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	1. What action can be taken to protect Intellectual Property, like a Software Program or a Recipe?

	2. I am setting up a Small Business. What Type of Legal Structure should I choose for my Business?


	1. What action can be taken to protect Intellectual Property, like a Software Program or a Recipe? Permit me to present an initial disclaimer. I am not an attorney, so I cannot give you any legal advice. My knowledge of copyrights comes only from 14 years of experience in the publishing business. Please read this material with caution. It is not the final answer, maybe not even correct the best answer, but I will do my best. Copyright law is confusing at times (most of the time) but you can interpret it as well as anyone. I suggest you go to web site www.loc.gov (Library of Congress) click on Copyright Office then look for a link to "Copyright Basics" and download that file. If printed out it would be 19-20 pages of fairly clear information. Reading that document will make you more knowledgeable on the subject than most lawyers. (This is my opinion, and not necessarily fact). Another web site that has a discussion of copyrights is www.benedict.com. Many books have been written on the subject. You might check your local public library. Just make sure the book was written after 1976, the year of the last major changes to the law, known as the 1976 Copyright Act. You don't have to do anything to get a copyright. You automatically have one the moment your "creative work" is completed. So if you write a fictional piece or anything else, it is yours and copyrighted when you display it on your computer screen or your typewriter, or when you finish handwriting it. It is automatic. You don't have to do anything. There is an optional step. You can register your copyright with the Copyright Office at the Library of Congress. That procedure, the application forms, and the fees are explained on their web site. There are advantages to doing the registration. Most important, registration clearly establishes the date your work was created, which is important only in a case of infringement. Whoever came up with the work first is the copyright owner. You may publish the work whenever you want. In years past there was a requirement to publish before the copyright was effective. No longer. There is no requirement that you publish. It is recommended that you put on each copyrighted piece the copyright notice, using the copyright emblem (a "c" inside a circle) or the word "copyright" followed by the year of copyright, followed by the name of the copyright owner. E.g. "copyright 2002 owner," or "c (in a circle) 2002 XXX Corp." TIP: The copyright symbol can be printed on most computers by holding down CTRL and ALT while typing a lower case letter "c" =©, if that doesn't work try holding down CTRL and ALT while typing the number 069. If neither works, phone technical support for your operating system and ask how to print it. Putting a copyright notice on each piece is not required, but is considered advisable so as to put everyone on notice so they cannot claim they copied not realizing it was copyrighted. If you check those web sites and read a book, you will know more than you ever wanted to know on the subject. If I can be of any additional help just drop me an email. Sincerely, Sid Neely Senior SCORE Counselor A good source book, aimed at the artist, but equally pertinent to the writer is "Electronic Highway Robbery - an artist's guide to copyrights in the digital era" by Mary E. Carter.	Top



	2. I am setting up a Small Business. What type of Legal Structure should I choose for my Business? Your SCORE Counselor will avoid giving specific advise on Taxes and Legal situations. These are areas that must be addressed by your lawyer and your accountant. SCORE; however, can provide you with some general information that should be considered in the process of establishing your Firm's Legal Structure. The Legal Form of your New Business is a question you have to answer early in the New Business creation process. The answer depends on your goals, personal situation and tax implications. Let's explore three of the most popular ways of organizing a business. There are other selections and your legal and tax advisor will assist you in selection of the BEST organization in your specific circumstances. One of the most popular Legal Structures in today's environment with 14 plus million small office/home office workers is the Sole Proprietorship. A Sole Proprietorship has several advantages: it is easy to form; you control the firm; make all the decisions; and receive all the profits. With form of organization you have great flexibility in making decisions, compared to corporations in which a Board of Directors has operational input. In addition, there is relative freedom from government control and reporting. The greatest disadvantage with a Sole Proprietorship is that you have no protection for you or your family's personal assets. Should there be financial problems or a law suit, your own assets are at risk. You can obtain insurance to minimize the risk and cover liability up to a certain dollar amount; however, you are assuming greater personal liability. The second way of organizing a Business is through a Partnership. A Partnership is an association of two or more people who operate a business as co-owners. Be sure to draft a legally binding Partnership Agreement. Unless there is a written Partnership Agreement, each partner holds an identical share in the Business, regardless of the time or financial resources contributed to the Business. A partnership is easy to form, with minimal paperwork and legal consultation. As with a Sole Proprietorship, there is relative freedom from government control and paperwork. There is still flexibility and freedom of action, but less so because all the partners have a say in the decisions. There are some drawbacks to Partnerships: First, the firm is bound by the actions of each Partner as an Agent. The equity of each single Partner is not liquid and at greater risk. It takes more time and effort to sell a partnership interest in a Business to an outsider. Secondly, in the event of the death of a Partner, the firm must be liquidated unless legal safeguards have been put in place to allow the business to continue with the remaining Partners. Even with this arrangement, the family of the deceased Partner is entitled to the assets of the Partner, you must then buy out those shares in the Business. It is best to have such issues predetermined with a written policy to protect the business. The third way to organizing a Business is in the form of a Corporation. A Corporation is organized to sell shares of Company Stock to its' Owners. The main advantage of Incorporation is the limited liability of the Owner. Personal assets cannot be attached and ownership can easily be transferred through the sale of stock shares. The Corporation is a legal Entity and will continue to exist until its' legal dissolution, even if one of the principals in the Business should die. The disadvantage of a "C Corporation" center around government control and reporting. C Corporation earnings are taxable, before distribution of earnings to owners. Following that distribution, the owners are taxed on their earnings. You may opt for the "sub chapter S Corporation." This incorporation provides the Limited liability of the Corporation and simplifies taxation. Earnings are taxed on the personal level; a separate corporate earnings tax is not levied against a 'Subchapter S Corporation." Another option is the LLC, Limited Liability Company, which offers the benefit of limited liability without being as complex as a corporation. Before you decide on your form of Business Organization, talk with your tax advisor and your attorney. This decision has long-term implications as to how your Business will operate and how it will be taxed. It is important to obtain legal counsel, before you obtain your Business License. If you would like to discuss forms of Business Organization, Business Planning, and Local Business Regulations, please contact us. SCORE counseling is free. SCORE conducts a schedule of courses designed to assist entrepreneurs. (See seminars and schedules page) Good Luck, Cyber Counseling Charlotte SCORE Chapter #47	Top
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