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Business Legal Issues
The document provides a comprehensive overview of business legal issues specific to Massachusetts, highlighting resources available through the SBDC network and various business law considerations such as entity formation, intellectual property, and employment practices. It emphasizes the importance of maintaining proper records, the necessity of a written information security program, and legal requirements in the hiring process. Additionally, it details critical employment policies and best practices for managing employee performance, discipline, and termination.
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Business Legal Issues
- 1.
- 2. MASSACHUSETTS SBDC NETWORK •SMALL BUSINESS DEVELOPMENT CENTERS • UMASS AMHERST SBDC STATE OFFICE • BERKSHIRE REGIONAL SBDC • CENTRAL REGIONAL SBDC AT CLARK UNIVERSITY • NORTHEAST REGIONAL SBDC AT SALEM STATE UNIVERSITY • SOUTHEAST REGIONAL SBDC • UMASS BOSTON REGIONAL OFFICE & MINORITY BUSINESS CENTER • WESTERN REGIONAL SBDC • SPECIALTY CENTERS – MINORITY ASSISTANCE – MASS EXPORT CENTER – GOV’T PROCUREMENT (PTAC)
- 3. SBDC at SalemState University Counseling Outreach Sites Salem (Regional HQ) Amesbury Beverly Billerica Gloucester Lawrence Peabody
- 4.
- 5. SBDC CONTACT INFORMATION • PHONE978-542-6343 • FAX 978-542-6345 • EMAIL [email protected] • WEB SITE WWW.SALEMSTATE.EDU/SBDC – ONLINE CALENDAR OF UPCOMING WORKSHOPS – REGISTER ONLINE FOR WORKSHOPS – DIRECTIONS TO SBDC OFFICE & WORKSHOP LOCATIONS
- 6. Business Law http://www.westhillcounsel.com/ 900 CummingsCenter, Suite 206-T Beverly, MA 01915 Jennifer Hoenig Business Attorney 978-274-7058 [email protected] Megan Taylor Of Counsel, HR Consultant 978-274-7054 [email protected]
- 7. Business Law Building YourTeam Choice of Entities and Formation Taxation Record Keeping Intellectual Property Workplace and Employees
- 8. Building Your Team Withthe Best Advisors • Four Basic Advisors to all Companies – Accountants-CPA – Insurance Agent – Banker – Attorney • Shop around, budget, and integrate
- 9. Factors to Consider •Comfort Level • Expertise and Experience-Business Matters; Client Industry • Scope of Work-Resources available to handle • Fees – hourly vs. flat; alternative arrangements reserved for start-ups; how to best budget for • Don’t be afraid to negotiate!
- 10. Choice of Entity •Sole Proprietorship • Corporation- “C” and “S” • Limited Liability Company: “LLC” • Partnerships: – General Partnership – Limited Partnership (“LP”) – Limited Liability Partnership (“LLP”)
- 11. Considerations • Ease ofFormation/Incorporation • Business Location and Jurisdiction – e.g., domestic vs. foreign incorporations • Limited Liability • Income Tax Treatment • Ownership/Management Structure • Exit Strategies
- 12. Intellectual Property: Protect YourBrand! • Copyrights: © - Company Website - Key Content • Trademarks: TM or ® - Company Name - Company Logo • Patents
- 13. Your Business Website •Copyright © 2014 Westerly Widgets, Inc. All rights reserved. Not © 2011 westerlywidgets.com. • E-Newsletter, blog posts, etc. • Terms of Use • Privacy Policy
- 14. WISP • Almost allbusinesses are required to have a Written Information Security Program on file in their business office under MA law. • Purpose of WISP: to create effective administrative, technical and physical safeguards for the protection of personal information of residents of MA. Prevents fraud, protects privacy, identity theft and provides for notification if breached
- 15. Minimum Standards • Develop,implement, maintain and monitor a written program to safeguard personal information. • The program must fit the business • The program must address paper and electronic data • Concerned with reasonably foreseeable external and Internal risks
- 16. Record Keeping • CorporateRecords • Personnel Records-hiring, payroll and performance • Medical Records • Business Records • Tax Records
- 17. Employment, Pre-Hiring, Hiring, Benefitsand Termination • Laws have become and voluminous • At the outset, must develop a strategy for dealing with employment and human resource issues-at all levels- i.e. from Top-Down. • Collect the right Forms-I-9 (immigration status documents-verification of employment eligibility within 3 days of hiring), W-4, H-1B Visa if applicable, etc.
