B-Corp and LLC Certification Workshop

Cover Page

Turning the Improbable
Into the Exceptional!
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The Advocacy Foundation, Inc.
Helping Individuals, Organizations & Communities
Achieve Their Full Potential
Since its founding in 2003, The Advocacy Foundation has become recognized as an effective
provider of support to those who receive our services, having real impact within the communities
we serve. We are currently engaged in community and faith-based collaborative initiatives,
having the overall objective of eradicating all forms of youth violence and correcting injustices
everywhere. In carrying-out these initiatives, we have adopted the evidence-based strategic
framework developed and implemented by the Office of Juvenile Justice & Delinquency
Prevention (OJJDP).
The stated objectives are:
1. Community Mobilization;
2. Social Intervention;
3. Provision of Opportunities;
4. Organizational Change and Development;
5. Suppression [of illegal activities].
Moreover, it is our most fundamental belief that in order to be effective, prevention and
intervention strategies must be Community Specific, Culturally Relevant, Evidence-Based, and
Collaborative. The Violence Prevention and Intervention programming we employ in
implementing this community-enhancing framework include the programs further described
throughout our publications, programs and special projects both domestically and
internationally.
www.Advocacy.Foundation
ISBN: ......... ../2017
......... Printed in the USA
Advocacy Foundation Publishers
Philadelphia, PA
(878) 222-0450 | Voice | Data | SMS
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Dedication
______
Every publication in our many series’ is dedicated to everyone, absolutely everyone, who by
virtue of their calling and by Divine inspiration, direction and guidance, is on the battlefield dayafter-day
striving to follow God’s will and purpose for their lives. And this is with particular affinity
for those Spiritual warriors who are being transformed into excellence through daily academic,
professional, familial, and other challenges.
We pray that you will bear in mind:
Matthew 19:26 (NLT)
Jesus looked at them intently and said, “Humanly speaking, it is impossible.
But with God everything is possible.” (Emphasis added)
To all of us who daily look past our circumstances, and naysayers, to what the Lord says we will
accomplish:
Blessings!!
- The Advocacy Foundation, Inc.
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The Transformative Justice Project
Eradicating Juvenile Delinquency Requires a Multi-Disciplinary Approach
The Juvenile Justice system is incredibly overloaded, and Solutions-Based programs
are woefully underfunded. Our precious children, therefore, particularly young people of
color, often get the “swift” version of justice whenever they come into contact with the
law.
The way we accomplish all this is as follows:
Decisions to build prison facilities are often based
on elementary school test results, and our country
incarcerates more of its young than any other
nation on earth. So we at The Foundation labor to
pull our young people out of the “school to prison”
pipeline, and we then coordinate the efforts of the
legal, psychological, governmental and
educational professionals needed to bring an end
to delinquency.
We also educate families, police, local businesses,
elected officials, clergy, and schools and other
stakeholders about transforming whole
communities, and we labor to change their thinking
about the causes of delinquency with the goal of
helping them embrace the idea of restoration for
the young people in our care who demonstrate
repentance for their mistakes..
1. We vigorously advocate for charges reductions, wherever possible, in the
adjudicatory (court) process, with the ultimate goal of expungement or pardon, in
order to maximize the chances for our clients to graduate high school and
progress into college, military service or the workforce without the stigma of a
criminal record;
2. We then enroll each young person into an Evidence-Based, Data-Driven
Restorative Justice program designed to facilitate their rehabilitation and
subsequent reintegration back into the community;
3. While those projects are operating, we conduct a wide variety of ComeUnity-
ReEngineering seminars and workshops on topics ranging from Juvenile Justice
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to Parental Rights, to Domestic issues to Police friendly interactions, to mental
health intervention, to CBO and FBO accountability and compliance;
4. Throughout the process, we encourage and maintain frequent personal contact
between all parties;
5 Throughout the process we conduct a continuum of events and fundraisers
designed to facilitate collaboration among professionals and community
stakeholders; and finally
6. 1 We disseminate Quarterly publications, like our e-Advocate series Newsletter
and our e-Advocate Quarterly electronic Magazine to all regular donors in order
to facilitate a lifelong learning process on the ever-evolving developments in the
Justice system.
And in addition to the help we provide for our young clients and their families, we also
facilitate Community Engagement through the Restorative Justice process,
thereby balancing the interests of local businesses, schools, clergy, social assistance
organizations, elected officials, law enforcement entities, and all interested
stakeholders. Through these efforts, relationships are rebuilt & strengthened, local
businesses and communities are enhanced & protected from victimization, young
careers are developed, and our precious young people are kept out of the prison
pipeline.
Additionally, we develop Transformative “Void Resistance” (TVR) initiatives to alleviate
concerns of our successes resulting in economic hardship for those employed by the
penal system.
TVR is an innovative-comprehensive process that works in conjunction with our
Transformative Justice initiatives to transition the original use and purpose of current
systems into positive social impact operations, which systematically retrains current
staff, renovates facilities, creates new employment opportunities, increases salaries and
is data proven to enhance employee’s mental wellbeing and overall quality of life – an
exponential Transformative Social Impact benefit for ALL community stakeholders.
This is a massive undertaking, and we need all the help and financial support you can
give! We plan to help 75 young persons per quarter-year (aggregating to a total of 250
per year) in each jurisdiction we serve) at an average cost of under $2,500 per client,
per year. *
1
In addition to supporting our world-class programming and support services, all regular donors receive our Quarterly e-Newsletter
(The e-Advocate), as well as The e-Advocate Quarterly Magazine.
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Thank you in advance for your support!
* FYI:
1. The national average cost to taxpayers for minimum-security youth incarceration,
is around $43,000.00 per child, per year.
2. The average annual cost to taxpayers for maximum-security youth incarceration
is well over $148,000.00 per child, per year.
- (US News and World Report, December 9, 2014);
3. In every jurisdiction in the nation, the Plea Bargain rate is above 99%.
The Judicial system engages in a tri-partite balancing task in every single one of these
matters, seeking to balance Rehabilitative Justice with Community Protection and
Judicial Economy, and, although the practitioners work very hard to achieve positive
outcomes, the scales are nowhere near balanced where people of color are involved.
We must reverse this trend, which is right now working very much against the best
interests of our young.
Our young people do not belong behind bars.
- Jack Johnson
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Advocacy Foundation Ministries, Inc.
A 508(c)(1)(a) Compliant Faith-Based Organization
B-Corp Filing
and LLC Incorporation
“Turning the Improbable Into the Exceptional”
Atlanta
Philadelphia
______
Dea. John C. Johnson III, JD
Founding Partner & CEO
Rev. Mark L. Merrill
Partner - Northeast Regional Director
(878) 222-0450
Voice | Data | SMS
www.Advocacy.Foundation
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Biblical Authority
______
Isaiah 50:8
He is near that justifieth me; who will contend with me? let us stand together: who is
mine adversary? let him come near to me.
5 = GRACE
8 = New Beginning
Ephesians 6:11-13 & Matthew 9:16-17
Put on the full armor of God, so that you may be able to stand up against all the
schemes and the strategies and the deceits of the devil. For our struggle is not against
flesh and blood [contending only with physical opponents], but against the rulers,
against the powers, against the world forces of this [present] darkness, against the
spiritual forces of wickedness in the heavenly (supernatural) places. Therefore, put on
the complete armor of God, so that you will be able to [successfully] resist and stand
your ground in the evil day, and having done everything, to stand firm [in your place,
fully prepared, immovable, victorious]…no one puts a piece of unshrunk (new) cloth on
an old garment; for the patch pulls away from the garment, and a worse tear
results. Nor is new wine put into old wineskins; otherwise the wineskins burst, and
the wine spills and the wineskins are ruined. But new wine is put into fresh wineskins,
so both are preserved.”
Acts 1:6-8
So when they had come together, they asked Him repeatedly, “Lord, are You at this
time reestablishing the kingdom and restoring it to Israel?” He said to them, “It is not for
you to know the times or epochs which the Father has fixed by His own authority. But
you will receive power and ability when the Holy Spirit comes upon you; and you will be
My witnesses [to tell people about Me] both in Jerusalem and in all Judea, and Samaria,
and even to the ends of the earth.”
Psalm 91:1
He who dwells in the shelter of the Most High Will remain secure and rest in the shadow
of the Almighty [whose power no enemy can withstand].
Acts 6:10
But they were not able to successfully withstand and cope with the wisdom and the
intelligence [and the power and inspiration] of the Spirit by whom he was speaking.
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Matthew 3:2 (ESV)
2
“Repent, for the kingdom of heaven is at hand.”
Matthew 4:17
17
From that time Jesus began to preach, saying, “Repent, for the kingdom
of heaven is at hand.”
Mark 1:15
15
and saying, “The time is fulfilled, and the kingdom of God is at
hand; [a] repent and believe in the gospel.”
