Law Offices of Robert J. Ross

Attorney Bob Ross discusses business entity basics, including Sole Proprietorships, Corporations and Limited Liability Companies (LLC), and some issues to watch for those starting businesses or business partnerships.

It is no secret that businesses generally, and small businesses in particular, have been through rough times, and those are not over yet. Still, there is some
assistance to be had as a small business owner if you know where to look. One prominent example is the Small Business Administration (SBA) and its
Guaranteed Loan Programs.

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When a telecommunications company went defunct, almost literally on his way out the door, the former president and CEO of the company allegedly deleted certain e-mails from the company’s computers. When the company was placed in receivership, the receiver sued the former executive for a variety of his actions taken in connection with the collapse of the company. Among these claims was an assertion that when he deleted the e-mails, allegedly to cover up some misconduct, the executive violated the federal Computer Fraud and Abuse Act (CFAA). Read more

A former employee who refused to give up a domain name that he had registered for the benefit of his former employer has been hit with a sizeable damages verdict. The federal appeals court that heard his case looked unfavorably on his having held the domain name for “ ransom,” and agreed that the employee had violated the federal Anticybersquatting Consumer Protection Act (ACPA). Meanwhile, an Illinois company was unsuccessful in bringing a claim against a Texas company under the ACPA. Although the Texas company had registered a domain name similar to one held by the Illinois company, there was not sufficient jurisdiction for the Texas company to be sued in Illinois.

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The case can be made that discriminating against an individual in the workplace because of the person’s gender, race, religion, and similar characteristics is something of a behavioral aberration that is not a part of human nature—or at least most people would like to think that is the case. But what about the scenario in which a manager takes it out on an employee who has sued or threatened to sue the employer (and maybe the manager, too) for some type of discrimination? Such retaliation may not spring from the most noble of instincts, but it is rooted in common human emotions.

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Convinced that property values have finally bottomed out in your area, you decide to take the plunge and buy some real estate as an investment. As the saying goes, buy low and (hope to) sell high. In such ventures, one of the earliest and most important decisions concerns which type of ownership entity is best suited for raising capital and securing the financing to fund the acquisition or improvement of the property.

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A self-styled “business-to-business media company” that publishes trade magazines and sponsors industry-specific trade shows sent a fax advertising a trade show to a civil engineering and design firm. That simple act prompted a federal lawsuit by the fax recipient. As the court put it, in this case, like most other junk fax cases, the facts were “ not especially juicy.” The same design firm has apparently adopted a combative policy regarding unsolicited communications of this kind. According to the court, it has filed over 100 similar suits under the federal Telephone Consumer Protection Act (TCPA).
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The employment law component of the docket during the most recent term of the U.S. Supreme Court was dominated by decisions on arbitration. Some of the cases have the potential to affect large numbers of employers and employees. Read more

Under the federal Fair Labor Standards Act (FLSA), employers must pay an employee an overtime rate of at least one and one-half times the regular pay rate for any hours in excess of 40 hours a week There are exemptions from this requirement for several types of employees, including employees in executive, administrative, or professional capacities.

Two recent decisions by federal appellate courts illustrate the fine distinctions that are sometimes made between employees who are deemed entitled to overtime and those who are not because they are employed in an “administrative” capacity. Read more

An S corporation is a form of business classified for federal income tax purposes as a corporation that has elected to be taxed as a pass-through entity, in a manner similar to a partnership or sole proprietor. Unlike a regular corporation, or C corporation, an S corporation (both names derive from sections of the Internal Revenue Code) generally is not subject to federal income tax. Instead, its income is reported on the tax returns of its shareholders, and they have the responsibility for paying the tax. If there are losses suffered by the corporation, they also pass through and are reported on the shareholders’ income tax returns. Read more