Use a Revocable Living Trust when you own real estate in more than one state.

Seems like we've been drafting a lot of Revocable Living Trust Agreements lately. If you own real estate in more than one state, like you have a vacation place in Hawaii or you're moving away to another state but want to keep your house as a rental property, you should put that real estate into a Trust to avoid having to do an "ancillary probate" procedure in that non-domicile state, thereby saving your estate and your heirs a lot of time and expense.

If you have questions about Revocable Living Trusts, give us a call at 253.858.5434. We proudly represent clients throughout Washington and Idaho and are available to meet in person, by phone, or via Skype or FaceTime.

Helping Our Small Business Clients Prepare Shareholders' Agreements

If your small business is formed as a corporation and you have multiple owners, you should have a shareholders' agreement. A shareholders' agreement establishes the rights and responsibilities of all shareholders who own a share of stock in a corporation and describes how the company should be operated. We can help your company prepare a shareholders' agreement, so your business can run more smoothly.

Some typical issues covered in a shareholder agreement can include:

* Who can serve on the Board of Directors and as an officer, as well as procedures and duties for each.
* What happens to a shareholder’s equity after death, disability, or bankruptcy. This is known as a “buy-sell” provision.
* How a shareholder’s stock can be transferred or sold, including any restrictions on transfer. This might include “right of first refusal,” “drag-along” or “tag-along” provisions.
* Valuation of shares.
* How and when dividends are distributed.
* How the company will be managed.
* Non-competition obligations.
* Dispute resolution.

These are simply some of the many issues a shareholders' agreement can address -- and each of these provisions can be structured in myriad ways, depending on your current needs and future plans. We can walk you through the significance and consequence of each of these decisions and craft a shareholders' agreement tailored to your business.

We represent about 40 or so small businesses throughout Washington and Idaho. If you're a small business owner or are thinking about starting or buying a business, give us a call at 253.858.5434 to find out how we can be of service.

International Be Kind to Lawyers Day!

Today is International Be Kind to Lawyers Day. It's a real thing - google it. If you're looking for ways to celebrate International Be Kind to Lawyers Day, here are a few suggestions:

1. Take your favorite lawyer out to breakfast or lunch. (Make sure it's not billable!)
2. Send your lawyer a "just because" greeting card.
3. Send him/her some flowers, a fruit basket, or a cookie bouquet.
4. Switch your ring tone to the "dun-dun" sound from "Law & Order."
5. Abstain from telling lawyer jokes for 24 hours. (You can do it!)
6. If you can't abstain, tell your funniest lawyer joke but switch out the lawyer with your profession. I bet it's still funny.
7. If you accidentally say something wrong or inappropriate on this day, just follow it up with the words, "Strike that from the record." Then continue talking as if nothing happened.
8. Salute the flag as you walk or drive by your local courthouse.
9. Watch your favorite legal drama and pretend you're the one delivering the powerful closing argument. Some suggested films: "The Verdict," "To Kill A Mockingbird," "A Few Good Men," and "With Justice For All."
10. Do some simple repairs around the house with a gavel instead of your trusty hammer.
11. Try to slip words like "I object!" or "You're out of order!" into your everyday conversations.
12.Try to write up your own Operating Agreement for an LLC or draft your own Will. See? It's harder than it looks.
13. Take notes at a meeting on a legal pad. Don't you just feel smarter looking at the glorious yellow hue of that 8-1/2" x 14" pad?

We Represent Clients to Administer Trusts and Estates

We represent clients who have been appointed to administer someone's estate, either as Personal Representative or Trustee. We will advise these clients on giving notice to the appropriate parties, inventorying and appraising the assets, paying the final debts and taxes, and distributing the assets according to the Will, the Trust Agreement, or the state's laws of intestate succession.

If you have questions about the probate process or Trust administration, give us a call at 253.858.5434 to set up an appointment today. We proudly serve clients throughout Washington and Idaho and are available to meet in person, by phone, or via Skype or FaceTime.

Hiring a Lawyer to Help with Your Personal Injury Case

If you've been injured in an auto collision, hiring a lawyer to help you navigate through the claims process helps tremendously. We have over 20 years' experience representing injured people and their survivors. We'll investigate the facts of the collision, gather your medical records, research the issues of liability, and advise you as to the value of your claim. We'll negotiate with the insurance company for you, and if we can't reach a settlement with the insurance company, we'll file suit and bring your case to a judge and jury.

If we can be of service to you, your family, friends, neighbors, or co-workers, give us a call at 253.858.5434 to set up an appointment for a free initial consultation.