- 18. Interviewing And SelectingThe Candidate: Prohibited And Risky Questions • CORI Reform-5/4/12 • Protected Classes • Residence, Lifestyle And Economic Status • Family Status • Union Allegiance • Criminal History • Immigration Status • Medical/Health Information • “Lifestyle”
- 19. Protected Classes: MilitaryService You May Ask: • Have You Served In The U.S. Armed Forces? • What Is Your Military Service History? • What Experience Or Skills Did You Acquire? Do Not Ask: • Have You Served In The Military of Another Country? • How/Why Were You Discharged? • Are You Receiving A Service-Related Disability Pension?
- 20. Residence, Lifestyle, Economic Status YouMay Ask About: • Address And Length of Residency • Willingness To Relocate If Job Requires • Ability To Meet Overnight Travel Requirements • Membership In Professional Societies Or Associations • Ability To Commute • Availability To Work Overtime
- 21. Medical/Health Information Can AnEmployer Ask An Applicant To Undergo A Medical Examination? • Only After An Offer • Must Be Job-Related Do Not Ask About: • Workplace Injuries • Leaves of Absence • Genetic Information • Visible Physical Limitations • Health Insurance Coverage
- 22. Reference Checks • WhyCheck References? • Release From The Applicant (Job Application) • Types Of Reference Checks ○ Background Checks – in light of Mass. CORI law. • Practical Tips – including what is your company policy on giving references?
- 23. The Form I-9Process • Verification Of Employment Eligibility Of All Employees Required ○ Exceptions • Cannot Knowingly Hire, Recruit, Refer For A Fee Or Continue To Employ Illegal Workers • Must Be Completed Within 3 Days, And Retained For Longer of 3 Years or 1 Year After Employment Ends • May be stored electronically
- 24. Critical Employment Policies: LimitLiability And Exposure While Serving Your Business Needs
- 25. #10: Sexual AndOther Harassment • Zero Tolerance Policy • When Does The Policy Apply? • What Are Your Responsibilities? • Report Harassment Complaints • Prompt Investigation • Disciplinary Action • No Retaliation • Best Practices – conduct annual training
- 26. Other Important Policies •Electronic Communications (Including Social Networking) • Data Security Protection • Commissions • Maternity/Paternity Leave (and FMLA, if applicable) • Mobile Device Policy • Remote Working Policy • Wage and Hour Policy (overtime)
- 27. Managing And Documenting EmployeePerformance, Discipline And Discharge
- 28. Regular Performance Evaluations AndImprovement Measures • Fair • Timely • Comprehensive • No Surprises
- 29. Elements Of AnIdeal Performance Evaluation Form • Key Performance Measures ○ Measures From Job Description ○ Organizational Tasks ○ Initiative ○ Teamwork ○ Reliability ○ Knowledge Of Job ○ Attendance - Punctuality • Strengths/Weaknesses • Goals • Comments • Employee And Reviewer Signature And Acknowledgement
- 30. Effective Performance Improvement AndDiscipline System • Articulate Clear Expectations • Centralize Discipline And Be Consistent In Treatment • Reduce Risk Of Litigation • Support Defense In The Event Of Litigation • Be Fair: The Punishment Should Fit The Crime
- 31. Contents of WrittenWarning • Name/Date/Supervisor/Title • Prior Disciplinary Action • Current Disciplinary Action • Describe Specific Conduct • Describe Reasons For Disciplinary Action • Performance Improvement Plan • Specific Improvements Need to be Made • At-Will
- 32. Document, Document, Document! •It Is Important To Document All Conversations With Employees Regarding Conduct Or Performance Problems! • Documentation Tips • Avoid Excess Documentation • Personnel File Guidelines
- 33. Practical Tips • InvestigateBefore Discipline • Be Consistent • Follow Up With Employee
- 34. The Decision ToDischarge • First Gather Facts/Conduct Thorough Investigation • Follow All Company Policies And Procedures • Consider Whether Employee Is In “Protected Category” • Consider Whether Employee Has Been Given Sufficient Time To Improve Performance • Create Documentation: Why Discharge And Why Now? • … And Review of the Decision
- 35. Termination Checklist • PrepareFor Termination Meeting • Strategize Actions And Basis For Actions • Benefits And Notices Required By Law • New DUA Form Effective March 2009 • COBRA Notices • Return of Company Property • Shut Off Access to Company Systems
- 36. Dignified Termination Meetings •Who Should Be There? • What Should Be Discussed? • Avoid Defamation By Conduct • Severance Plan? • Required Paperwork • Unemployment Compensation