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Table of Contents
B-Corp Certification
and LLC Incorporation
Biblical Authority
Day 3
I. B-Corp Certification……………………………..………………………….…. 17
II. B-Corp Filing Documents & Procedures……………..……………………. 23
III. LLC Incorporation……………………..……………………………………….. 31
IV. LLC Filing Documents & Procedures………………………………………. 39
V. Ongoing Seminars and Workshops………………………………………… 71
________
Attachments
A. B-Corps and Benefit Corporations: Understanding the Differences
B. B Corporations Benefit Corporations and Social Purpose Corporations
C. Corporation or LLC: Ten Differences to Consider (Other Than Taxation)
Copyright © 2003-2019 The Advocacy Foundation, Inc. All Rights Reserved.
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I. B-Corp Certification
What is B Corp?
B-Corps (also known as Benefit Corporations or B Corporations) are forward-thinking
companies committed to using the power of business to solve social and environmental
problems. B Corps are certified by the nonprofit B Lab to voluntarily meet rigorous standards
around social change, environmental performance, transparency and accountability.
In the words of Esquire Magazine:
“B Corps might turn out to be like civil rights for blacks or voting rights for women—eccentric,
unpopular ideas that took hold and changed the world."
Teatulia®’s B Corp certification
In 2014, Teatulia became the first Colorado tea company to become certified as a B
Corporation. We are proud to have reached this milestone of B Corp certification because
Teatulia was started in 2000 with one main goal—to improve our local community. The Teatulia
Gardens were established in Northern Bangladesh as an enterprise to give the most people a
living wage while protecting and strengthening the environment.
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B Corporation’s values are aligned with everything we believe in. It’s important to allow our
consumers to see and understand our business practices as well as our commitment to
sustainability. And we only surround ourselves with like-minded individuals and companies—
those that believe in giving back and making the world a better place.
"The wave of specialty tea companies embracing B-Corp status is an exceptionally positive trend
with powerful, long-term implications. Ultimately this leading-edge approach to conducting
business will deliver the accountability and transparency tea consumers are increasingly seeking
and the trade itself will benefit from at all levels." - Brian Keating / Sage Group (Founder) &
Specialty Tea Is "Hot" Report author
A few of the reasons why we've been awarded our B Corp certification:
ORGANIC PRACTICES:
We own our own USDA Organic certified garden, one of the largest organic tea gardens in the
world, where we demonstrate our commitment to the environment by ensuring no chemicals,
unnatural irrigation or machinery are ever used in cultivation of our teas and herbs.
RAINFOREST ALLIANCE CERTIFIED:
Our commitment to sustainability was recognized in 2013 when we were awarded Rainforest
Alliance certification for our garden. Rainforest Alliance Certified farms and gardens support a
healthy environment, promote the well-being of workers and their communities, and ensure
efficient growing methods.
COMMUNITY COOPERATIVE:
To achieve the goal of improving our local community, we founded the Teatulia Cooperative.
Through the Cooperative, we have established revolutionary education, health and cattlelending
programs for the people working in our tea garden and surrounding communities. All
sales of Teatulia Organic Teas contribute to this mission, helping to better the lives of
Bangladeshi men, women and children in our community while rebuilding the local economy
and ecosystem.
SUSTAINABLE PACKAGING:
In an effort to leave a minimal environmental footprint, we pioneered a more Earth-friendly
packaging solution for tea. Instead of packaging in tins, paper or plastic like most tea
companies, our innovative retail canisters are 100% compostable and made from postconsumer
waste. Our labels use water-based inks and water-based adhesives, making them
environmentally friendly. And our pyramid and round tea bags are compostable and made from
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corn silk or unbleached paper, and they are both free of unnecessary wrappers, strings, tags or
staples. Our packaging goal is that fewer resources are used and there is no waste.
To learn more about our B Corp certification, visit the Teatulia Organic Teas community page on
the Certified B Corporation website.
What does B Corp certification mean?
In the words of Certified B Corporation:
“B Corp certification is to sustainable business what LEED certification is to green building, Fair
Trade certification is to coffee or USDA Organic certification is to milk.”
Certified B Corporations must voluntarily meet higher standards of transparency, accountability
and performance, as well as help build a collective voice through the power of the unifying B
Corporation brand. Unlike traditional corporations, certified B Corporations are legally required
to consider the impact of their decisions not only on their shareholders, but also on their
stakeholders (e.g., the community, the environment, workers, suppliers and consumers).
Certified B Corps voluntarily create higher quality jobs and improve the overall quality of life in
communities worldwide, instead of relying only on government and nonprofit sectors to solve
some of the more challenging societal issues. Certified B Corps are dedicated to creating
corporate value for society, not just shareholders. In fact, the B Corp Declaration states that:
• We must be the change we want to see in the world.
• All business ought to be conducted as if people and place mattered.
• Through their products, practices, and profits, businesses should aspire to do no harm
and benefit all.
• We act with the understanding that we are each dependent on upon another and thus
responsible for each other and future generations.
B Corp certification is part of a global movement started by B Lab, a nonprofit organization that
serves a to redefine success in business so that all companies compete not only to be the
best in the world, but the best for the world. B Lab drives this systemic change through a
number of interrelated initiatives:
1. Building a community of Certified B Corporations to make it easier for all of us to tell the
difference between truly good companies and simply good marketing.
2. Passing legislation to accelerate growth of social entrepreneurship and impact investing.
3. Driving capital to high-impact investments through the use of GIIRS Ratings and
Analytics.
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4. Providing free, powerful tools for businesses to measure, compare and improve their
social and environmental performance.
To learn more about B Lab, visit the Non-Profit Behind B Corps page on the Certified B
Corporation website.
________
B Lab certification is a third-party standard requiring companies to meet social
sustainability and environmental performance standards, meet accountability standards, and
be transparent to the public according to the score they receive on the assessment. B Lab
certification applies to the whole company across all product lines and issue areas. For-profits
of all legal business structures are eligible for certification.
Advantages
• Similar to other business associations, certified B Corporations and their employees
have access to a number of discounts from outside entities and fellow members.
• Academic contributions of loan forgiveness.
Disadvantages
• B Lab certification has no legal status.
Distinction from Benefit Corporation
• Benefit corporation is a legal status conferred by state law in the US; B Lab certification
is issued by a private organization and has no legislative framework.
• B Lab certification is not needed to obtain benefit corporation status.
• Legislation for the passage of this corporate legal status has been passed in 35 states,
including Delaware, whereas B Lab certification is privately issued by an organization
run by people principally issued from the business community.
Online Assessment
Certification Process
To obtain a B Corporation certification, a company first completes an online assessment.
Companies that earn a minimum score of 80 out of 200 points undergo an assessment review
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process, essentially a conference call verifying the claims made in their assessment. Companies
are required to provide supporting documentation before they are certified.
The assessment covers the company’s entire operation and measures the positive impact of the
company in areas of governance, workers, community, the environment, as well as the product
or service the company provides. Socially and environmentally-focused business model points
ultimately are accrued in their relevant impact area (governance, workers, community or
environment). Depending on a company's industry, geographic location, and number of
employees, the online assessment adjusts the weightings of the question categories to increase
its relevancy. For instance, companies with more employees will have a heavier weighting in
the workers category, and companies in manufacturing will have a heavier weighting in the
environment category.
To maintain credibility, the B Corporation certification standard operates under principles that
are independent, comprehensive, comparable, dynamic, and transparent. B Lab has an
established standards advisory council that can independently make decisions with or without
the support of B Lab. As of May 2014, 28 of 30 members were listed by their business
affiliation. The council recommends improvements to the B Corp assessment on a biennial
basis. There is a 30-day public consultation period before releasing a new version of the B
Corporation assessment.
Currently the B Corp assessment is its fifth version, with the sixth version scheduled to be
released in January 2018.
Legal Requirements
Certification also requires companies to integrate their stakeholder commitments into the
company governing documents. In the United States, the avenue for corporations making the
legal amendment to certify will depend on the state they are incorporated in. Some states
known as "constituency" states will allow for this change in the articles of incorporation, other
states, known as "non-constituency states", will not; and many states now have the option of
adopting the benefit corporation legal structure, which also meets B Lab's requirements for B
Corp certification. Beyond the corporate model, other for-profit business entities make an
amendment of the company by-laws or governing documents. These include:
• The establishment of clear wording to "consider stakeholder interests" in
company articles of incorporation or company by-laws.
• Define "stakeholders" as the employees, the community, the environment, suppliers,
customers, and shareholders.
• No prioritization of one stakeholder over another.
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• Allowing for the company's values to exist under new management, investors, or
ownership.
However, B Lab certification allows the company bylaws to remain secret.
International Adoption
In June 2019, there were over 2,750 certified B Corporations across 150 industries in 64
countries, including Canada (78 companies), Australia, South Africa, and Afghanistan. The most
active community outside of the United States is Sistema B. Since 2012, Sistema B has been the
adaptation of the B Corps movement in Latin America, including
in Argentina, Brazil, Chile, Uruguay and Colombia. This non-profit adapts proprietary
certifications and evaluation metrics and modifies both to the context of each country. B Lab
also assists Sistema B in incorporating a benefit corporation distinction into local legal systems.
