| |
|
|
|
|
 |
|
|
|
|
|
The Learning Center is a resource for business owners, investors and entrepreneurs each month. Its articles and presentations focus on business law, contract law and corporate law issues that arise during the course of commercial transactions.
Click to access the money services business FAQ page.
Corporate Law
- Export Tax Benefit
- Incorporating a Small Business
- Board of Director Fiduciary Duties
- Treatment of Minority Shareholders
- Securities Law - Small Business Disclosure Requirements
- Buying a U.S. Small Business
- Negotiating Shareholders Agreements
- Small Business Finance: Thinking Strategically
- Avoiding Removal From the OTC Bulletin Board
- Capitalizing Your Small Business
- Investing in Private Placement Offerings
- Complying With US Investment Reporting Requirements
Business and Commercial Law
- Account Receivable Loan
- Working Capital Financing
- International Bank Money Transfer US
- ExIm Helps SMEs Who Help Themselves
- Commodity Trade Finance
- Basics of Trade Finance
- Sales Representative and Distributor Agreements
- Working Capital Finance
- Growing Your Export Operations
- Export Transactions - Finance and Risk
- Joint Venture Liability
- Joint Venture Structure
- Money Service Business Compliance
- Money Transmitter License = Freedom
- MSB BSA / AML Risk Assessment
Contract and Finance Law
- Sample Contract
- Attracting Islamic Finance to Brazil
- Ethanol - U.S. Infrastructure Investment Opportunities
- Brazil Port Infrastructure
- Investing in U.S. Real Estate
- How to Buy a Business
- Unbottle Your Freedom to Live Now
- De Asas a Sua Liberdade de Viver Agora
- Dese La Oportunidad de Viver en Libertad Ahora
- Develop Projects Without the Bank
- Regional Center Placement Offerings
- US Investor EB5 Visa
Export Tax Benefit - If your U.S. company exports software, manufactured goods, entertainment products, or architectural services, our complimentary report will help you find out whether the export tax benefit will help you pay less taxes. Even if your company does not export, you may still be able to take advantage of the export tax benefit if your company sells to a company that exports.
How to Buy a Business - This article covers the following subjects: how to buy a business, letter of intent, due diligence, purchase agreement and bankruptcy sales.
Sample Contract - This sample contract will help you understand the general structure of a contract. The sample contract reviews common contract provisions and basic contract law principles.
Attracting Islamic Finance to Brazil - This article covers the following subjects: Islamic finance, investment structures such as ijara and murabaha, sukuk securities and their potential use in Brazilian commercial real estate investments.
Account Receivable Loan - This article covers the following subjects: account receivable loans and accounts receivable financing.
Working Capital Financing - This article covers the following subjects: working capital financing, structured trade finance and accounts receivable financing.
Incorporating a Small Business - This article covers the following subjects: incorporating a small business, difference between an LLC, Corporation and S Corporation, picking a state for incorporation, benefits of incorporating your small business, and other small business incorporation matters.
International Bank Money Transfer US - This presentation covers the following subjects: bank money transfer, international money transfer, bank funds transfer; electronic fund transfer and international fund transfer.
Board of Director Fiduciary Duties - This article covers the following subjects: board of director duties and function, director responsibilities, director liability, fiduciary duties of directors and director and officer insurance.
Treatment of Minority Shareholders - This article covers the following subjects: the treatment of minority shareholders, minority shareholder oppression and minority shareholder rights.
Securities Law - Small Business Disclosure Requirements - This article covers the following subjects: U.S. federal securities law, small business SEC registration requirements, small business Exchange Act reporting requirements and corporate securities law.
Ethanol - U.S. Infrastructure Investment Opportunities - This article covers the following subjects: ethanol, renewable energy infrastructure, alternative energy, U.S. energy infrastructure, and alternative energy investment.
Buying a U.S. Small Business - This presentation addresses the subject of directly investing the US and securing a US visa through the L-1 visa, E-2 treaty investor visas, or EB-5 immigrant investor visas. The visas may be obtained through the purchase of a US business and the meeting of certain requirements.
