In episode 419, Rob Finkelstein teaches us how to protect our business and brand name by forming a business entity.
We cover information about why it’s important to form a business entity and have a separate bank account, what you should do when picking a name for your business like how to search for your name, and then filing the right kind of business entity with the government.
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Bio Rob is a lawyer, practicing for over 20 years in NYC. In 2017, Rob decided to pursue his passion for baking and went to culinary school for pastry arts. After graduating, not wanting to leave the law, Rob got started blogging at Cinnamon Shtick which was also his entry into food photography. He worked with a number of brands and came to represent lots of food photographers in connection with their contracts and business setups. They all inspired Rob to create an online course about contracts specifically for food photographers.
- Forming an entity is for liability protection.
- Forming an entity makes it recognized as a separate person to keep your personal life and your business life completely separate.
- Finances are run separately so that the courts can’t say your personal and business are intertwined and therefore available to judgment in a case.
- Sole proprietorship – registered with a government authority, offers no protection
- Partnership – not worth spending much time on because isn’t set up for online bloggers.
- Corporation – this is a document-driven option that is available to bloggers
- LLC – Operating agreements are required in some states but are best practice for everyone. Visit the Secretary of State’s website for information.
- Taxes are separate from these options.
- Google your business name to see if someone else is using it in the food industry if you haven’t, so you can trademark it.
- Filing fees and maintenance fees should be submitted in the state you live/work in.
- US Patent Trade Office (USPTO) – verify your business name isn’t in use or applied for and do this before branding your blog.
- Best to file with the USPTO with a lawyer’s help.
- File an EIN with the IRS once you have filed your name.
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EBT419 – Rob Finkelstein
Intro: Food bloggers, hi, how are you today? Thank you so much for tuning in to the Eat Blog Talk podcast. This is the place for food bloggers to get information and inspiration to accelerate their blog’s growth and ultimately help you to achieve their freedom, whether that’s financial, personal, or professional.
I’m Megan Porta and I’ve been a food blogger for over 12 years. I understand how isolating food blogging can be at times. I’m on a mission to motivate, inspire, and most importantly, let each and every food blogger, including you, know that you are heard and supported.
The episode you are about to listen to should probably have been episode number one or two or three on this podcast, but it is not. It is episode number 419. Better late than never. We are talking about how to protect your business and your brand name in this amazing episode with Rob Finkelstein from Contract Legalease. He talks through all the things that we should think about, whether we are just starting our blog or maybe we’ve been doing it for five years or 10 years. Things like why to create a business entity, and different types of entities to think through. If you’re going to form an LLC, how to go about that, everything in between all of those lines. Somehow Rob just adds a little bit of excitement to this normally boring, dare I say, topic. He has such a great personality and just has a lot to offer us. So enjoy episode number 419, sponsored by RankIQ.
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Megan Porta: Rob Finkelstein is a lawyer practicing for over 20 years in New York City. In 2017, Rob decided to pursue his passion for baking and went to culinary school for pastry arts. After graduation, not wanting to leave the law, Rob got started blogging at cinnamonshtick.com, which was also his entry into food photography. He worked with a number of brands and came to represent lots of food photographers in connection with their contracts and business setups. They all inspired Rob to create an online course about contracts, specifically for food photographers.
Hello, Rob. It’s so good to have you back on Eat Blog Talk. How are you doing today?
Rob Finkelstein: I’m doing well. Thank you so much for having me back.
Megan Porta: It’s always fun to talk to you. We’re curious though, do you have another fun fact to share with us?
Rob Finkelstein: I do. So my fun fact, I don’t remember what my first fun fact was, but this one, I will tell you that I absolutely loathe raspberries. People are shocked and dismayed when they hear that. And, I’m just like, you know what? I think they’re vile and nasty. I refer to them as the devil’s fruit because I just imagine the devils down there just chomping on raspberries.
Megan Porta: Okay, is it the texture or what is it about raspberries?
Rob Finkelstein: That is always the question and it’s all of it. It’s the texture. It’s the flavor. It’s everything. I just absolutely loathe them. When I was in culinary school, especially, French culinary school type of stuff, they always use a lot of raspberry jams, usually raspberry and apricot. My chef instructors, they all knew, keep that away from me. I was not going to be using it.
