Incorporation Kit

Stop worrying about Your Corporate Records!

Get them straight once and for all!

OR

Do things right the first time!

My name is Darius M. Barazandeh, I am a licensed attorney...but don't run off! My #1 goal is to help you! I have spent years educating people on time tested real estate investing and wealth protection methods. I don't believe in gimmicks or overblown claims. I do offer 'real world' information that is down-to-earth, easy-to-understand and legally precise. My greatest passion is using my knowledge to benefit others! I am always here to help and support you! If this sounds good to you, then let's talk about your business and incorporating:

Why Incorporate?

Answer: The sole proprietor has unlimited liability for business debts, lawsuits and judgments!

What if your business is sued tomorrow?

Are you protected? Are your corporate records complete?

Here is the most important thing: If you are sued and have not incorporated OR your corporation has not kept proper records then you will have personal liability. Why worry? Because it is estimated that over 85 million lawsuits are filed each year. Experts predict that even the honest business owner will be sued at least once in their lifetime and maybe more! Even good, honest, hard working people get sued. I see it all time! Without the proper protection a successful claimant could seize your personal assets including your bank accounts, car, home (in some states), and other personal property. If you have employees or operate in 'risky' areas such as real estate or the service industry, then your chance of being sued is greatly increased!

It gets worse because the unincorporated business owner will generally pay more in taxes and is at greater risk of an IRS audit! It is estimated that sole proprietors are as much as 10 times more likely to be audited than owners of a business entity. [1] According to CNN Money Magazine, to help avoid an IRS audit, "rather than operating as a sole proprietor, choose to incorporate." [2]

IF Run Correctly A Corporation Can:

Provide Liability Protection - Conduct business 'in your own name' and your home (in some states, car, savings and retirement could be lost due to business debts and judgments. A properly run corporation will protect your personal assets from creditors and attorneys!

Greatly Reduce Your Taxes - The owner of an unincorporated business will pay as much as 45% of their earnings in taxes! The modern business corporation has a tax rate of 15% for the first $50,000 income. Utilizing corporate tax advantages and deductions will help you accumulate wealth at a faster rate and safeguard your earnings!

Provide 'Tax Free' Benefit Plans for Yourself and Family - The majority of small business owners are without medical benefits and life insurance. The modern business corporation allows numerous 'tax free' fringe benefits to provide for your family's well being!

Create Legitimacy to Your Business - Many businesses fail to succeed because they are unorganized and don't appear credible to the general public. A corporation using the words, Inc, Corp, or Incorporated will make you appear more legitimate in the eyes of your present and future customers, business partners, banks, and even the IRS! NOTE: Sole proprietors are audited as much as 5 to 10 times more frequently than incorporated businesses!

Reduce or Eliminate Probate Costs - When an owner dies most businesses are 'locked up' in probate or simply end. Corporations generally have 'perpetual existence'. If the owner or owners die, the corporation continues to exist. This can help you keep assets out of probate and ensure that the business continues to provide for your family.

...But As An Attorney, I Always See
Three Main Challenges:

Challenge # 1: Many small business owners do not operate as a corporation or other business structure. A 'dba' or 'name registration' is NOT a business structure. As a result, many small business owners face wide open,100% liability from their business activities and pay additional taxes!

Challenge # 2: Even if you have a corporation, most small business owners DO NOT have instruction on how to create required records, conduct 'proper' meetings, maintain bank account controls and/or keep up with the required formalities. In fact, we have isolated 29 common errors that business owners make which create liability and destroy corporate protection! Do you know what these errors are?

Challenge # 3: An attorney or incorporation service can set up a corporation BUT 95% of the time the business owner is left with a stack of papers and little instruction! Very rarely is complete, step-by-step instruction given on how to run the corporation!

THE LAWS OF ALL STATES ARE CLEAR: If records of key meetings, business decisions and particular 'formalities' are not kept, the corporation is WORTHLESS in a lawsuit. This means full personal liability in a lawsuit!

Did you know that most people who contact an attorney or accountant generally won't have a true two sided discussion! After all, its nearly impossible to ask the right questions and comprehend all your options unless you fully understand the choices and variations available.

Of course, attorneys and accountants can help with specific matters in your business but at hourly rates of $150 to $200 per hour...this can get very expensive! Very few people can afford to have their attorney walk them through every detail on how to r-u-n and m-a-n-a-g-e their corporation. As a result, mistakes are made and protections are lost!

The Sad Result:

Over 90 to 95% of small businesses do not have protection!