Negotiating Shareholders Agreements - This presentation looks at how shareholders agreements can be a source of investor protection, particularly for minority shareholders in a closely held business.
Small Business Finance - This presentation briefly addresses the role of secured and unsecured loans in growing business. The presentation contains a discussion of credit facilities and credit agreements, and also touches on working capital credit management.
Avoiding Removal From the OTC Bulletin Board - This article in question and answer format focuses on the OTC bulletin board and how a company can avoid termination of quotation on the OTC. The OTCBB quotation grace period, SEC filing extension period, NASD Rule 6530, and Form 12b-25 are discussed.
Capitalizing Your Small Business - This presentation looks at the options available to fund a small business funding. The presentation takes a snapshot approach to raising start up capital, funding your growing business and taking advantage of an initial public offering.
Investing in Private Placement Offerings - This presentation covers the following subjects: investing in private placements, Reg D and Blue Sky law. Exemptions for the private resale of securities covered by Rule 144 and Rule 144A are also discussed. Reg S and its impact on overseas sale/resale of restricted securities is also briefly discussed.
Complying With US Investment Reporting Requirements - This article provides a brief synopsis of US investment restrictions on inward-bound investment and compliance with US direct investment reporting requirements through the filing of Form BE-13.
ExIm Helps SMEs Who Help Themselves - This article covers the following subjects: the US Export-Import Bank and its offering of export credit insurance, working capital financing, and loan guarantees.
Commodity Trade Finance - This presentation focuses on commodity trade finance in particular agriculture trade finance. Finance techniques such as the discounting of invoices, receivables discounting, and reserve-based lending are touched on. Securing financing through using inventory is addressed with a discussion of warehouse receipt finance. Structured finance techniques such as collateral management agreements are also briefly discussed. The presentation closes with information about the USDA foreign agriculture service and other U.S. government trade finance assistance.
Basics of Trade Finance - This article covers the following subjects: export finance and purchase order finance. Assignments of accounts receivable and also assignments of letters of credit or bills of exchange are also addressed. The article also discusses the uniform commercial code, UCP 500, and the impact of export credit agencies (ECAs).
Sales Representative and Distributor Agreements - This report covers the following subjects: sales representative agreements and distributor agreements. Agency law, employment law, and the formation of fiduciary relationships are also discussed in the context of independent foreign agents, commission agents, and sub-distributors (resellers).
Working Capital Finance - Increase Sales and Profits - This report focuses on how working capital finance, purchase order finance, and assignments of accounts receivable can be used to increase a business' sales and profits.
Brazil Port Infrastructure- This report provides an overview of how export finance, various forms of protection such as guarantees and credit insurance can help in exporting port infrastructure equipment to Brazil. The use of standby letters of credit (l/c) and the impact of Incoterms and the Vienna Convention are briefly discussed. Dispute resolution options, such as mediation and arbitration, are also touched on.
Growing Your Export Operations - This presentation covers the following subjects: exporting, the necessity of a branch sales office, the role of a foreign subsidiary as compared to a foreign sales office, the repatriation of earnings, and the impact of the Foreign Corrupt Practices Act.
Export Transactions - Finance and Risk - This presentation covers the following subjects: export finance, factoring, purchase order finance, and accounts receivable finance.
Investing in U.S. Real Estate- This presentation covers the following subjects: Foreign Investment in Real Property Tax (FIRPTA), sale of real estate property and withholding taxes, and foreign seller reporting requirements.
Unbottle Your Freedom to Live Now; De Asas a sua Liberdade de Viver Agora; Dese La Oportunidad de Viver en Libertad Ahora; - This article approaches the EB-5 (eb5) investor visa from the perspective of the immigrant investor pilot program. The EB5 green card visa allows non U.S. citizens to invest in the U.S. and get a permanent resident "Green Card" visa after only two years. The article discusses investing in Regional Center and eb-5 visa requirements.