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II. B-Corp Filing
Documents and Procedures
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III. LLC Incorporation
A Limited Liability Company (LLC) is the US-specific form of a private limited company. It is
a business structure that can combine the pass-through taxation of a partnership or sole
proprietorship with the limited liability of a corporation. An LLC is not a corporation under
state law; it is a legal form of a company that provides limited liability to its owners in many
jurisdictions. LLCs are well known for the flexibility that they provide to business owners;
depending on the situation, an LLC may elect to use corporate tax rules instead of being
treated as a partnership, and, under certain circumstances, LLCs may be organized as notfor-profit.
In certain U.S. states (for example, Texas), businesses that provide professional
services requiring a state professional license, such as legal or medical services, may not be
allowed to form an LLC but may be required to form a similar entity called a professional
limited liability company (PLLC).
A limited liability company (LLC) is a hybrid legal entity having certain characteristics of both
a corporation and a partnership or sole proprietorship (depending on how many owners
there are). An LLC is a type of unincorporated association distinct from a corporation. The
primary characteristic an LLC shares with a corporation is limited liability, and the primary
characteristic it shares with a partnership is the availability of pass-through income
taxation. As a business entity, a LLC is often more flexible than a corporation and may be
well-suited for companies with a single owner.
Although LLCs and corporations both possess some analogous features, the basic
terminology commonly associated with each type of legal entity, at least within the United
States, is sometimes different. When an LLC is formed, it is said to be "organized,” not
"incorporated" or "chartered,” and its founding document is likewise known as its "articles
of organization," instead of its "articles of incorporation" or its "corporate charter.” Internal
operations of an LLC are further governed by its "operating agreement," rather than its
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"bylaws." The owner of beneficial rights in an LLC is known as a "member," rather than a
"shareholder.” Additionally, ownership in an LLC is represented by a "membership interest"
or an "LLC interest" (sometimes measured in "membership units" or just "units" and at
other times simply stated only as percentages), rather than represented by "shares of
stock" or just "shares" (with ownership measured by the number of shares held by each
shareholder). Similarly, when issued in physical rather than electronic form, a document
evidencing ownership rights in an LLC is called a "membership certificate" rather than a
"stock certificate".
In the absence of express statutory guidance, most American courts have held that LLC
members are subject to the same common law alter ego piercing theories as corporate
shareholders. However, it is more difficult to pierce the LLC veil because LLCs do not have
many formalities to maintain. As long as the LLC and the members do not commingle funds,
it is difficult to pierce the LLC veil. Membership interests in LLCs and partnership interests
are also afforded a significant level of protection through the charging order mechanism.
The charging order limits the creditor of a debtor-partner or a debtor-member to the
debtor's share of distributions, without conferring on the creditor any voting or
management rights.
Limited liability company members may, in certain circumstances, also incur a personal
liability in cases where distributions to members render the LLC insolvent.
History
The first state to enact a law authorizing limited liability companies was Wyoming in 1977.
The form did not become immediately popular, in part because of uncertainties in tax
treatment by the Internal Revenue Service. After an IRS ruling in 1988 that Wyoming LLCs
could be taxed as partnerships, other states began enacting LLC statutes. By 1996, all 50
states had LLC statutes.
Flexibility and Default Rules
LLCs are subject to fewer regulations than traditional corporations, and thus may allow
members to create a more flexible management structure than is possible with other
corporate forms. As long as the LLC remains within the confines of state law, the operating
agreement is responsible for the flexibility the members of the LLC have in deciding how
their LLC will be governed. State statutes typically provide automatic or "default" rules for
how an LLC will be governed unless the operating agreement provides otherwise, as
permitted by statute in the state where the LLC was organized.
The limited liability company ("LLC") has grown to become one of the most prevalent
business forms in the United States. Even the use of a single member LLC affords greater
protection for the assets of the member, as compared to operating as an unincorporated
entity.
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Effective August 1, 2013, the Delaware Limited Liability Company Act provides that the
managers and controlling members of a limited liability company owe fiduciary duties of
care and loyalty to the limited liability company and its members. Under the amendment
(prompted by the Delaware Supreme Court's decision in Gatz Properties, LLC v. Auriga
Capital Corp), parties to an LLC remain free to expand, restrict, or eliminate fiduciary duties
in their LLC agreements (subject to the implied covenant of good faith and fair dealing).
Under 6 Del. C. Section 18-101(7), a Delaware LLC operating agreement can be written, oral
or implied. It sets forth member capital contributions, ownership percentages, and
management structure. Like a prenuptial agreement, an operating agreement can avoid
future disputes between members by addressing buy-out rights, valuation formulas, and
transfer restrictions. The written LLC operating agreement should be signed by all of its
members.
Like a corporation, LLC's are required to register in the states they are "conducting (or
transacting) business". Each state has different standards and rules defining what
"transacting business" means, and as a consequence, navigating what is required can be
quite confusing for small business owners. Simply forming a LLC in any state may not be
enough to meet legal requirements, and specifically, if a LLC is formed in one state, but the
owner (or owners) are located in another state (or states), or an employee is located in
another state, or the LLC's base of operations is located in another state, the LLC may need
to register as a foreign LLC in the other states it is "transacting business."
Income Tax
For U.S. federal income tax purposes, an LLC is treated by default as a pass-through entity. If
there is only one member in the company, the LLC is treated as a "disregarded entity" for
tax purposes (unless another tax status is elected), and an individual owner would report
the LLC's income or loss on Schedule C of his or her individual tax return. Thus, income from
the LLC is taxed at the individual tax rates. The default tax status for LLCs with multiple
members is as a partnership, which is required to report income and loss on IRS Form 1065.
Under partnership tax treatment, each member of the LLC, as is the case for all partners of a
partnership, annually receives a Form K-1 reporting the member's distributive share of the
LLC's income or loss that is then reported on the member's individual income tax return. On
the other hand, income from corporations is taxed twice: once at the corporate entity level
and again when distributed to shareholders. Thus, more tax savings often result if a
business formed as an LLC rather than a corporation.
An LLC with either single or multiple members may elect to be taxed as a corporation
through the filing of IRS Form 8832. After electing corporate tax status, an LLC may further
elect to be treated as a regular C corporation (taxation of the entity's income prior to any
dividends or distributions to the members and then taxation of the dividends or
distributions once received as income by the members) or as an S corporation (entity level
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income and loss passes through to the members). Some commentators have recommended
an LLC taxed as a S-corporation as the best possible small business structure. It combines
the simplicity and flexibility of an LLC with the tax benefits of an S-corporation (selfemployment
tax savings).
Advantages
• Choice of tax regime. An LLC can elect to be taxed as a sole proprietor, partnership, S
corporation or C corporation (as long as they would otherwise qualify for such tax
treatment), providing for a great deal of flexibility.
• A limited liability company with multiple members that elects to be taxed as partnership
may specially allocate the members' distributive share of income, gain, loss, deduction,
or credit via the company operating agreement on a basis other than the ownership
percentage of each member so long as the rules contained in Treasury Regulation (26
CFR) 1.704-1 are met. S corporations may not specially allocate profits, losses and other
tax items under US tax law.
• The owners of the LLC, called members, are protected from some or all liability for acts
and debts of the LLC, depending on state shield laws.
• In the United States, an S corporation has a limited number of stockholders, and all of
them must be U.S. tax residents; an LLC may have an unlimited number of members,
and there is no citizenship restriction.
• Much less administrative paperwork and record-keeping than a corporation.
• Pass-through taxation (i.e., no double taxation), unless the LLC elects to be taxed as a C
corporation.
• Using default tax classification, profits are taxed personally at the member level, not at
the LLC level.
• LLCs in most states are treated as entities separate from their members. However, in
some jurisdictions such as Connecticut, case law has determined that owners were not
required to plead facts sufficient to pierce the corporate veil and LLC members can be
personally liable for operation of the LLC) (see, for example, the case of Sturm v. Harb
Development
• LLCs in some states can be set up with just one natural person involved.
• Less risk of being "stolen" by fire-sale acquisitions (more protection against
"hungry" investors).
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• For real estate companies, each separate property can be owned by its own individual
LLC, thereby shielding not only the owners but their other properties from cross-liability.
• Flexible membership: Members of an LLC may include individuals, partnerships, trusts,
estates, organizations, or other business entities, and most states do not limit the type
or number of members.
Disadvantages
Although there is no statutory requirement for an operating agreement in most
jurisdictions, members of a multiple member LLC who operate without one may encounter
problems. Unlike state laws regarding stock corporations, which are very well developed
and provide for a variety of governance and protective provisions for the corporation and
its shareholders, most states do not dictate detailed governance and protective provisions
for the members of a limited liability company. In the absence of such statutory provisions,
members of an LLC must establish governance and protective provisions pursuant to an
operating agreement or similar governing document.
• It may be more difficult to raise financial capital for an LLC as investors may be more
comfortable investing funds in the better-understood corporate form with a view
toward an eventual IPO. One possible solution may be to form a new corporation and
merge into it, dissolving the LLC and converting into a corporation.