Megan Porta: Okay. I’ve never heard that. I hear commonly bananas or something, I don’t know. But raspberries?
Rob Finkelstein: I know. It’s crazy.
Megan Porta: I beg to differ. They’re so delicious, Rob. I’m so sorry that you don’t enjoy the splendor of the raspberry, but hey, to each his own, right?
Rob Finkelstein: I’m all about the blueberry. That is my favorite berry of all time.
Megan Porta: All right. I will not serve you raspberry cupcakes or anything like that in the future. Noted. Yes. Okay. Very different topic. You are here actually to talk about protecting your business and your brand name and all of those things that we don’t always like to think about because, the whole label of boring, but they’re really important actually. So you’re here to just confirm that and talk through some really important things. So how do you want to start? Do you want to talk about why forming a business entity is important?
Rob Finkelstein: Yeah. So let’s start there. I will confirm, yes, this is boring, but it is so incredibly important. Not just for food bloggers or food photographers or anyone in this world, but any sort of business. This is what you need to do to protect yourself. So why do people form a business entity? There’s really, in my mind, there are three reasons, but there’s really primarily one reason. The first, and most important reason is liability protection.
So the whole thing about forming an entity is that once you’ve actually formed that entity, it is like a separate person. It gets its own equivalent to a social security number in the United States. So it’s called an employer identification number. It’s an existing, almost like a human being. The point of that is that is the person, the entity, that’s engaging in business with other companies, other people, and all of that. So if there’s ever an issue, a dispute, or you get sued for something, it’s the entity that’s on the hook, not you personally. That’s so critically important because you are protecting your personal assets in that respect. So if you got sued, but it’s your entity that gets sued and says, you really did something egregious, and then whoever sued you gets a judgment for a large sum of money and they come after you, they can only go after your business, generally speaking. This means that your personal assets like your house, your car, your jewelry, your savings account, your checking account, and all that personal stuff should be kept safe and no one can touch it. That’s the most important reason why you should form a business entity. I’ll talk about the different types of entities that exist and all of that. What I think is best for food bloggers, but that’s to say everyone in business should be forming an entity. There’s just no question in my mind. If you’re not doing it, frankly, you’re being foolish.
Megan Porta: Can I ask you a question? So if you don’t form an entity, you mentioned your house and possessions and all of that, those could be taken from you if something bad were to happen?
Rob Finkelstein: I wouldn’t say it can be taken from you. There are so many things that could happen and it all depends. But let’s say you infringed on someone’s trademark in the course of your food blogging and that person who claims that they own that mark sues you and you defend it. You have to pay for a lawyer first of all, and let’s say you actually did do it, whether it was intentional or not, you infringed on that person’s mark. That person gets a judgment against you for 500,000. I don’t have 500, 000 lying around. But with a judgment, they can go after personal assets. If you’ve got a Rolex that’s worth, I don’t know, 20,000, that’s something they can go after. If the judgment is against you personally. That’s why you form an entity because it protects all of that, all your personal assets. They can’t go after that. It’s only the business assets. So whatever’s really in the bank for your business, that’s where the money is.
Megan Porta: Okay. So it’s a no-brainer. This needs to happen if you have a business.
Rob Finkelstein: Absolutely. Yeah. I have more to say on that, but I think I can get into more detail when we talk about the different types of entities that exist out there and the ones that you should avoid. The other reason to form an entity is financed. This helps keep it kosher that you have an entity and that no one can really go after you personally. Once you have your entity, you should open up a bank account and get a credit card in the name of your entity. All the money should be flowing through accounts that are associated just with the entity, not with you personally. Once you start commingling your personal bank account with your business bank account, you’re inviting trouble because then you get into sort of a gray world where if someone did have that 500,000 judgment against say your company, but it turns out that you’ve been commingling all of this money and it’s a wishwash of what’s personal and what’s business, there could be an argument to be made that person could do what’s called piercing the corporate veil. This means that’s from a case and in the world of corporations from years and years ago. What it means is that we form these entities so that we have a veil between the company and us personally, and in certain circumstances, the court can say, you can lift that corporate veil and go after the owner personally. One of the factors the court would look at is if you’re commingling all of your money together. Because if you’re going to have a separate business entity, you need to keep it separate. That’s so important from a liability standpoint. From an accounting standpoint, it just makes life so much easier for you or your accountant to keep it all separate. That’s the other important thing. Then the third reason why people form an entity is really for marketing purposes. It sounds silly, but there is this perception of just a real professional business when you see that it is an actual corporation or a limited liability company, or a partnership. There’s just something that goes with it on a professional level. The perception from whoever your client might be is usually, oh, okay. They have their ducks in a row. They actually formed a business entity, that seems reputable. I think that’s an important thing too.