Develop Projects Without The Bank- The Regional Center Pilot Program allows foreign investors to get a green card in exchange for investing at least US$500,000 in a U.S. Regional Center. This article addresses how an eb5 regional center can be used as means to finance projects. Finally, the article looks into the three stages of setting up a Regional Center that can benefit from EB-5 "green card" visa investor dollars.
Regional Center Placement Offering- In 2009, Regional Centers took in $2.1 Billion in foreign investor cash. This rich source of project finance is a result of the eb5 immigrant investor visa program that allows foreigners to get a permanent residency "Green Card" visa in 2 years. This article discusses how to raise capital through a Regional Center placement offering so that you can do the projects that you want to do.
Joint Venture Liability- Mitigating joint venture liability is key to the success of a business joint venture. Joint venture liability has an internal component (e.g. co-venturer) and external component (e.g. creditors). This article provides a brief overview of joint venture advantages and how joint venture law is used to reduce liability and maximize joint venture benefits. Effective mitigation through joint venture due diligence is discussed with a quick look at joint venture intellectual property. Finally, mitigation of joint venture liability in the international business joint venture context is surveyed.
Joint Venture Structure- Structuring a joint venture, particularly a global joint venture, can have a substantial impact on the its economic success. A threshold decision focuses on the type of joint venture: (i) contractual joint venture; (ii) corporate joint venture; or (iii) unincorporated joint venture. This “joint venture or partnership” decision impacts the joint venture structure. The management of a joint venture, how it is capitalized, and joint venture taxation all play a role in joint venture structures. Additionally, how you exit the business, or joint venture dissolution, can also affect its economic success.
US Investor EB5 Visa- A US investor eb5 visa allows you expedited access to a green card by investment. You, your spouse and your children under the age of 21 are covered by one us investor visa. This article provides a brief overview of eb5 visa requirements, with a focus on the business end of getting a green card by investment. Topics such as capital requirements, job creation, and the advantages of investing in EB5 troubled businesses are discussed. We are eb5 attorneys that focus on business.
Money Service Business Compliance- If you operate a money service business in the U.S. you should be worried. This article provides a brief overview of money transfer business requirements. Section 359 of the USA PATRIOT Act changed the definition of “financial institution” so that informal value transfer systems such as hawala and digital currency are now money service businesses. Additionally, both formal and informal MSBs may be subject to regulation at the State level. You can take proactive steps to avoid your loss of money, avoid loss of assets, and avoid losing your freedom.
Money Transmitter License = Freedom- Money services businesses that do business in the U.S., but are located outside of the U.S. are now firmly within the sweep of the Bank Secrecy Act and U.S. MSB registration requirements. Failure to get your money transmitter license could result in your being sentenced to a long stay in a U.S. federal penitentiary. If you conduct, control, manage, supervise, direct or own a non-U.S. MSB that does business in the U.S., you should take four steps to avoid loss of money and avoid losing your freedom.
MSB BSA / AML Risk Assessment- If you own or operate a Money Services Business (MSB), a documented Bank Secrecy Act anti-money laundering risk assessment (BSA / AML Risk Assessment) may help you avoid IRS examiners. Your BSA / AML Risk Assessment should focus on a minimum of 4 areas: product risk, customer risk, geographic risk, and operational risk. A good MSB BSA / AML Risk assessment will help you avoid trouble with the IRS examiners, save you time, and save you money.
|
|
|
|
 |
- Money Services Business License
|
New FinCEN Form 107 Registration Package. Everything you need to comply and move on. US$799.95 everyday value rate includes 30 minutes of MSB legal advice.
- FinCEN Form 107 Registration Guide;
- MSB BSA/AML Risk Assessment (template);
- MSB Anti-Money Laundering Program (template);
- Designation of Compliance Officer (template);
- Independent Audit Function Assignment (template);
- Business Volume Annual Estimate (template);
- MSB Ownership and Control Information (template);
- MSB Agent List (template).
Call now to receive your introductory rate good until 1 March 2012 (US$299.99 - legal advice not included): 1 646 435 0668. |
|
|
|
|