Ask This Question:

How Many Hours ($$) Would it Take for Your Attorney or Your Accountant to Create the Forms and Teach You:

	The proper documentation and steps required to AVOID the 29 (Twenty NINE) common MISTAKES that frequently DESTROY corporate protection (includes real world examples, required forms and easy-to-follow instructions)
	The LOST ART of CREATING 'ROCK SOLID' Corporate PROTECTION (includes real business examples, required forms, DVD Video explanations and easy-to-follow instructions)
	The Complete STEPS required to FORM a CORPORATION in ANY STATE (forms, web links, state-by-state rules, and tips to avoid hidden traps are provided in EASY-TO-FOLLOW STEPS)
	THE 16 STEPS that MUST BE COMPLETED within 30 DAYS of FORMING the Corporation (includes detailed instruction and forms)
	KEY DIFFERENCES between C-corporations and S-corporations that will SAVE YOU THOUSANDS OF DOLLARS (includes real world examples, business situations and the end result on your profits)
	EXAMPLES of WHEN your business may NEED to be taxed as an S-corporation and when it may NEED to be taxed as a C-corporation
	The ONE PAGE YOU MUST INCLUDE in your BYLAWS and why it COULD SAVE YOUR BUSINESS!
	WHY CORPORATE MEETINGS are NOT ENOUGH for FULL ASSET PROTECTION
	The FORMS, CHECKLISTS and ADDITIONAL STEPS that 95% of business owners fail to complete when they form an S-corporation (includes required forms and instructions)
	The 4 TRUTHS that you must know about Nevada LLC's which Nevada promoters usually don't tell you about!
	The 5 ADVANTAGES of Delaware LLC's and when you should consider a Delaware LLC!
	A REAL LIFE example of when an OUT OF STATE Corporation is an ADVANTAGE
	The STEPS that MUST BE TAKEN to AVOID IRS treatment as a personal holding company and a personal service corporation. YOU MUST UNDERSTAND THESE TRAPS to AVOID THEM!
	The VALUE of OPTIONAL provisions that YOUR ATTORNEY OR INCORPORATION SERVICE MAY forget to USE: cumulative voting, indemnification rules, staggered effective dates, and preemptive voting rights!
	WHAT the BYLAWS are and why they SO IMPORTANT
	Complete Sample BYLAWS with FULL AUDIO DISCUSSION OF EACH PROVISION and WHAT it MEANS for your BUSINESS! (includes full bylaws and required consent forms)
	THE KEY SITUATIONS when you SHOULD INCLUDE INDEMNITY RULES in YOUR BYLAWS (includes clauses and a detailed discussion on when to apply)
	HOW TO DETERMINE if the BYLAWS provided by YOUR ATTORNEY or INCORPORATION SERVICE OFFER FULL PROTECTION for you! (full audio discussion)
	STEP-by-STEP instruction on HOW TO HOLD the REQUIRED FIRST MEETING of the Corporation, including COMPLETE FORMS and DOCUMENTS with written and AUDIO INSTRUCTIONS (a properly held first meeting is essential for corporate protection!)
	Understanding Corporate STOCK: Par Value Rules, Share Restrictions, Cumulative Voting, Preemptive Voting Rights, Proxy Voting, Stock Buy Back Agreements, and Stock Valuation Techniques
	THE STEP-by-STEP procedures of ISSUING STOCK - with EXAMPLES (includes detailed instruction and forms)
	WHEN corporations NEED stock share RESTRICTIONS (includes sample forms and restrictions)
	SAMPLE STOCK SHARE RESTRICTIONS with FULL EXPLANATIONS (includes detailed instruction and forms)
	WHY EVERY corporation MUST have a BUY BACK AGREEMENT
	COMPLETE FILL-IN BUY BACK AGREEMENT with FULL AUDIO EXPLANATION of all PROVISIONS (I will walk you through the MOST important tool for any stock corporation: THE BUY BACK AGREEMENT)
	WHAT YOUR ATTORNEY MAY FORGET to GIVE YOU: (Includes spousal consent forms and fully describes when and why they are critical)
	WHEN SHOULD the corporation issue STOCK UNDER IRC SECTION 1244?
	WHY YOUR S-CORPORATION must use a SHAREHOLDER AGREEMENT! (sample agreement with full instructions is included)
	THE 8 THINGS YOUR Corporation MUST DO WITHIN ONE MONTH of INCORPORATING! (with detailed instruction and forms on completing these tasks)
	THE 4 THINGS EVERY Corporation MUST DO EACH YEAR after INCORPORATING! (includes detailed instruction and forms)
	The LITTLE KNOWN and OFTEN FORGOTTEN RULES of corporate MEETINGS (includes specific tests for when rules apply)
	STEP-by-STEP instruction on HOLDING YEARLY CORPORATE MEETINGS and COMPLETE FILL-IN FORMS
	THE 5 STEPS REQUIRED to HOLD DIRECTOR MEETINGS (includes forms and easy-to-follow instructions)
	THE 5 STEPS REQUIRED to HOLD SHAREHOLDER MEETINGS (includes forms and easy-to-follow instructions)
	Understanding Corporate TAXATION and how it will AFFECT YOUR BOTTOM LINE!
	AVOIDING the hidden traps of Corporate TAXATION: PERSONAL HOLDING COMPANIES, ACCUMULATED EARNINGS PENALTIES, DOUBLE TAXATION, and others!
	HOW TO COMPLETE 'ROCK SOLID' CORPORATE MINUTES: includes forms and instructions for the first organizational meeting, annual meetings of directors, special meetings of directors, annual meetings of shareholders, and special meetings of shareholders.
	WHAT is a Corporate RESOLUTION? WHEN DO I NEED to COMPLETE ONE? (includes 50 sample resolutions and full instructions)
	UNDERSTANDING the MOST COMMON yet almost forgotten art of CREATING Corporate RESOLUTIONS (detailed line-by-line instructions included)
	Detailed STEP-by-STEP instruction on Avoiding conflicts of interest (includes all forms and instructions needed to handle such a situation)
	FULL DISCUSSION of business types, taxation issues and liability risks for REAL ESTATE INVESTORS (includes detailed instruction, comparisons and real world effects on your bottom line)
	ENDING YOUR CORPORATION and the TAX TRAPS you MUST KNOW ABOUT!
	Priceless instruction from MR. BARAZANDEH on how to select a CPA compatible for your business and needs! This information could SAVE YOU THOUSANDS OF DOLLARS!
	Simple and PRACTICAL steps to handle your Corporate BOOK KEEPING and ACCOUNTING RECORDS!
	ADOPTING HEALTH CARE benefits, RETIREMENT PLANS, GROUP LIFE INSURANCE and more! (includes all forms and instructions)
	How to Avoid Personal Liability TRAPS in Real Estate and other business activities (A common mistake made by owners of real estate and other public use property!) This is a FORGOTTEN MISTAKE THAT CAN COST 100'S OF THOUSANDS OF DOLLARS OR MORE!
	and much, much more!