Megan Porta: Okay, so you’ve convinced us we do need to do this if we haven’t. I have a question about just what if there’s a blogger or bloggers listening who they’re well into their business, like maybe they’re a few years, is it still worth it to do this?
Rob Finkelstein: Absolutely, it’s worth it. The downside is that if you haven’t done it yet, whatever you’ve done out there if there’s a problem that arises from something done in the past, likely you are exposed to personal liability. But from the day that you file your entity and open up your bank account and operate through there, once you do that, going forward, you are better protected.
Megan Porta: Okay, so do it.
Rob Finkelstein: Yeah, and I’ve had clients, food bloggers, and all other types of clients who have been in business for years and we’re operating as a sole proprietor, which we will talk about. Then finally woke up and realized, Oh, I should do this. They did it and they know that it’s the right thing to do to protect themselves.
Megan Porta: Okay. So what are the different types of entities?
Rob Finkelstein: So let’s first talk about a sole proprietorship. I think there are lots of food bloggers out there operating as a sole proprietor. I’ve seen in different Facebook groups for all of us food bloggers, people saying it and I’m just like, Oh my God, no. They have this misperception that being a sole proprietor gives them some level of protection. A sole proprietorship is like a distinction without a difference. It does nothing for you from a legal standpoint. All you’re doing is registering with some local governmental authority saying, Hey, I, Rob Finkelstein am also operating a business as whatever. For me, it’s Cinnamon Shtick. That’s my blog. So that all that’s doing is just saying to the world, I’m also operating under this name. It does not give you any sort of liability protection and that is the problem. It is a very archaic type of business entity. It was the first thing to ever evolve, I don’t even know how many years ago, but a long time ago. So it’s still with us, but frankly, I don’t know why. It shouldn’t be an option. There’s no benefit to registering as a sole proprietorship. I’m just going to say it right here, don’t do it. If you are one, move on and form a business entity.
Megan Porta: Interesting that it’s so archaic and it’s still hanging around.
Rob Finkelstein: Yeah, it boggles my mind. I don’t know what the point of it is. Whatever it was, that it was invented hundreds of years ago, whenever it was, or I have no idea. Whenever that was, I get it. This is the first type of thing that people came up with. Okay, that makes sense. But now that we have entities where you can protect yourself personally, I don’t know why it’s even an option. It just shouldn’t be.
Megan Porta: So if you have that, move on, as Rob says. So what are some other options for people to move to?
Rob Finkelstein: So the next option, so I’m going in order historically of how these entities have evolved. The next one is a partnership. I don’t think that’s really a viable option for most of us in the food blogging space because a partnership necessarily requires two or more people. You can’t be a sole partner. It doesn’t make sense. So it’s not really worth spending much time on. I think most of us are in business with ourselves and that’s totally fine, but a partnership isn’t a good fit for us. So the next one is a corporation. I’m sure we’ve all heard of corporations. Corporations are great. You get that liability protection that I was talking about. Frankly, for a food blogger, you should be considering forming either a corporation or the next one we’ll talk about, a limited liability company.
A corporation is on the older side of the world, and it’s very document driven. Any sort of decision generally is supposed to be documented by a resolution of the board. If you’re the sole shareholder of your corporation, technically you’re wearing all the hats, so you should be drafting these resolutions and deciding to spend money on something and buy something to buy camera equipment or large, expensive software or whatever. No one does that. No shareholder is going to take time to do that. Technically you’re supposed to. But if you build your business and, it really takes off and you sell it and I’ve had clients who are corporations come to me and say, Oh, I’m selling my business and whatever, we have to go back and dot I’s and cross T’s because most people just do this very informally. It’s a hodgepodge of a mess, but it’s totally possible to do it and it’s fine. So ownership of a corporation is by shares or stock. So people who have an interest in a corporation, actually own stock in the corporation, and that’s represented by shares. That’s important just because there’s a difference between that and a limited liability company. The last thing I’ll say about a corporation is that the governing document of a corporation is what’s called the bylaws. The bylaws really are like the contract, the Bible of the corporation, and how the corporation is going to run. Again, if you’re the sole shareholder, you’re going to do things how you do them, and it’s not the end of the world. But yes, you should have bylaws. It’s an important thing. If you bring on other shareholders into your corporation, then that will dictate how the relationships between you run, how decisions get made, how the money gets dispersed and all of that so that’s an important document also. The next one, the last one is a limited liability company. I think most of us fall into that bucket. I will say, I do know there are food bloggers who have formed corporations and that’s totally great and fine. There’s nothing wrong with that.