• Many jurisdictions, including Alabama, California, Kentucky, New York, Pennsylvania,
Tennessee, and Texas, levy a franchise tax or capital values tax on LLCs. In essence, this
franchise or business privilege tax is the fee the LLC pays the state for the benefit of
limited liability. The franchise tax can be an amount based on revenue, an amount
based on profits, or an amount based on the number of owners or the amount of capital
employed in the state, or some combination of those factors, or simply a flat fee, as in
Delaware.
o
o
Effective in Texas for 2007 the franchise tax is replaced with the Texas Business
Margin Tax. This is paid as: tax payable = revenues minus some expenses with an
apportionment factor. In most states, however, the fee is nominal and only a
handful charge a tax comparable to the tax imposed on corporations.
In California, both foreign and domestic LLCs, corporations, and trusts, whether
for-profit or non-profit—unless the entity is tax exempt—must at least pay a
minimum income tax of $800 per year to the Franchise Tax Board; and no
foreign LLC, corporation or trust may conduct business in California unless it is
duly registered with the California Secretary of State.
• Renewal fees may also be higher. Maryland, for example, charges a stock or nonstock
corporation $120 for the initial charter, and $100 for an LLC. The fee for filing the annual
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eport the following year is $300 for stock-corporations and LLCs. The fee is zero for
non-stock corporations. In addition, certain states, such as New York, impose a
publication requirement upon formation of the LLC which requires that the members of
the LLC publish a notice in newspapers in the geographic region that the LLC will be
located that it is being formed. For LLCs located in major metropolitan areas (e.g., New
York City), the cost of publication can be significant.
• The management structure of an LLC may not be clearly stated. Unlike corporations,
they are not required to have a board of directors or officers. (This could also be seen as
an advantage to some.)
• Taxing jurisdictions outside the US are likely to treat a US LLC as a corporation,
regardless of its treatment for US tax purposes—for example a US LLC doing business
outside the US or as a resident of a foreign jurisdiction. This is very likely where the
country (such as Canada) does not recognize LLCs as an authorized form of business
entity in that country.
• The principals of LLCs use many different titles—e.g., member, manager, managing
member, managing director, chief executive officer, president, and partner. As such, it
can be difficult to determine who actually has the authority to enter into a contract on
the LLC's behalf.
Variations
• A Professional Limited Liability Company (PLLC, P.L.L.C., or P.L.) is a limited liability
company organized for the purpose of providing professional services. Usually,
professions where the state requires a license to provide services, such as
a doctor, chiropractor, lawyer, accountant, architect, landscape architect, or engineer,
require the formation of a PLLC. However, some states, such as California, do not permit
LLCs to engage in the practice of a licensed profession. Exact requirements of PLLCs vary
from state to state. Typically, a PLLC's members must all be professionals practicing the
same profession. In addition, the limitation of personal liability of members does not
extend to professional malpractice claims.
• A Series LLC is a special form of a Limited liability company that allows a single LLC to
segregate its assets into separate series. For example, a series LLC that purchases
separate pieces of real estate may put each in a separate series so if the lender
forecloses on one piece of property, the others are not affected.
• An L3C is a for-profit, social enterprise venture that has a stated goal of performing a
socially beneficial purpose, not maximizing income. It is a hybrid structure that
combines the legal and tax flexibility of a traditional LLC, the social benefits of a
nonprofit organization, and the branding and market positioning advantages of a social
enterprise.
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• An Anonymous Limited Liability Company is a LLC for which ownership information is
not made publicly available by the state. Anonymity is possible in states that do not
require the public disclosure of legal ownership of a LLC, or where a LLCs identified legal
owners are another anonymous company. Non-anonymous LLC's generally cannot be
resubmitted to become anonymous, and should be formed as anonymous to maintain
the privacy of the owners.
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IV. LLC Incorporation
Documents and Procedures
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How to Form an LLC in Pennsylvania
This Quick Start Guide is a brief overview of how to form an LLC in Pennsylvania.
Detailed Lessons:
1. Name Search
2. Registered Agent
3. Filing Forms
4. Operating Agreement
5. Tax ID Number (EIN)
6. Decennial Report
7. Licenses and Permits
8. Taxes
Pennsylvania LLC Costs:
Pennsylvania state fee: $125
A Pennsylvania Limited Liability Company (LLC) is a legal
business structure used to protect your personal assets (home,
car, bank account) in the event your company is sued.
A Pennsylvania LLC can be used to operate a business, or an LLC can be used to hold
assets (such as real estate, vehicles, boats, and aircraft).
If you’d like to form an LLC in Pennsylvania yourself, follow our Quick Start Guide below
(the brief overview), or click on the detailed lessons above.
1. LLC Name
• Search your desired LLC name to make sure it’s available for use.
• Your name must be unique among the existing businesses registered in Pennsylvania.
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• Pennsylvania LLC name search at:
https://www.corporations.pa.gov/search/corpsearch
• Designator: your LLC name must include a designator at the end. Pennsylvania law
allows for the following: LLC (most common), L.L.C., LTD, Ltd., Limited Liability
Company, Limited Liability Co., Ltd. Liability Company, Ltd. Liability Co., Limited,
Company, or Co.
2. Registered Office
• A Registered Office is an official address on file with the state that is used for legal
mail (called Service of Process).
• Your Registered Office Address must be located in Pennsylvania. It must be a street
address. PO Boxes are not allowed.
• Your options: home address, office address, friend’s address, family member’s
address, or the address of a Commercial Registered Office Provider (CROP).
• Benefit of using a CROP: your address will remain off public records for privacy.
• CROP Recommendations: Northwest Registered Agent ($125 per year).
Northwest has been in the business for over 20 years and they have great customer
support. Any mail that is sent to your LLC will be scanned by them and uploaded to your
online account.
Special offer: If you hire Northwest to form your Pennsylvania LLC ($39 + state
fee), they’ll include their registered agent services free for the 1st year.
3. Certificate of Organization and Docketing Statement
• Official PA LLC forms: Certificate of Organization and Docketing Statement
• PA LLC filing fee: $125
• Filing methods: by mail, online (recommended), or walk-in.
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• File online at: https://www.corporations.pa.gov/Account/Register_account
• File by mail:
PA Department of State
Bureau of Corporations
PO Box 8722
Harrisburg, PA 17105-8722
• LLC approval time: 7-10 business days.
• What you get: Stamped and approved Certificate of Organization and Welcome
Letter.
• Expedited filing: $100 extra for same-day approval. Must be filed in-person in
Harrisburg. Use expedited service request form.
4. LLC Operating Agreement
• Your LLC’s Operating Agreement is an “internal document”. It does not get mailed to
the state or any other agency. Just keep it with your LLC business records.
• The Operating Agreement is where the owners (called Members) of the LLC are listed.
This document governs how much each member owns, how profits are split, how taxes
are paid, and more.
• If you have a single-member LLC, it’s still best practice to have an Operating
Agreement for your LLC.
• Free Operating Agreement download: PDF | Google Doc | Microsoft Word
5. Federal Tax ID Number (EIN)
• An EIN is issued by the Internal Revenue Service (IRS) and is used for opening bank
accounts, filing taxes, and employee payroll, if applicable.
• Think of the EIN as a “social security number” for your LLC.
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• Common names: Federal Tax Number, Federal Employer Number, FEIN, Federal
Tax ID Number, EIN, Employer Identification Number. They are all the same thing.
• Wait for LLC approval: Only apply for an EIN after your LLC is approved.
• Fee: $0. EINs are free from the IRS. You can obtain an EIN by mail (Form SS-4), fax
(855-641-6935), or online (recommended).
• If you are a non-US resident or don’t have a social security number, you cannot obtain
an EIN online. Mail or fax Form SS-4 and write “Foreign” on line 7b.
• If your LLC is owned by another LLC, you cannot obtain an EIN online. Mail or fax
Form SS-4.
6. Decennial Report
• Unlike most states which require an Annual Report, Pennsylvania just has a Decennial
Report. This report is due once every 10 years, in years ending with a “1” (2021, 2031,
etc.).
• Purpose: to keep the state updated with your LLC’s contact information.
• Reminders: the Pennsylvania Bureau of Corporations will mail reminders 2 months
before the due date.
• Penalty if not filed: forfeiting the rights to your LLC name.
7. Business Licenses and/or Permits
• You need to contact the city, county, township or borough where your LLC is located
to determine if you need a business license and/or permit. These requirements vary
widely, depending on where the business is located, and what industry you are in.
• If you want to save time, we recommend hiring a professional license company to do
the research for you and prepare your applications. Our favorite company is IncFile.
They will provide you with a comprehensive package of all license and permit
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equirements for your Pennsylvania LLC. Just fill out their 1-minute questionnaire to get
started.
8. Taxes
• Federal taxes: LLCs have “pass through” taxation. Profits or losses flow through to
your personal tax return and are usually listed on a Schedule C.
• State and local taxes: Pennsylvania LLCs must register and pay taxes with the PA
Department of Revenue, as well as your local municipality (city, town, county, etc.).