Own the System Today!

(a tax deductible investment!)

Includes SIMPLE, NON-COMPLEX Discussions of All Corporation Tax Options and Choices

...and the real world effect on your Profits!

I believe in keeping things SIMPLE and NON-COMPLEX. Many people complain that even after talking with their CPA they don't fully understand their tax choices. I will SHOW YOU the real world effect each corporate tax choice has on your bottom line. I don't believe in useless theory, so I will demonstrate how each choice can effect YOUR PROFITS! Plain and simple, easy-to-follow and with plenty of examples! Students always tell me, "My accountant could never explain this to me...it finally makes sense now!" (includes full discussion for real estate investors, and other businesses!)

I don't believe in fluff or 'one size fits all' solutions...so you won't find them here. This is a fully detailed system and includes state exceptions and variations, up-to-date legal decisions, court cases, IRS rulings, full explanations of tax decisions and state law summaries. Best of all this system is easy to understand and explains all topics, concerns, choices and situations in 'simple and clear language'...not lawyer talk and NOT COMPLICATED!

"I can do attitude"

What Will This System Do For Me?

Have you mastered all of these steps? Do you have someone who will explain all of this information to you? If you don't understand any of the steps above, then you will likely LOSE corporate protection and/or pay too much in taxes!

It is very clear from countless court decisions that filing your corporate paperwork is simply not enough. In each of the 50 states and the District of Columbia it is only when you r-u-n and m-a-n-a-g-e the corporation correctly, that a personal liability shield is created. In fact, we go WAY BEYOND corporate meetings and records, because there will be tax choices and liability traps throughout the life of your business. Wouldn't you rather know what to WATCH for now? Please don't take the risk!

Incorporate for Wealth™ goes far beyond any other materials or services in this area. Many of these methods offer limited instruction, and don't explain 'HOW-TO' TASKS' in a clear 'step-by-step' manner. Others may cost much more than you think, for example:

Self-Help Books and Other Materials usually cover the basics of forming the corporation and devote little time to other issues. Incorporate for Wealth™ takes step-by-step instruction to another level and walks you through forming the corporation, management, conducting meetings, tax issues and choices, asset protection and liability reduction techniques. All of this is done in a step-by-step written form, with clear CD audio instructions and even DVD video instructions!