The most convenient one I think is the limited liability company. It’s more of a modern twist on the corporation. It’s really 40 or 50 years old, but they become very popular in the last 20, 30 years. They’re great because, unlike a corporation where you technically need to have all this documentation for everything, you don’t have that with a limited liability company. It’s a lot easier to manage the actual entity. An LLC is the governing document there is called an operating agreement. There are a handful of states that require you to have an operating agreement, but it’s just best practice to have an operating agreement. It’s similar to the bylaws. It lays out the land and explains how the relationship between you and anyone else who has an ownership interest in the LLC, or if it’s just you, how the LLC is going to run, profit coming, in disbursements, and all that stuff. It just lays it all out there and it’s an important document and there’s no reason not to have one. But that’s really all that’s necessary in terms of documentation. It’s just a lot easier than a corporation in that respect.
There are tax differences between a corporation and an LLC. I am not an accountant. I am not a tax attorney, so I can only just tell you generally what I know from the Google machine, which my understanding is that if you do form an LLC, there may be ways to elect to be taxed as an S corporation. An S corporation is a function of being taxed so that the corporation doesn’t get taxed and then you get personally taxed. It’s just that you only get taxed once. That’s a benefit that can actually save a lot of money in a given year, but I believe you have to be at a point in your LLC or in a corporation where you can actually be paying yourself a salary. I think that’s one of the factors that’s necessary to elect to file as an S Corp. Don’t take my word for it. Talk to your accountant. They know better. I just know from the Google machine.
Megan Porta: Okay. Okay. That’s super helpful. So we know we need to create either a corporation or an LLC. Now, can we go back a little bit? Is there anything you wanted to say more about that before I have questions about choosing a name in general, but wanted to make sure you ran through everything there.
Rob Finkelstein: Yeah, in terms of, why you should form an entity, that really covers it. I do want to talk exactly about choosing a name. But if you have a question about it, I can address that.
Megan Porta: Yeah. I just want, I would love to hear you talk through that. What things do we need to think about before we choose a name or maybe even after we’ve chosen our name?
Rob Finkelstein: A lot of what I spoke about earlier might seem more relevant to someone just starting out, but it’s relevant to everyone whether you’ve been blogging for two months or you’ve been doing it for 15 years, this applies to everyone. There’s stuff about your name that I think a lot of people don’t consider. Whether you’re just starting out or you’ve already started and you’ve been using your blog name out there, this applies to you. Search it on Google. See what’s going on out there. See if anyone else is using the name that you plan to use or that you have been using for years. If they are using it and it’s in connection with wallpaper hanging, it’s clearly not the same as food blogging, so I wouldn’t be that concerned about it. But if you’re finding another food blogger out there with the same name, that’s a red alert. You need to think about that and see what’s going on. See what country they’re in. That matters. If they’re in a different country, it might not be such an issue. If they’re in the same country, it could be a big issue. So you want to get a handle on that and find out what’s going on.
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Rob Finkelstein: The other thing to search is wherever you form your entity, whether it’s a corporation or an LLC, look up the name with the state’s secretary of state. You can just Google secretary of state and then whatever state you’re in; Wyoming or wherever. Just search the name and make sure no one else has formed an entity with that same name. If that name does exist in the state in which you intend to create this entity, I would think about choosing a different name. You just don’t want to invite any trouble. It’s not to say that you absolutely must, but you probably would have to. The Secretary of State might not allow it to go through if that name already exists.