• Recommendation: hire an accountant after your LLC is formed. Read our how to
find a great accountant guide, or check out Thumbtack.
9. LLC Bank Account
• Maintain liability protection: open a bank account for your LLC to keep business
finances separate from personal finances.
• Items needed: Approved Pennsylvania Certificate of Organization, EIN, and Driver’s
License.
• Shop around: some banks charge monthly fees for an LLC bank account. Others
don’t. Call a few banks in PA to compare your options.
• Debit card: Your bank will issue a debit card after you open the account.
• Credit card: Start building business credit. Shop business credit cards here.
10. Business Phone Number
Instead of using your home telephone number or your cell phone, you can purchase an
affordable “virtual business number” specifically for your Pennsylvania LLC. You can set
this virtual business phone up to forward to your cell phone, go through voice prompts,
or configure it any way you’d like.
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We recommend using Phone.com as they have the cheapest plans and their customer
service is excellent.
They offer local phone numbers as well as 1-800 toll-free numbers. You can easily
setup call forwarding, pre-recorded prompts, and get voicemail messages forwarded to
your email.
Getting a separate business phone number for your Pennsylvania LLC is also a good
idea in order to keep your actual number private from those pesky “public record”
websites.
Pennsylvania State Agency
PA Department of State
PA Bureau of Corporations and Charitable Organizations
717-787-1057 (8:00am – 4:45pm M-F)
ra-corps@pa.gov
ra-stpennfile@pa.gov (online filings)
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How to Form an LLC in New Jersey
This Quick Start Guide is a brief overview of how to form an LLC in New Jersey.
Detailed Lessons:
1. Name Search
2. Registered Agent
3. Formation & Registration
4. EIN Number
5. Operating Agreement
6. Annual Report
7. Licenses and Permits
8. Taxes
New Jersey LLC Costs:
New Jersey LLC formation: $125
New Jersey LLC annual report: $75 per year
A New Jersey Limited Liability Company (LLC) is a hybrid business
structure that offers you personal liability protection in case of a lawsuit. In
the event your LLC is sued, your personal assets (like your home,
vehicles, and bank accounts) remain safe from creditors.
You can use your New Jersey LLC to run a business or you can use your
LLC to purchase assets, such as real estate, vehicles, boats, and aircraft.
To form an LLC in New Jersey, you can:
– follow the Quick Start guide on this page (a brief overview), or
– follow the detailed lessons linked above
Need to save time? Hire a professional to form your LLC in New Jersey:
Northwest ($39 + state fee) or LegalZoom ($149 + state fee)
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1. New Jersey LLC Name
• Before forming your New Jersey LLC with the Division of Revenue, you must search
the state’s database to make sure your desired LLC name is available for use.
• Your New Jersey LLC’s name must be unique and distinguishable when compared to
all the existing businesses registered in the state.
• New Jersey has two search tools you can use to check your desired LLC’s name
availability: the Business Name Search and the Business Name Availability.
• New Jersey LLC Business Name Search:
This search tool shows all the names of existing businesses in New
Jersey: https://www.njportal.com/DOR/BusinessNameSearch/Search/Business
Name
• New Jersey LLC Name Availability:
This search tool is more “intelligent” than the Business Name Search, offering a “yes” or
“no” answer as to whether or not your LLC name is
available: https://www.njportal.com/DOR/BusinessNameSearch/Search/Availab
ility
• We recommend using both search tools to be certain your desired LLC name is unique
and available for use.
• LLC Designator: As per New Jersey state law, section 42:2C-8(a), your LLC
name must end with a proper designator. The following are allowed:
• LLC
• L.L.C.
• Ltd. Liability Co.
• Limited Liability Co.
• Ltd. Liability Company
• Limited Liability Company
Tip: If you’re not sure which designator to use, “LLC” is the most common.
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• Your New Jersey LLC name cannot include a designator that makes it sounds like a
different type of legal entity:
• Co. (by itself)
• Company (by itself)
• Ltd. (by itself)
• Corp
• Corporation
• Inc.
• Incorporated
• LLP
• LP
• P.A.
• P.C.
• Professional Association
• Professional Corporation
• Non Profit Corporation
• Many filers rush forming their LLC and then later want to change their New Jersey LLC
name. While an LLC name change can be done, it’s a major pain and it’s better to
solidify your choice before filing. Changing an LLC name in NJ requires you to file an
amendment with the Division of Revenue, update the IRS, update the bank, and update
the Division of Taxation. It’s a lot easier to think of a solid LLC name from the start and
not have to change it later. We recommend reading how to come up with a good
business name for some LLC naming tips.
• New Jersey LLC Name statutes: 42:2C-8
2. New Jersey LLC Registered Agent
• The New Jersey Division of Revenue requires you to list a Registered Agent in your
LLC’s Certificate of Formation (also known as your Public Records Filing).
• A New Jersey Registered Agent is a person or company designated to receive
your LLC’s notices from the Division of Revenue and any legal mail (called Service of
Process) in case your business is involved in a lawsuit.
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• Your New Jersey Registered Agent should have a physical address within the state
(PO Boxes are not allowed) where Service of Process and other documents can be
received.
• Who can be your LLC’s Registered Agent in New Jersey?
You have 3 options:
Option #1 is for you to be your LLC’s Registered Agent.
Option #2 is for a friend or family member to be your LLC’s Registered Agent.
Option #3 is to hire a Commercial Registered Agent. Hiring a Commercial Registered
Agent is a good idea if you don’t have an address in the state or if you prefer to keep
your address off public records.
• Commercial Registered Agent: If you want to hire a Commercial Registered Agent
in New Jersey, we recommend Northwest Registered Agent ($125 per year).
Northwest has been in the business for over 20 years and they have great customer
support. Any mail that is sent to your LLC will be scanned by them and uploaded to your
online account. They’ll also let you use their office address throughout your LLC filing in
order to keep your address off of public records.
• New Jersey Registered Agent statutes:
42:2C-14, 42:2C-15, 42:2C-16, and 42:2C-17
3. New Jersey Formation & Registration
• In New Jersey, the words “formation” and “registration” mean 2 completely
different things.
• You first must form your New Jersey LLC by filing a Public Records Filing for New
Business Entity. Once this is approved, it’s referred to as your Certificate of Formation.
This is filed with the NJ Division of Revenue & Enterprise Services.
• It is then mandatory for all New Jersey LLCs to register with the Division of Taxation
within 60 days.
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• Both the LLC Public Records filing and the registration (called a Business Registration
Application or NJ-REG) can be done online.
• New Jersey LLC filing form: Public Records Filing (becomes the Certificate of
Formation)
• New Jersey LLC filing fee: $125 (one-time fee). This is for the “formation” step.
There is no fee for the “registration” step.
• Method of filing: You can both form and register your New Jersey LLC by mail or
online, however, we recommend the online filing. It’s much easier and the LLC approval
time is much faster.
• Form your LLC online at:
https://www.njportal.com/DOR/BusinessFormation/Home/Welcome
• Note: After your New Jersey LLC is approved, you’ll need to get your EIN Number
(mentioned below) before completing the “registration” step.
• Register your LLC online at:
https://www.njportal.com/DOR/BusinessRegistration/
• Approval times: Your New Jersey LLC formation will be approved within 5-30
minutes after filing online. Your registration will be approved in about 2 business days.
• New Jersey LLC approval:
– The formation approval will be a stamped and approved Certificate of Formation.
– The registration approval will be a Business Registration Certificate and a Sales Tax
Certificate of Authority (if applicable).
Need to save time? Hire a professional to form your LLC in New Jersey:
Northwest ($39 + state fee) or LegalZoom ($149 + state fee). Note: If you hire a filing company,
they will only taking care of the “formation” step.
• New Jersey LLC Certificate of Formation statute:
42:2C-2, 42:2C-4, and 42:2C-22
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4. Apply for an EIN for your New Jersey LLC
• An EIN (Employer Identification Number) is obtained from the IRS after your New
Jersey LLC is approved by the state.
• Remember: You need to get your EIN in order to complete the LLC “registration”
step mentioned above.
• An EIN is also called an EIN Number, FEIN, Federal Employer Identification Number,
or a Federal Tax ID Number. They all mean the same thing.
• It’s helpful to think of your New Jersey LLC’s EIN Number as its “social security
number”. It helps identify your LLC to the IRS for tax and filing purposes.
• Your New Jersey LLC’s EIN will also be used when you open an LLC bank account,
register your LLC with the Division of Taxation, file taxes, apply for a business license (if
applicable), and to process employee payroll (if applicable).
• How is a New Jersey LLC taxed: The IRS doesn’t have a specific tax classification
for LLCs and instead a New Jersey LLC can be taxed 4 different ways with the IRS; 2 of
which occur by default (they occur simply by obtaining your LLC’s EIN), and 2 require a
special election be made (a form must be filed after you obtain your LLC’s EIN). We
recommend reading how is an LLC taxed before applying for an EIN for your LLC.
• Wait for LLC approval: Don’t apply for an EIN until your New Jersey LLC is
approved by the Division of Revenue. Meaning, make sure the “formation” step is
complete and your LLC is approved.