Advantages and Disadvantages of Choosing an LLC over an S Corporation

As a small business owner, protecting your personal assets and your company is a high priority. Forming your business as a limited liability company (LLC) allows you to do this quickly and flexibly, while minimizing your tax burden. When you are ready to formally separate your business and personal assets, but don’t intend to go public or take on outside investment, an LLC can be a great option. Weighing the pros and cons of an any business structure is critical, which is why discussing your options with an experienced lawyer can help you make the optimal, best-informed decision.

WHAT IS AN LLC?

An LLC is a distinct entity with the ability to use its own tax ID number, open a bank account, and do business under its own name. The LLC operates as a type of hybrid of a corporation and a partnership. Like a corporation, an LLC limits the legal liabilities of the owners, called "members." Like a partnership, the LLC is a pass-though entity for tax purposes, which means that individual members are taxed only once on any profits to the LLC, as a form of personal income (unless they elect otherwise in the Operating Agreement).

OPERATING AGREEMENTS.

An LLC is governed by an operating agreement that details member responsibilities, operating procedures, governance, and any other business and legal frameworks needed. LLCs are flexible in terms of structure, which means that the operating agreement is vitally important. In an operating agreement, you can select tax structure, member rights, and really just about any facet of your business to fit the needs of your business. Unlike bylaws for a corporation, in most states, an operating agreement is optional (though advisable) for an LLC.

ADVANTAGES OF AN LLC.

There are many advantages to forming as an LLC. The following are the three most important to most small business owners:
* No Double Taxation. Since profits are not taxed at the company level, profits disbursed to members are not taxed twice.
* Less Paperwork. There is less required compliance needed to be an LLC in good legal standing. That means that you generally file less paperwork and less is required to establish a formal LLC.
* Flexibility. Everything about an LLC can be customized. With a well-written operating agreement, you and your lawyer can create specific rules that govern your business in the most advantageous way possible considering your unique situation. This makes LLCs highly scalable and easy to adapt to changing business realities.

DISADVANTAGES OF AN LLC.

LLCs also have some serious disadvantages. The following are two of the most important to consider before choosing an LLC.
* Less Attractive to Investors. Most investors prefer to only invest in corporations, due to the predictable structure and the ease with which they can be issued stock. LLCs cannot issue stock, which means that becoming a member is generally more complex. If you are looking to go public, an LLC may not be the best choice.
* Higher Personal Taxes. While you are not going to be subject to double taxation, LLCs traditionally get taxed as pass-thorough entities, which means that, as a member, you may be responsible for the higher self-employment taxes personally because you will be taking a "draw" as opposed to a salary.

We can help you decide whether an LLC is the right form for your business. In order to do so, we’ll ask a series of questions about your current situation and future plans. Once you’ve selected the appropriate corporate form, we will walk you through completing your formation and drafting governance documents. Give us a call at 253.858.5434 to set up an appointment to talk with us about starting up your business!

What is probate?

When someone dies and they've left behind real estate, securities, or other assets, their estate usually has to go through probate to transfer those assets to their heirs and beneficiaries. Probate is the court-supervised process where a decedent's assets are gathered, inventoried, and appraised, appropriate parties are given notice, final bills and taxes are paid, and the assets ultimately distributed according to the decedent's Will or, if there was no Will, according to the State's laws of intestate succession.

If you, a friend, family member, neighbor, or co-worker is in charge of probating an estate, give us a call to see how we can be of service. We proudly represent clients throughout Washington and Idaho and are available to meet in person, by phone, or via Skype or FaceTime.

Reviewing and Updating Your Estate Plan When You Move to a New State

We know you've been told that you need to make a Will. But ideally, life doesn't stop when you finally get around to making one. Life goes on and changes in myriad ways. You might marry, have children, or divorce--all big events that require amending your Will. But what if you just move from one state to another? Legally speaking, an estate plan properly drafted and signed under one state's laws will most likely be valid in any other state.

But in reality, estate plans don't always cross state lines very well. You might want to consider amending your Will and other estate planning documents as well for a few reasons.

Each state has its own laws when it comes to creating and implementing documents like Wills, Trusts, Health Care Directives, and Powers of Attorney. This means that after you move, your estate planning documents may function in your new state, but your estate could have some extra hurdles to overcome.

There's also the issue of your personal representative--he or she may still reside in your old state as well. Some states have laws requiring that personal representatives reside in the state where your Will is being probated. If your new state is one of them, the court will appoint another personal representative to handle your estate, perhaps not a person you would have chosen.