That just actually reminded me of one little thing, I want to digress for one second. When we talk about forming an entity, we need to consider which state you’re going to file in. That’s really important. Generally speaking, I think it’s best practice to form your entity in the state in which you live and or work. You can form an entity in any state. That’s not an issue. There are people who form entities in states like Delaware or Nevada. They do that because there are potential tax benefits to doing so. Delaware has the richest case law on Corporations and businesses. So if there’s ever a dispute with a partner in a business, that’s a good place to get it resolved. That’s why people choose it. It doesn’t really apply to us. We’re very small businesses compared to those businesses. There’s no real tax break for us. It doesn’t really matter. So I think the best advice for food bloggers is to form in the state in which you are doing your work.
If you live on a border with another state or you work in one state, or live in another state, check them both out. See what the filing fees are. See what the maintenance fees are. Most states require you to file something if not every year than every other year or every four years and there’s a fee involved. To see what all that is to figure out what’s going to be more cost-effective and game it a little bit. The problem is that if you file your entity in one state and you’re also working in another state, so say you filed you in Delaware but you actually live in Missouri. Then you now have to pay the filing fee to form it in Delaware, but you also have to file in Missouri as what’s called a foreign business entity. You’ll have to pay filing fees there. It’s not worth it. We’re too small businesses to have to pay those kinds of fees and there’s no benefit to doing it. So that’s why I say, I think it’s best practice to just form it in whatever state you’re in.
Megan Porta: Is there anywhere else we should look for information?
Rob Finkelstein: That was my digression. So getting back to the name, the last place to look, and people just aren’t aware and don’t know about it. Go look on the United States Patent Trademark Office website for short, it’s called the USPTO. Just Google USPTO. Get to the website. It’s a government website. It is the official Patent trademark office website of the government. Go onto the trademark tab and click search. It’s a little bit of an archaic-looking database, but it actually works very well. Search the name, search your blog name, and see if anyone else has either applied for or actually obtained registration of the mark and the name in which you are looking at. So for me, my blog is Cinnamon Shtick. I would go on and search Cinnamon Shtick and me, before I formed my entity and before I even got my domain name, I looked it up on the USPTO website to make sure no one else has that name. Because if someone else did, I would have rethought the entire branding of my blog. I’m super conservative. So I would have just been like, I’m not dealing with that. But the reality is that it’s really only relevant if they’re in the same sort of space as you. That’s all broken down by what’s called international classifications. Generally speaking, blogging is under class 41. So if someone had obtained a registration of Cinnamon Shtick and say, class 43 because they opened a bakery, I might have been able to still register my blog under class 41 because they’re separate classes, even though they’re the same name. But for me, I have a fantasy of one day opening a bakery, so I wouldn’t have done that. I would have chosen a different name to avoid it altogether. It’s an important thing to look at. If someone’s applied for it. I would look at the application because you have to get into what date they actually filed it compared to what date you’ve been using it. You might be able to jump in and oppose their application. If it’s been registered for any period of time, it’s more difficult to challenge. That’s when you really need to get a lawyer. But it’s so important because if someone else goes and registers the name and you haven’t, even though you’ve been using it for years, you could have a problem. I do think it’s best advice to register your mark with the USPTO. It’s not too cumbersome. I do think it’s best done by a lawyer because there are nuances here and there. I’ve had clients take it on themselves and then they come back to me months later in a panic. I have to get them out of it. Usually, I can, sometimes I can’t. It’s a very tricky area. It seems like it’s not complicated sometimes when you go and file the application, but it actually can be. So it’s definitely worth spending a little bit of money to protect your brand name.
Megan Porta: So I’ve noticed lately just some blog names popping up that are very similar to each other. I won’t say the exact ones, but I’ll just a fake example. So if my blog was Megan Cooks Amazing Food, and then I’ve noticed that something like Megan Makes Amazing Food or even Megan spelled different cooks amazing food, very similar, just spellings of names really is the differentiator. Is that bad? In my mind, I’m like, Ooh, that’s really tricky. But how can that play out?