THAT'S NOT ALL: You will also have full email support from me: Darius M. Barazandeh, Attorney at Law / MBA. I have spent years coaching investors and business owners through these issues. I actually enjoy answering emails and hearing from you! You can be sure I am here!

Online and Other Incorporation Services will generally file basic corporate 'paperwork' for you and little else. Sadly, you won't receive much instruction on what you do after you file the corporation's paperwork! Even worse, in my experience these filings wind up costing much more than the original 'quoted' price. Many times the customer pays $400, $500 or more for just simple filing and little else! As a result you are left with a stack of papers and confusion!

Here's the beauty of this system: You will use it not only during your first month or first year, but throughout the life of your business. Incorporate for Wealth™ is a valuable reference guide that you will use again and again and again.

Fantastic Customer Service!

Best of all you will have my email support to take you though the course. If you have questions, then I am just an email away! I will always respond to emails and answer phone calls . I stand behind this system and welcome the chance to answer any questions you may have before purchasing.

You will find tremendous detail in my materials. I am determined to providing my customers the highest levels of training and all the details I know. I can't forget the empty feelings I had when I purchased materials that delivered far less than promised: I am absolutely committed to exceeding your expectations!

Order Today and Receive:

Incorporate for Wealth™ Manual - A 296 page easy-to-follow complete guidebook with specific step-by-step details on corporate formation, specific exceptions for your state, key tasks to complete after incorporation, corporate meetings, tax decisions, asset protection issues and the latest liability reduction techniques.

Also included:

Detailed State Corporate Law Summaries for All 50 States and the District of Columbia - Includes state law summaries, a list of required corporation records, and other key information for your state. Also includes links and contact information.

Incorporate for Wealth™ Audio Discussion and Instruction - Includes the most detailed and easy-to-follow audio instruction ever produced for corporations. I will walk you through easy step-by-step instructions on the special issues associated with corporate formation. The CD audio series will also discuss the required tasks to complete within the first 30 days and each year after formation, how to make management choices, corporate meetings, proper decision making, and a line-by-line review corporate bylaws and more!

Over 65 Fill-in Forms in Microsoft Word® and Hard Copy Format - Includes over 65 fill-in forms on CD-Rom and in written form. Includes all required resolutions, minutes of meetings, member contribution forms, independent contractor agreements, unanimous consent forms, stock share restriction agreements, spousal consent forms, tax forms, current IRS tax publications and more!

ALSO INCLUDED:

Customizable Corporate Bylaws with Audio Instructions and State Specific Exceptions - Includes a line-by-line review of corporate bylaws to help you understand how the bylaws work and what they should contain! Audio discussion corresponds to pre-formatted, ready-to-use, sample bylaws. Don't miss this 'mini' seminar! Simply the most detailed training available anywhere!

TO HELP YOU RUN YOUR CORPORATION:

Access to Mr. Barazandeh's Online Tutorial: 'Finding the Law Yourself'- Designed to walk you through the tasks that most people forget: Understanding your state's business corporation rules! This is a must have for the business owner!

2 Years Unlimited Access to the Online Business Research Center - We have included online access to Secretary of State web pages for all 50 states and the District of Columbia. In addition, we have included access to your state's corporation laws and other helpful state and federal website links.

BONUS MATERIALS INCLUDED:

Corporation Lawsuit Protection Seminar Video -

1 Year Email Support with Author: Darius M. Barazandeh, Attorney at Law / MBA - I think this is the most important element of this program. It is designed to make sure you understand the materials, how to implement them, and understand which strategy may work best for your business, industry and goals. This is a priceless advantage!

I am determined to providing my customers the highest levels of training and all the details I know. I am here to help and support you!

I look forward to working with you and OFFER and FULL MONEY BACK GUARANTEE if you are not satisfied with the materials. As a professional I stand behind the quality of these materials and I am grateful for the opportunity to share the knowledge I have gained in this area. If you have any questions as you read this page please call 866-290-4183. Let's get started today!

Warmest Regards,

Darius M. Barazandeh, Attorney at Law / M.B.A.

We offer a 100% Risk Free Money-Back Guarantee!
	For a Full 30 Days!
*Includes 65 Fill-in Forms on CD-Rom!*		FREE BONUS FOR ORDERING. A $39.95 Value The Complete Guide to Real Estate Cash Flow Analysis Book

	BONUS # 1: (A $99 Value) 1 HOUR DVD VIDEO - Corporation Lawsuit Protection
	BONUS # 2: (Can You Really Put a Price on This?) 1 Year Email Consulting - from Attorney Darius M. Barazandeh
	Your Tax Deductible Investment $249.99

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