• An EIN is free: The IRS issues EINs to LLCs at no cost.
• EIN Responsible Party: This will be the IRS’s “contact person” when you apply for
your New Jersey LLC’s EIN. If you have a Single-Member LLC, you will be the
Responsible Party. If you have a Multi-Member LLC, any LLC Member can be the
Responsible Party. For more information, please see here: EIN Responsible Party for
LLC.
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• How to apply for an EIN: There are 3 ways to apply for an EIN for your New Jersey
LLC:
• If you have an SSN or ITIN, you can apply for an EIN online
• If you apply for an EIN online and you get an error message, you’ll need to apply for
an EIN with Form SS-4 instead
• If you don’t have an SSN or ITIN, you can still get an EIN for your LLC by following
these instructions: how to get an EIN without SSN or ITIN
5. New Jersey LLC Operating Agreement
• A New Jersey LLC Operating Agreement is a written contract among the LLC
Members that spells out who owns the LLC and how much of the LLC they own.
• An Operating Agreement should be put in place for both Single-Member LLCs and
Multi-Member LLCs located in New Jersey.
• The LLC’s Operating Agreement will also include information about how profits are
split, how taxes are paid, and how the New Jersey LLC is managed.
• Having an Operating Agreement for your New Jersey LLC also helps prove that the
company is a separate legal entity from yourself. This helps maintain the personal asset
protection provided by your LLC.
• “Internal Document”: Your New Jersey LLC’s Operating Agreement is an “internal
document”, meaning you only need to keep a copy with your business records and give
a copy to other LLC Members (if applicable). You don’t have to send your LLC’s
Operating Agreement to the Division of Revenue, the Division of Taxation, the IRS, or
any other government agency.
• New Jersey LLC Operating Agreement statute:
42:2C-11, 42:2C-12, and 42:2C-13
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6. New Jersey LLC Annual Report
• After you form an LLC in New Jersey, you must file an Annual Report every year with
the Division of Revenue. This must be filed by all LLCs in New Jersey regardless of
income or business activity levels.
• New Jersey LLC Annual Report fee: $75 per year
(The Annual Report fee used to be $50 per year, but in July 2019 the state increased
it to $75 per year.)
• Due date: Annual Reports for New Jersey LLCs are first due the year after the LLC
was formed. And they are due by the last day of the LLC’s anniversary month. For
example, if your LLC was formed on April 12th 2020, your first Annual Report will be
due by April 30th 2021. Then it’s due by April 30th every year going forward.
• How to file an Annual Report: You can only file your New Jersey LLC’s Annual
Report online: https://www.njportal.com/dor/annualreports
• Annual Report approval: After you file your New Jersey LLC’s Annual Report
online, you’ll be able to download a filed copy from the Confirmation Page.
• New Jersey Annual Report statute:
42:2C-26
7. New Jersey Business Licenses and Permits
• There is no state-level business license that you need to get in New Jersey. Instead,
licenses and permit requirements are set at the municipal level. For example,
depending on where your New Jersey LLC is located and what industry you’re in, your
county, city, or town may require a certain business license (and/or permit) to operate.
• After your New Jersey LLC is approved, you can contact your local municipality,
describe to them what your business will do, and ask if you need a license and/or permit
to operate. You can find the contact information using the state’s Municipal and
County Government search tool here: https://nj.gov/nj/gov/county/
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• If you don’t want to make the calls and determine your licensing requirements, we
recommend using IncFile.
• Reseller Permit: If your New Jersey LLC will buy goods from other businesses for
the purposes of resale and/or manufacturing, you can avoid New Jersey sales tax by
presenting the seller with your LLC’s Reseller Permit. If you are an in-state seller, you
will use Form ST-3. If you are a non-New Jersey seller, you will use Form ST-3NR.
• Sales Tax Certificate of Authority: This is also called a “Sales Tax Permit” and it’s
needed if you sell retail goods in New Jersey. You will get this Certificate after
completing the LLC “registration” step mentioned a few steps above.
• Sales Tax: If your New Jersey LLC sells retail goods, you’re required to collect sales
tax from your customers. Then you’ll send those funds to the NJ Division of Taxation.
This is required for online businesses as well as brick-and-mortar businesses. If you
need help with your sales tax filing requirements, we recommend using TaxJar.
8. New Jersey LLC Taxes
• Income tax: Income taxes are paid on 3 levels:
• federal
• state
• local
• Federal income taxes: A New Jersey LLC is a pass-through entity which means the
profits and losses “flow through” the LLC and its the owners who are responsible for
reporting them on their personal income tax return.
• By default, a Single-Member LLC is treated as a Disregarded Entity. This means the
IRS “ignores” the LLC and looks at who the owners are. If your LLC is owned by an
individual, the IRS will tax your LLC like a Sole Proprietorship. If your LLC is owned by
another company, the IRS will tax your LLC as a branch/division of the parent company.
• By default, the IRS will tax a Multi-Member LLC like a Partnership.
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• We highlighted the words “like a” since this is just how the IRS treats your LLC for
federal tax purposes. It has nothing to do with your legal business entity. Your LLC is
still a separate legal entity from yourself and your personal assets are still protected in
the event of a lawsuit.
• Besides the default tax classifications, a New Jersey LLC can also elect to be taxed
like a Corporation. There are two types of corporate taxation: C-Corp and S-Corp. The
New Jersey Division of Revenue will honor your federal election if your LLC is taxed as
a C-Corp. However, if you make the federal election to have your LLC taxed as an S-
Corp, New Jersey doesn’t honor this and you must also file CBT-2553 with the state.
It’s also important to note that LLC/C-Corps have a minimum corporate tax of $500 per
year and and LLC/S-Corps have a minimum corporate tax of $375 per year.
• LLC Partner Tax ($150 per Member): If your New Jersey LLC has 2 or more
Members (a Multi-Member LLC), along with your state Partnership Return (NJ-1065),
you must also pay $150 per LLC Member. This is called the “LLC Partner Tax”. The
LLC Partner tax is not required for LLCs with 1 Member (Single-Member LLCs).
• Sales tax: As mentioned earlier, if you sell retail goods, you must collect sales tax
from your customers and then file with the New Jersey Division of Taxation. If you have
to collect sales tax for your business, we recommend using TaxJar.
• Other taxes: Besides taxes mentioned above, your New Jersey LLC may also be
responsible for additional tax filing and reporting. It varies widely and depends on your
industry and how you make money. Some examples of additional taxes are payroll tax,
federal unemployment tax, state unemployment tax, workers’ compensation
tax/insurance, capital gains tax, state franchise tax, gross receipts tax, dividend tax,
sales tax, use tax, excise tax, and more.
• Tax professional: We strongly recommend working with an accountant to
determine all your tax filing and reporting requirements and make sure all your taxes are
properly filed each year.
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9. New Jersey LLC Bank Account
• Once the IRS has issued an EIN Number to your New Jersey LLC, you can then open
a business checking account.
• It’s best practice to have a business checking account for your New Jersey LLC in
order to maintain your personal liability protection. Using a personal bank account for
your LLC is called “commingling of assets” and this can lead to personal liability issues
if you end up in court.
• Having a separate business bank account for your LLC also makes record-keeping
easier for accounting and tax purposes.
• Generally, business banking is very similar among banks, however, each bank has
their own rules and regulations, so we recommend calling around to determine the
following:
• minimum initial deposit
• minimum balance requirements
• monthly maintenance fees (if any)
• Required New Jersey LLC paperwork: In order to open a business bank account
for your New Jersey LLC, you’ll need to have the following:
• Certificate of Formation
• Business Registration Certificate
• EIN Confirmation Letter from the IRS
• Photo ID (driver’s license and/or passport)
• Operating Agreement (may not be needed, but best to bring it anyway)
Note: Call the bank ahead of time and double-check what documents are required.
• For more tips on how to find the best business bank account for your LLC, please
see here: business bank accounts for LLCs.
• LLC Members: If you have a Multi-Member New Jersey LLC, all Members that want
to be on the bank account need to be present.
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• Debit card and credit cards: Most banks will provide a business debit card on the
spot after the account is opened. If not, they’ll usually mail the debit card in 1 to 2
weeks.
• If you want to obtain a business credit card, we recommend searching for cards
at www.creditcards.com
• Non-U.S. residents: If you are a non-US resident that has formed an LLC in New
Jersey, you can still open a U.S. bank account. You can find more information
here: opening an LLC bank account for non-US residents.
10. Business Phone Number
Instead of giving out your actual cell phone number (or home telephone number), it
might be a good idea to get a “virtual business number” for your New Jersey LLC. You’ll
be able to customize the number so it forwards to your cell phone.
Our favorite company is Phone.com. They have the cheapest plans and the best
customer support.
You can get a local New Jersey telephone number or you can get a 1-800 number for
your business. Phone.com lets you easily setup call forwarding to any number you like,
create pre-recorded messages, and you can get your voicemails sent right to your
email.
Getting a separate phone number for your New Jersey LLC is a good idea if you’d like
to keep your actual phone number off of those annoying “public record” websites (and
stop the spam phone calls).