Rob Finkelstein: So the non-lawyer in me, my reaction is gross. That’s just rude. If you know someone else is out there in the same space with a very similar name, stay away. That’s just obnoxious. Legally speaking, it really depends. There could be a claim for infringement there. Let me just back up too. Even if you never register your name with the USPTO, you still have rights by virtue of using your name. You have what’s called common law rights. It’s limited to the rights you get much greater rights when you register your name with the USPTO. It gets you the right to file in federal court, which is a huge advantage over state court. It also gets you your attorney’s fees paid if you win. There are great advantages, and you get more penalties against the infringer and all that. That’s why it’s worth doing. But if you don’t do that, you still have rights. If you were using your mark before that person, you potentially have a claim against them. Again, it depends on all the circumstances, but the real test is whether or not there is confusion among the public. So if it’s very clear that these are two distinctly different brands, you might not prevail. But if it’s very confusing and it looks similar to what you’ve set up on your blog and the name is very similar and the types of recipes are similar, that’s a stronger case, I think. But again, it’s very fact specific, and it really depends. The test is really whether or not there’s a likelihood of confusion.
Megan Porta: But I do think, like what you said, why would you do that? Being the one who created it?
Rob Finkelstein: Because people are nasty. They just are. There are so many bad people out there. We see it all the time in our space. People stealing recipes and photos. There are just bad people out there. This is what they do. They try to create something that will look similar, but be a little different, and they hope that they won’t get caught, and they hope that the public will be fooled, and come to them instead. That’s the problem. But that’s a stronger argument for you, if you learn about that because then you can say, yeah, there is a likelihood of confusion. In fact, there’s actual confusion. The public is going to this person’s website when they intended to go to mine. So that’s a very strong argument. But my whole point is that I want to avoid any sort of litigation, any sort of dispute. So for me, that’s why I think it’s so important to investigate all of this and look up on the USPTO website and see what’s going on if anyone else is trying to use your brand name or anything like that or on Google or anywhere. I want to avoid all of that risk. That’s me personally. Some people are like, I feel very strongly about my brand name. That’s my domain. I have it. I’ve been doing this for five years. I’m not moving out of that and they’re willing to just move on and take the risk. That’s a subjective thing.
Megan Porta: Okay, so we need to research, even if you’ve been established for a while. Go do that. Then if we are thinking about doing an LLC, forming an LLC, and we haven’t done that yet, how do we go about it?
Rob Finkelstein: Sure, so forming an LLC, it’s actually very straightforward. If you Google how to form an LLC in whatever state you’re forming in, you’ll come up with a gazillion blog entries. I’m not saying to rely on those because you should never rely on them because who knows who these people are who wrote it, but they can give you good guides as to what needs to be done. The best place to go is your Secretary of State website. Generally from what I’ve seen and I’ve formed LLCs in maybe half the states at this point, they all seem to have good websites with good information that explain how to do it. It’s their governmental office. They’re explaining what is needed and how to do it. It’s really just filling out, whether it’s online or on a piece of paper that you then file as a PDF, what’s usually called the certificate of organization. We’re just forming the LLC. It’s a two-page document. It’s not a big deal to fill out. There is a filing fee. The filing fee varies from state to state. It could be like a hundred dollars in one state. It could be $500 in another state. It really varies by state. Once you do that, once you’ve actually pressed the button and filed it, generally it’s formed. I do know from a client that I helped out last week, forming one in Pennsylvania, it took three or four days for it to go through. In some states, it’s automatic when I’m in New Jersey and I formed a couple of LLCs in New Jersey, it’s instantaneous. But I guess in Pennsylvania, they have someone actually review it before they process it completely. So it took a few days there. But usually, it’s pretty fast. Once you have that, you have the certificate of organization or formation. It could be called different things in different states. That’s evidence that this now exists, this entity exists. The next thing you want to do is go Google IRS, EIN. That’s for the employer identification number from the IRS, which again, is the equivalent to a person’s social security number. You need that. You need to have that. I’m just talking again in the United States. Before I go on, be careful. There are tons of third-party websites out there looking to scam you. Again, there are a lot of bad people out there. And they have these websites that look like they’re official IRS websites, and they’re going to charge you upwards of a couple of hundred dollars to get you your EIN. Do not pay a penny. It is free to get an EIN. It will take between 30 seconds and 5 minutes to fill out the form. Do not pay anyone to do it online. That is a scam. So make sure you’re at the actual IRS governmental website. There should be a .gov in there. Once you get that EIN, then you can go and open up a bank account and get a credit card. That’s the employer identification number that you are going to use associated with your business. So once you form that entity, you have the official name. That’s the name you should use for anything legal. If you’re entering into any contracts with anyone, use your LLC name, not your personal name. If you have to fill out a W9 form or something like that, you’re going to use this EIN.
