It's a fact – decisions made during the start up of a business are some of the most crucial. Choosing the wrong entity can have far-reaching consequences that can deter the success of a business for years to come. Your clients need solid advice about which entity to choose – and you need to know what factors are important to consider when making the decision. Get the information you need to offer informed advice on the elements that need to be examined in order to make the right choice. Order today!

1. Fundamentals of Entity Selection
2. Tax Aspects to Consider in Entity Selection and Formation
3. Drafting Entity Formation Documents
4. Building an Ethical Foundation
5. Question and Answer Session

1. FUNDAMENTALS OF ENTITY SELECTION
   8:30 - 10:30, Christopher E. James
1. Relevant Statutes and Case Law
2. Comparison of Entity Options: Advantages, Disadvantages and Consequences
1. Limited Liability Companies
2. Limited Liability Partnerships
3. Limited Partnerships
4. C Corporations
5. S Corporations
6. Other Entities
3. Advantageous Uses
4. Entity Selection for Professional Organization Use
2. TAX ASPECTS TO CONSIDER IN ENTITY SELECTION AND FORMATION
   10:45 - 12:10, Jared A. Yepsen
1. Knowledgeably Advise Your Client on Taxation Options
2. Comparison of Tax Advantages, Disadvantages and Consequence Amongst Entities
3. How Taxes are Handled for Single-Member LLCs
4. Dealing With Tax-Exempt Organizations
5. “Check the Box” Income Tax Regulations
6. Local and State Tax Considerations
3. DRAFTING ENTITY FORMATION DOCUMENTS
   1:10 - 2:10, Andrew J. Hosmanek
1. Identifying Required Documents
2. Drafting Essentials
3. Sample Formation Documents and Forms
4. BUILDING AN ETHICAL FOUNDATION
   2:25 - 3:25, Andrew J. Hosmanek
1. The Role of the Attorney as Advisor in Entity Formation
2. Conflicts of Interest: Who is the Client?
3. The Importance of Confidentiality
4. Adequacy of Fees and Charges
5. Civil Liability
5. QUESTION AND ANSWER SESSION
   3:25 - 4:40, Andrew J. Hosmanek, Christopher E. James and Jared A. Yepsen
   1. Venture Capital and Entity Choices (Which Form of Entity is Preferred by Venture Capital/Investment Groups)
   2. How Difficult is it to Change Entities Post-Formation (and Tax Consequences etc.)
   3. Dissolution: Administrative, Judicial, by Consent

ANDREW J. HOSMANEK is an attorney at the law firm of Meardon, Sueppel & Downer P.L.C., where his practice areas include corporate law, small business corporations, corporate dissolutions, appellate practice, litigation, franchises and franchising, nonprofit and charitable organizations, probate, wills, trusts and estates. Mr. Hosmanek is also an adjunct assistant professor at the University of Iowa Henry B. Tippie College of Business. He earned his B.B.A. degree in management information systems, his J.D. degree, and his M.B.A. degree in strategic management from the University of Iowa. Mr. Hosmanek is a member of the Johnson County (president, Young Lawyers Division), Linn County, Iowa State, Native Hawaiian (special member) and American bar associations.

CHRISTOPHER E. JAMES is an attorney at Davis Brown Law Firm. Mr. James joined the business division in May 2009. He maintains a general tax practice including, but not limited to, tax controversy, state and local taxation, corporate and individual taxation, and estate and gift tax. He specializes in tax controversy matters with the Internal Revenue Service and state and local governments. Prior to joining Davis Brown Law Firm, Mr. James was an assistant attorney general with the Iowa Department of Justice where he represented the Iowa Department of Revenue. He earned his B.S. degree, cum laude, from the University of North Carolina-Greensboro, his J.D. degree, with honors, from Drake University Law School and his LL.M. degree, with honors, from Northwestern University Law School. Mr. James is a member of the Polk County, Iowa State (member, Tax Section) and American (member, Tax Section) bar associations.

JARED A. YEPSEN is an attorney with BrownWinick Attorneys at Law. Mr. Yepsen provides legal services in the areas of corporate transactions, tax law, real estate and estate planning. He earned his B.A. degree, summa cum laude, in business administration from the University of Northern Iowa, where he was a Purple and Old Gold Award recipient for Meritorious Scholarship in Management and a member of the Beta Gamma Sigma Academic Honor Society. Mr. Yepsen earned his J.D. degree, special honors with distinction, from the University of Iowa where he was a member and associate note editor of the Journal of Transnational Law and Contemporary Problems. He is a member of the Polk County, Iowa State and American bar associations. Mr. Yepsen is also a member of the Board of the Mid-Iowa Planned Giving Council, and currently serves as the program chair elect for 2009 and will serve as the program chair in 2010. He was admitted to the Iowa bar in 2007.

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