New Jersey State Agencies
Both the Division of Revenue & the Division of Taxation are subdivisions of the New
Jersey Department of Treasury.
The New Jersey Division of Revenue is responsible for the formation and registration of
LLCs in the state. The New Jersey Division of Taxation is responsible for handling
taxes.
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New Jersey Department of Treasury
Website: https://www.state.nj.us/treasury/
Social media: Youtube | Facebook | Twitter
New Jersey Division of Revenue
Website: http://www.state.nj.us/treasury/revenue/
Phone: 609-292-9292
Hours: Monday through Friday, 8:30am – 4:30pm Eastern
New Jersey Division of Taxation
Website: https://www.state.nj.us/treasury/taxation/
Phone: 609-292-6400
Hours: 8:30am to 4:30pm on Monday, Tuesday, Thursday, and Friday and 10am to
5:30pm on Wednesdays
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How to Form an LLC in Delaware
This Quick Start Guide is a brief overview of how to form an LLC in Delaware.
1. LLC Name Search
2. Registered Agent
3. Certificate of Formation
4. Operating Agreement
5. EIN Number
6. Annual Franchise Tax
7. Business Licenses and Permits
8. Taxes
Delaware LLC costs:
LLC formation cost: $90 (one-time fee)
Annual franchise tax: $300 (every year)
A Delaware Limited Liability Company (LLC) is a legal structure used to protect
your personal assets (home, car, bank account) in the event your business is
sued.
An LLC can be used to operate a business, or an LLC can be used to hold
assets (such as real estate, vehicles, boats, or aircraft).
Important: If you don’t live in, or do business in Delaware, please
read why you shouldn’t form an LLC in Delaware at:
https://www.llcuniversity.com/delaware-llc/why-you-shouldnt-form-an-llc-indelaware/
Forming an LLC in Delaware is simple. Search your Delaware LLC name in the state
database and select your Registered Agent.
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File your Delaware Certificate of Formation ($90) by mail or by fax (there is no online
filing). Approval time is 1-3 weeks, unless you pay a $50 expedited fee for same-day
processing.
After your Delaware LLC is approved, complete your Operating Agreement and
get a Federal Tax ID Number (also known as an EIN) from the IRS.
Then make sure to pay your Delaware Annual Franchise Tax ($300) every year to
keep your LLC in compliance.
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How to Form an LLC in Georgia
This Quick Start Guide is a brief overview of how to form an LLC in Georgia.
1. Name Search
2. Registered Agent
3. Filing Forms
4. Operating Agreement
5. Tax ID Number (EIN)
6. Annual Registration Fee
7. Licenses and Permits
8. GA Taxes
Georgia LLC Costs:
Georgia state fee: $100
Annual registration fee: $50 per year
A Georgia Limited Liability Company (LLC) is a legal structure formed to
protect your personal assets (home, car, bank account) in the event
your business is sued.
A Georgia LLC can be used to operate a business, or an LLC
can be used to acquire and hold assets (such as real estate,
vehicles, boats, or aircraft).
If you’d like to form an LLC in Georgia yourself, follow our Quick Start Guide below (the
brief overview), or click the detailed lessons above.
1. LLC Name
• The 1st thing to do when starting a Georgia LLC is to make sure your desired name
LLC is unique and available for use.
• Your LLC name needs to be “distinguishable upon the record” (unique) among all the
existing businesses registered in the state of Georgia.
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• Search your Georgia LLC name at: https://ecorp.sos.ga.gov/BusinessSearch
• Designator: your LLC name must end with a proper designator. Georgia law allows
for the following: “LLC” (most common), “L.L.C.”, “Limited Liability Company”, “Limited
Liability Co.”, “Ltd. Liability Company”, “Ltd. Liability Co., “LC”, or “L.C.”
• Tip: Under Georgia law, your LLC can’t exceed 80 characters (including spaces and
punctuation).
2. Georgia Registered Agent
• All LLCs in Georgia need to designate a Registered Agent. A Registered Agent is a
person (or company) that agrees to receive Service of Process (a fancy word for legal
mail) in the event your LLC gets sued.
• The address that a Registered Agent uses must be a street address located in
Georgia. The state does not allow for the use of PO Boxes. If your Registered Agent will
be a person, that person must be a resident of Georgia.
• Who can be your LLC’s Registered Agent in Georgia?
You have 3 options:
– You can be the LLC’s registered agent
– A friend or relative can be the LLC’s registered agent
– You can hire a commercial registered agent
• Commercial Registered Agents in Georgia: We recommend hiring Northwest
Registered Agent (for $125/year). Northwest has been in the business for over 20
years and they have great customer service. Any mail that is sent to your LLC will be
scanned by them and uploaded to your online account.
3. Articles of Organization & Transmittal Form
• Georgia LLC forms: Articles of Organization (CD 030) and Transmittal
Form (231)
• Georgia LLC filing fee: $100 (paid to the Georgia Secretary of State)
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• Filing methods: by mail or online. We recommend filing online as it’s easier and the
approval time is faster.
• Mailing address:
Corporations Division
2 Martin Luther King Jr. Dr. SE
Suite 313, West Tower
Atlanta, GA 30334
• Important: If filing by mail, you must send 2 copies of the Articles of Organization.
Only 1 copy of the Transmittal Form is needed though. Disregard this if you are filing
online.
• Online LLC filing at: https://ecorp.sos.ga.gov/
• Georgia LLC approval times: 12-15 business days (by mail), or 7 business days
(online filing).
• What you get back: a receipt, a stamped and approved copy of your Articles of
Organization, and a Certificate of Organization (which has a state seal and can be used
when opening a bank account).
– If you file by mail, these documents are returned by mail.
– If you file online, these documents are returned by email.
• Expedited filing: faster processing times are available for both filing by mail and
filing online.
– 2 options for online expediting: $100 extra for 2-day processing or $250 extra for
same-day processing.
– 1 option for mail expediting: $100 extra for 2-day processing. Tip: no expedited form is
needed. Just include the extra amount in check or money order.
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4. LLC Operating Agreement
• Your Georgia LLC will need to draft an Operating Agreement. The document is kept
“internally”, meaning, you don’t need to send it to the Georgia Corporations Division, or
any other agency. You’ll just keep it with your corporate records at your home or office
address.
• An LLC Operating Agreement is essentially an agreement between the owners (called
“members”) of an LLC. It spells out who owns the business, how much each person
owns, how profits are split, how taxes are paid, and more.
• Even if your LLC has 1 member (called a single-member LLC), it’s still best practice to
have an Operating Agreement. This helps keep the liability protection granted by the
LLC.
• Free Operating Agreement for your LLC: PDF | Google Doc | Microsoft Word
5. Federal Tax ID Number (EIN)
• A Federal Tax ID Number (also known as an EIN) is like a “social security number” for
your LLC. The EIN is issued by the IRS and it helps identify your company for reporting
and tax purposes.
• EINs are also used for opening business bank accounts and handling employee
payroll (if applicable).
• Common names: An EIN is also called: Federal Tax Number, Federal Employer
Number, FEIN, Federal Tax ID Number, EIN, and Employer Identification Number. They
are all referring to the same thing.
• Get LLC approval first: You should only apply for an EIN after your LLC is
approved by the state of Georgia.
• Cost: EINs are $0. Yup, they are free from the IRS. They can be obtained in 1 of 3
ways: by mail (using Form SS-4), by fax (the number is 855-641-6935), or via
the online application (the fastest and preferred method).
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• Non-US resident/no SSN: if you are not a US citizen or you don’t have an SSN
(social security number), you can still get an EIN from the IRS. You just can’t get it via
the online application. Instead, you’ll need to mail or fax (we recommend faxing) Form
SS-4 to the IRS and enter “Foreign” on line 7b.
• LLC owned by an existing company: If your LLC is owned by another company or
another LLC, you cannot obtain an EIN online (the system will give you a weird error
message). Instead, you’ll need to mail or fax Form SS-4 to the IRS. We recommend
faxing as the approval time is much faster (days vs weeks).
6. Georgia LLC Annual Report (Annual Registration)
• All LLCs in Georgia must regularly file an Annual Report (called “Annual
Registration“). This is due every year, regardless of income or activity in the business.
• The first Annual Registration is due between January 1st and April 1st of the year after
your LLC’s year of formation. Following payments are due between January 1st and
April 1st every year. We recommend filing as early as possible to avoid any penalties or
fines.
• Annual Registration Fee: $50 per year.
• Online filing: Although the Georgia LLC Annual Registration fee can be filed online
or by mail, the state prefers online fillings as they are faster and more convenient.
• File your Annual Registration online at: https://ecorp.sos.ga.gov/
– If you are not making changes, click “One Click Annual Registration With No
Changes”
– If you are making changes, click “Express Annual Registration With Changes”
• Penalty: there is a $25 late fee if you submit the Annual Registration Fee after April
1st. And continually ignoring this requirement is a bad idea. The state will soon
administratively dissolve (shut down) your LLC.
