Arthur Palermo | Cooper City CPA
 

FAQ

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  1. I just received a document “Waiver of Notice of Organizational Meeting of Incorporators” in the mail. What is this document? Does it need to be filed annually?

    Answer: 

    “Waiver of Notice of Organizational Meeting of Incorporators” is your corporate minutes that must be filed on an annual basis. This document provides support and record of all important tax decisions and elections. Failure to properly provide documentation regarding this information may result in a loss of crucial tax benefits and corporate status. If the courts happen to disregard your entity as a corporation, you run the risk of being personally liable for corporate debts. 

    A few of the advantages for completing annual written corporate minutes:

    • Annual corporate meetings are required under state law. You may lose the limited liability protection of your corporation if meetings are not held.

    • Any type of legal paperwork provides a record of important corporate transactions.

    • Annual corporate meetings can provide important documentation in legal matters.
  2. What does it mean to “Pierce the Corporate Veil?”

    Answer: 

    “Piercing the Corporate Veil” is a legal term used describe an action to have the corporation set aside for purposes of litigation such that owners may be personally liable for the debts of the corporation. The courts generally look at the following factors when determining if the corporate veil should be pierced:

    Corporate Formalities- Did the corporation follow proper procedure (i.e. issue stock, holding of annual meetings (see question above), filing of annual reports with the state, maintenance of financial books and records? If the corporate formalities are not followed, the corporation may be deemed to not be functioning as a corporation.  

    Undercapitalization of Funds
    - This occurs when there are insufficient funds to pay off reasonably anticipated corporate debts.

    Commingling of Funds- Did owners of a corporation use the funds from the business for personal purposes? It is extremely important that the owner of a corporation not use corporate funds for personal items not dealing with the business.
  3. If I have an appointment for personal taxes only, what information do I need to provide my accountant at my year-end tax appointment?

    Answer:
     
    Click on the link below to download the
    Document Checklist for Personal Returns

  4. If I have a corporation, what information do I need to provide my accountant at my year-end tax appointment?

    Answer: 

    1. 12 months of corporate bank account statements and the corresponding register or a copy of your QuickBooks backup. If bank statements or QuickBooks are not available, we need your end of your bank statement

    2. All income and expenses during the year not clearly identified in my bank statements

    3. Purchases of equipment including motor vehicles used in performing your business activities

    4. End of year corporate loan balances

    5. Identify what the vendors are you pay to manage your business

    6. Did you loan any money into the business and how much

    7. All 1099-Misc income statements
     
    © Copyright 2012 Arthur Palermo, Jr. CPA, PA
9720 Stirling, Rd. Ste. 203, Cooper City, FL 33024 • Phone: 954/252-9622 • Fax: 954/252-5554
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