The last thing that people should think about too, and this varies state by state, but it’s something I think a lot of people forget about because a lot of the blog posts that you see online neglect to mention it, look up in your state, whether there’s some other required filing. I can tell you, I know from experience in both New Jersey and Massachusetts, once you’ve formed your LLC, you need to file something with that state’s Department of Revenue. This way, their tax department knows there’s a new entity in the state. It really becomes more relevant if you ever take on any employees, but some states still require you to file with their Department of Revenue or Department of Taxation or whatever it is. But it’s definitely worth spending a little time on Google and trying to find out whether or not there is a requirement, and if so, to make sure that you do that.
Megan Porta: Everything you’ve said, does seem complicated, but it’s really not. I just went through this process recently with a business and it’s a couple of minutes of your life. When you hear it, you’re like, oh, gosh, that’s so overwhelming and that’s so much. But really, when you do it, when you actually go to Google and get into it, it’s really not that big of a deal.
Rob Finkelstein: Absolutely. And really, to form a business and get this all going, it could take a total of 15 minutes. That’s if you know what you’re doing. That’s why I think it’s so important to get this and make a list for yourself of what you need to do. Form with the Secretary of State. Get your EIN. Check whether there’s any other state filing, like the Department of Revenue. That’s the core of it. Then I do think it’s a good idea to go file for the trademark, but once you’ve got that going, you’re literally in business.
Megan Porta: Yeah, it’s just like that. Super simple. Is there anything we’ve missed Rob before we start saying goodbye?
Rob Finkelstein: I don’t think so. I think I covered everything that I wanted to talk about. If you have any other questions or topic ideas that you think would be helpful for your listeners, I’m happy to talk.
Megan Porta: I feel like this was very thorough. We have a rundown of exactly what we need to do and how and why. Yeah, I think this was an amazing chat. It’s very weird that we’re over 400 episodes in and we haven’t covered this, so we appreciate this. Thank you. It’s one of the first things we should think about and an afterthought here.
Rob Finkelstein: But I think you just nailed it on the head. That’s the whole thing. It’s boring and no one wants to think about it and that’s just it. People just start their business and they’ll start operating in their own name as a sole proprietor and they assume everything’s okay because they’ve been doing it for years. There haven’t been any problems. That’s great. But what happens if there is a problem? That’s why you button it all up and form an entity and protect yourself.
Megan Porta: Yeah. It’s why you’re a great lawyer because you think about these things and you prioritize them. I think that this message will carry through and we will too. So thank you for all of this, Rob.
Rob Finkelstein: Of course, I’m more than happy to chime in.
Megan Porta: All right, we’ll put together another show notes page for you, Rob. If anyone wants to peek at those, you can go to eatblogtalk.com/contractlegalease2. I love that you have the last part of legalease is like ease, E A S E.
Rob Finkelstein: Thank you.
Megan Porta: Love that little play on words. Tell everyone where they can find you, if they have questions, or if they just want to get more information about all of the awesome stuff that you share, where can they find you?
Rob Finkelstein: Sure. So my blog is Cinnamon Shtick, which is on Instagram and Facebook, and the domain, my contract stuff, and all the legal stuff are under Contract Legalease. It’s the domain contractlegalease.com. Also same handle contract legalese on Instagram and Facebook. I should also mention that on my website, on contractlegalease.com, if you form an LLC, I have a form for an operating agreement for sale there. That’s drafted very intentionally with food bloggers in mind, really as being the sole member of the LLC. So I think that could be a helpful resource for people. And the other thing, since I was last on with you, I’ve also added a contract form for virtual assistants. Whether you are a virtual assistant or you are hiring a virtual assistant, this is the contract form that is built specifically for food bloggers and food photographers.
Megan Porta: Oh, that’s great. Awesome. Everyone go check that out. Thanks again, Rob, for all of this amazing information, and thank you for listening today, food bloggers. I will see you in the next episode.
Outro: Thank you so much for listening to this episode of Eat Blog Talk. Please share this episode with a friend who would benefit from tuning in. I will see you next time.
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