sell to the US Government a central point to register. Registration can be done through the combined website www.ccr.gov.   Every vendor who wants to sell to the US Government must have a Dun & Bradstreet D-U-N-S number, which can be obtained on the website www.dnb.com.   The SBA has a secondary website, www.business.gov, which provides a single source of information concerning 40 different federal departments and agencies,that assist or regulate small businesses.   The website www.firstgov.gov serves as a gateway portal linking and providing access to the websites for every government agency.   Most government contractors are required to post a surety bond when a government contract is awarded.  For contractors otherwise unable to obtain the necessary surety bond, the SBA provides a Surety Bond Guaranty (SBG) program.  Information about the SBG program, and numerous other SBA programs available to assist small businesses is available on the SBA website,  www.sba.gov.    In Pennsylvania, the Bureau of Purchases (BOP) of the Department of General Services (DGS) is responsible for purchasing or contracting for equipment and supplies for the Commonwealth.  The BOP has a Vendor Information and Support Division to assist vendors in doing business with the Commonwealth.  For more information visit www.dgs.state.pa.us.

When you're thinking of starting a business that you can run out of your home, we suggest you first consider the nature of the business you want to open.

This guide provides basic information on starting a new business.

Find out about government contracting, and how your company can participate.     There are a number of resources available to assist small businesses who wish to do business as a vendor, supplier or contractor to the U.S. Government.   The Small Business Administration (SBA) had a PRO-Net program, which is an Internet-based database of information search engine on more than 205,000 small businesses, which government procurement officers could access when looking for suppliers.  PRO-Net has now been merged with the Dept. of Defense Central Contractor Registration (CCR), which provides companies desiring to sell to the US Government a central point to register. Registration can be done through the combined website www.ccr.gov.   Every vendor who wants to sell to the US Government must have a Dun & Bradstreet D-U-N-S number, which can be obtained on the website www.dnb.com.   The SBA has a secondary website, www.business.gov, which provides a single source of information concerning 40 different federal departments and agencies,that assist or regulate small businesses.   The website www.firstgov.gov serves as a gateway portal linking and providing access to the websites for every government agency.   Most government contractors are required to post a surety bond when a government contract is awarded.  For contractors otherwise unable to obtain the necessary surety bond, the SBA provides a Surety Bond Guaranty (SBG) program.  Information about the SBG program, and numerous other SBA programs available to assist small businesses is available on the SBA website,  www.sba.gov.    In Pennsylvania, the Bureau of Purchases (BOP) of the Department of General Services (DGS) is responsible for purchasing or contracting for equipment and supplies for the Commonwealth.  The BOP has a Vendor Information and Support Division to assist vendors in doing business with the Commonwealth.  For more information visit www.dgs.state.pa.us.