If you've moved to a new state, or if your estate plan is more than a few years old, have it reviewed by an experienced estate planning lawyer in your current location. It's also a good idea to get your estate plan reviewed in states where you own real estate or a business because chances are your documents will need to work there, too.

We have over 21 years' experience representing clients and advising them on their estate plans. If we can be of service to you, your family, friends, neighbors, or co-workers, give us a call at 253.858.5434 to set up an appointment. We proudly serve clients throughout Washington and Idaho and are available to meet in person, by phone, or via Skype or FaceTime.

Giving Back to Our Community and Our Profession

Here at the Law Offices of P. Stephen Aita, we're very proud of the work we do to give back to our community and our profession. Here's a list of the organizations we're involved with, giving our time and resources to provide pro bono legal assistance, volunteering, and serving on nonprofit organizations' Boards of Directors:

* Judson Park Retirement Community
* Washington Attorneys Assisting Community Organizations
* Lawyers Helping Hungry Children
* Pierce County AIDS Foundation
* Greater Tacoma Community Foundation
* Washington Lawyers for the Arts
* Washington State Bar Association Lawyer-to-Lawyer Mentorship Program
* King County Bar Association's Volunteer Attorneys for People with HIV/AIDS
* Tacoma-Pierce County Bar Association Wills & Probate Clinic

Getting injured in an auto collision sucks. No getting around it.

Getting injured in an auto collision sucks. No getting around it. There's the trauma, pain, emotional toll, and inconvenience. And there are medical bills and lost wages that pile up. And there's the hassle of dealing with insurance companies. Dealing with injury claims is not for the faint of heart.

If you or someone you know has been injured in a car crash, we can help. We'll gather the pertinent information, deal with the insurance companies, and if we can't come to an agreement with the insurance company about the value of your claim, we'll take your case to a judge and jury for you.

Give us a call at 253.858.5434 to make an appointment for a free initial consultation.

We love representing clients who are starting up new businesses!

We love representing clients who are starting up new businesses! Some parts of starting up are fun: coming up with a name and logo; refining the product offering; planning the awesome expansion that will happen once everyone realizes how awesome your business is. And there are some things that aren't so fun. Writing an operating agreement, for example.

An operating agreement (or partnership agreement or bylaws) is the legal document that defines each person's rights and responsibilities, as well as provisions for general management and running the company, both day-to-day and in the event that someone dies or the company dissolves. (Now you know why people avoid this part.) It's one of the most important things you can do before you start investing time and money in any business venture.

There are a few provisions that every operating agreement should include:

1. DECISION MAKING. Talk about and decide how you will make decisions, especially in those cases when it's an important topic and there is no consensus.

2. CAPITAL CONTRIBUTIONS. This is the section where you say how much money each person is putting in to start the business. You should also address what will happen if that initial investment is not enough to carry you through to profit. What will happen if the business needs more money? Will you close your doors? Seek outside investment or have the owners put in more money themselves? It is always good to plan for worst case scenario ahead of time. Also, if one partner is the "money" partner and another is a workhorse, it is good to make this clear on paper so that everyone understands what they are getting into.

3. SALARIES/DISTRIBUTIONS. These are technically two different sections, but they are getting at the same thing. Start with basic questions like: When will the partners be able to take money out of the business? If one of the partners wants to build a national brand, this may require keeping the money in the company longer (and thus fewer distributions) than if the other partner wants to make it a mom and pop shop and live on the small salary. Will partners ever get re-paid for the investments they put in, if so, when? You and your partners should be in agreement about the ways the money should be allocated among the owners.

4. DEATH/DISABILITY. It seems so unlikely, but bad things happen sometimes, and it's best to be prepared. Insurance, Trusts, and Wills all come into play on this topic, so you'll have to think through who in your life you trust to make decisions on your behalf; who would inherit your shares of the company; and would you want your beneficiaries to have a say in what happens to the company (or, conversely, are you prepared to share power with your partner's spouse/family member/friend.)

5. DISSOLUTION. No one ever wants to talk about this one, but it is extremely important to discuss at the beginning of the business relationship. Figure out now, while everyone is getting along, what will happen if one of the partners doesn't want to be involved anymore. Think ahead to a time when you and your partner(s) may not be in agreement about the business. That is not the time to start arguing about the exit strategies. The time to figure out exit strategies is at the beginning when everyone is working to make the business take shape.

If you're starting up a new business, either alone or with partners, and you have questions about the legal formalities and preparing an operating agreement, give us a call at 253.858.5434. We proudly serve clients throughout Washington and Idaho and are available to meet in person, by phone, or via Skype or FaceTime.

Information and Documents You'll Need When Meeting with Your Probate Lawyer

When we meet with a new client who's been named to administer someone's estate, it is helpful to obtain and review certain information and documents. Therefore, we ask the new client to locate and bring the following original documents to our office:

* Community Property Agreement or other agreement as to the status of the decedent's property;
* Will;
* Trusts, revocable or otherwise, created by or benefiting the decedent;
* Personal property gift lists;
* Prenuptial or post-nuptial agreements;
* Divorce decrees (or the date and jurisdiction in which the divorce was obtained);
* Death certificate;
* Addresses of heirs, and beneficiaries;
* A rough estimate of the decedent's assets and their value; and
* A rough estimate of the decedent's liabilities.

If you have been named Executor of someone's estate and have questions about the probate process or administration of an estate, give us call at 253.858.5434 to set up an appointment today.

Basic Estate Plans

If you have children or own a house, you should have a Will. If you own real estate in more than one state, you should have a Trust. If you want to make sure your financial affairs are taken care of in case you become unable to manage them yourself because of age, illness, or injury, you should have a Durable Power of Attorney. If you want to appoint someone to make health care decisions for you or give instructions to your doctor and your family about your health care in case you are unable to speak for yourself, you should have a Health Care Power of Attorney and a Directive to Physicians. This is what makes up a basic estate plan.

We've represented clients and advised them about their estate plans for over 21 years. If we can be of service to you, your family, friends, neighbors, or co-workers, give us a call at 253.858.5434 to set up an appointment today. We proudly serve clients throughout Washington and Idaho and are available to meet in person, by phone, or via Skype or FaceTime.

Common Reasons to Hire a Lawyer When You Start Up a New Business

Questions many people ask during startup of a business: When do they need a lawyer? Do they even need a lawyer at all? Can they start without one and save some money, then get one later if a problem arises? Unfortunately, there's not one easy answer to these questions. Whether you need a lawyer to start your business depends in large part on what legal type of business you're starting. The simpler your business, the less you'll need a lawyer.

1. A sole proprietorship is the simplest business form. It doesn't require that you register your business with your state, so no, you probably don't need a lawyer to start this type of business. No specific paperwork is required other than local business licenses, and even that can depend on the exact nature of your business and your area's unique requirements. Same is true for partnerships, but it's always a good idea to have a written partnership agreement, which is where a lawyer can be tremendously helpful.

2. Limited liability companies must register with the state. Documents must be prepared, such as a Certificate of Formation and an LLC Operating Agreement. You might be able to register online with your state or use an online service to register your business, but it might be a good idea to use a lawyer if your business is at all complicated.

3. Corporations must register with the state as well. They must prepare bylaws and other documents, and they have a far more complicated ownership structure. You'll almost certainly need a lawyer to help you start any type of corporation. An S corp starts as a corporation then elects S corporation status with the IRS. If it sounds complicated, it is. You might need legal advice.

The most common reasons for needing a lawyer when you start a new business are:

* You need help navigating the many forms and requirements of legal documents that are involved with startup, like incorporation documents.
* Having a lawyer can be expensive, but you'll know that startup is being done right.
* Having a lawyer frees you to focus on other aspects of startup so you don't have to spend time learning the legal processes.
* An attorney can help with specific tasks like trademarking your name, reviewing lease documents, discussing potential legal structures, and preparing incorporation forms.
* Online legal form providers don't always do it right. Businesses aren't one-size-fits-all, so blanket legal documents don't always work.

We have over 21 years' experience representing small businesses and their owners. If we can be of service to you, your friends, family, neighbors, or co-workers, give us a call at 253.858.5434 to set up an appointment. We proudly serve clients throughout Washington and Idaho and are available to meet in person, by phone, or via Skype or FaceTime.

Although probate is relatively easy in Washington & Idaho, it helps to hire a lawyer with experience in probate and wealth transfer laws.

When someone dies, probate is usually necessary to transfer ownership of his or her assets (house, vacation property, securities accounts, etc.) to their heirs and beneficiaries. Although probate is relatively easy in Washington and Idaho, it helps tremendously to hire a lawyer with experience in probate and wealth transfer laws. We have over 21 years' experience in representing Executors of estates and advising them on how to administer and distribute an estate. Give us a call at 253.858.5434 to find out how we can be of service to you, your family, friends, neighbors, or co-workers. We proudly serve clients throughout Washington and Idaho and are available to meet in person, by phone, or via Skype or FaceTime.