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• What you’ll get back: Once you successfully make payment and submit your report
online, you’ll be able to download a receipt in the eCorp dashboard. You will also
receive an email from the state with your receipt.
7. Business Licenses and/or Permits
• The business licenses and/or permits your Georgia LLC needs will depend on its
location and the industry it is engaged in. To know more about these requirements,
contact the city, town or county where your LLC is located and the government
agencies that regulate your LLC’s industry.
• Need to save time? If you don’t want to make the calls and determine your licensing
requirements, we recommend using IncFile.
8. Taxes
• Federal taxes: LLCs in Georgia (and all states for that matter) have “pass through”
taxation, meaning the income/losses from the LLC will be listed on a Schedule C, which
is a part of your personal tax return (Form 1040) filed with the IRS.
• Georgia State and local taxes: After your LLC is formed, you should register with
the Georgia Department of Revenue (DOR). You will also likely need to register your
LLC for tax purposes with your local municipality (county, city, town, etc.).
• Recommendation: we recommend speaking with a few accounts in Georgia after
your LLC is formed. Check out our how to find an accountant guide or you can
use Thumbtack.
9. LLC Bank Account
• Keep your LLC’s liability protection: After your LLC is formed in Georgia, you’ll
want to open a separate business checking account (in the name of the LLC).
• Items needed to open an account: Bring your Certificate of Organization, EIN
Confirmation from the IRS, and your Driver’s License or passport. Some banks require
2 forms of ID, so call ahead of time and double-check.
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• Benefits: Keeping your business finances separate from your personal finances is
important for 2 reasons: First, it helps you avoid “commingling of assets”, which ensures
your personal liability protection. And second, it’ll make keeping track of finances a lot
easier for accounting and tax purposes.
• Shop around (there are free accounts): Call a few banks in Georgia and take
notes. A lot of banks charge monthly maintenance fees for LLC checking accounts, but
there are a handful that do not.
• Debit card: The bank will issue a debit card for your LLC, usually on-location, after
the account is opened.
• Credit card: If you want to start building business credit for your Georgia LLC, it’s
best practice to get one (or a few) credit cards in the name of the LLC. We recommend
using www.creditcards.com to find business credit cards. You’ll also be able to get
“reimbursed” for business expenses via cashback or travel rewards.
10. Business Phone Number
Instead of using your home telephone number or your cell phone, you can purchase an
affordable “virtual business number” specifically for your Georgia LLC. You can set this
virtual business phone up to forward to your cell phone, go through voice prompts, or
configure it any way you’d like.
We recommend using Phone.com as they have the cheapest plans and their customer
service is excellent.
They offer local phone numbers as well as 1-800 toll-free numbers. You can easily
setup call forwarding, pre-recorded prompts, and get voicemail messages forwarded to
your email.
Getting a separate business phone number for your Georgia LLC is also a good idea in
order to keep your actual number private from those pesky “public record” websites.
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Georgia State Agencies
Georgia Secretary of State
Georgia Corporations Division
Phone: 404-656-2817
Hours: 8am – 5:30pm, M-F
Georgia Department of Revenue
Phone: 877-423-6711 (option #1 for business)
Hours: 8:00am to 5:00pm, M-F
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V. Ongoing Seminars
and Workshops
The Transformative Justice Project
1. Building Resilient Youth – A Multidisciplinary Approach
1. The BRY-AMA PowerPoint
2. The All-Sports Ministries of …
3. The Community Engagement Strategy
4. Critical Thinking for Transformative Justice
5. The Economic Impact of Social Programs Development
6. Culturally Relevant Programming
7. Inner-Cities Strategic Revitalization Planning
8. Train Police Friendly
9. Strategic Housing Revitalization
10. Solutions for Homelessness
11. Financial Literacy
12. Concentrated Poverty
13. The Effects of De-Industrialization in the US
14. The Jobs Training, Educational Redevelopment & Economic Emancipation
Initiative
15. The Second Chance Project
16. The Mental Health Group
17. The Opioid Crisis in America Series
1. The Advocacy Foundation Opioid Initiative Partnership (Working Binder)
2. Evidence-Based Solutions at The Grassroots Level
3. The Drug Culture in The US
4. Drug Abuse Among Veterans
5. Drug Abuse Among America’s Teens
6. Alcoholism
7. The Economic Consequences of Opioid Addiction in America
18. The 21st Century Charter Schools Initiative
19. The Adversity/ Advantage Series:
a) The Gift of Adversity
b) Overcoming Dyslexia
c) The Gift of Hypersensitivity
d) The Advantages of An Attention Deficit
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e) The Gift of Introspection
f) The Gift of Introversion
g) The Gift of Spirituality
h) The Gift of Transformation
20. The Economic Consequences of Homelessness in America
21. Cultural Transformation
22. Gentrification
23. Environmental Racism
24. Generational Progression
25. Predatory Lending
26. Hidden Unemployment
27. Slavery in The 21st Century
28. Debt Reduction & Debt Relief
29. The Uniform Code of Military Justice
30. Wills, Trusts and Estates
The ComeUnity ReEngineering Project
1. C.I.A. (Community Intelligence & Application)
1. Know Now Technologies
2. The Regional Education Training and Resource Complex (RETRC)
3. The ComeUnity Bridge
4. The Triangular Resolution Model
5. F.A.C.E. (Fiduciary Accountability assuring the Capacity to perform Efficiently)
6. The Advocacy Foundation Balanced Home Mortgage Initiative
7. ComeUnity Capacity-Building
The Nonprofit Advisors Group
1. The 501(c)(3) Acquisition Process
2. Staff & Management Leadership ReEngineering (Change Management)
3. Organizational & Professional Development
4. The Economic Empowerment Emancipation Project
5. Evidence-Based Programs Development
6. The Inner Circle
7. The Board of Directors
8. The Advisory Council
9. Strategic Planning
10. Budgeting
11. Fundraising
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a) The Advocacy Foundation Endowments Initiative
b) CROWDFUNDING (for Nonprofits)
c) The US Stock Market
d) Mass Media for Nonprofits
e) Social Media for Nonprofits
f) UBIT Sustainability Initiatives
12. Social Entrepreneurship
13. Social Impact Investing
14. Data-Driven Resource Allocation
15. Nonprofit Confidentiality In The Age of Big Data)
16. Community Collaboration
17. Culturally-Relevant Programming
18. Evidence-Based Criteria Training
a) Evidence-Based Programming
b) Evidence-Based Program Application Processing
19. Social Media Development (for Nonprofits)
20. Structuring Subsidiary Entities
21. Social Equity Planning
22. Succession Planning
23. Property Acquisition for Organizational Sustainability
24. Investing for Organizational Sustainability
25. The Nonprofit Incubator: for Transformative Social Impact
26. Accountability
27. Nonprofit Transparency
28. Nonprofit Organizational Assessment
29. Organizational Dysfunction
30. The Sarbanes-Oxley Act of 2002
31. Nonprofit Marketing
32. Community Policing
The Adolescent Law Group
1. Representation of Juveniles
2. The Juvenile Justice Legislative Reform Initiative
3. The Economic Consequences of Legal Decision-Making
4. The Landmark Cases In US Juvenile Justice
a. Pennsylvania
b. New Jersey
c. Georgia
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5. Unjust Legal Reasoning
6. Opportunity (Disenfranchised) Youth
7. Interpreting the Facts – Blame Remover
8. The First Amendment Project
9. The Second Amendment Project (Gun Control)
10. The Fourth Amendment Project
11. The Sixth Amendment Project (Right to Competent Counsel)
12. The Eighth Amendment Project (Cruel and Unusual Punishment)
13. Literacy-Based Prison Construction
14. Children of Incarcerated Parents
15. African-American Youth in The Juvenile Justice System
16. Latino and Hispanic Youth in The Juvenile Justice System
17. Native-American Youth in The Juvenile Justice System
18. Racial Profiling
19. Prison-Based Gerrymandering
20. Gang Deconstruction
21. Expungements & Pardons
22. Barriers to Reducing Confinement
23. ReEngineering Juvenile Justice
24. Lobbying for Nonprofits
25. Judicial ReEngineering
26. Alternative Legal Solutions
27. Law for The Poor
28. Case Law, Statutory Law, Municipal Ordinances & Policy
29. Organized Crime In The New Millennium
30. Judicial Mistakes
The Collaborative US/ International
1. Caribbean Direct Investing
a. The Advocacy Foundation Coalition for Drug-Free Communities
b. The EB-5 Investors Immigration Project
c. International Labor Relations
d. Collaborative Economics and Leveraging
e. Mass Collaboration
2. The NuVision Consulting Group
3. Institutional Racism
The Theological Law Firm Academy
1. The Theological Foundations of US Law & Government
2. God’s Will and The 21st Century Democratic Process
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3. The Diversity of Theology
4. The Scriptural Application to The Model Criminal Code
5. The Scriptural Application to The ABA’s Tort Reform Model
6. The Scriptural Application to The ABA’s Contracts Reform Initiative
7. The Scriptural Application to The ABA’s Property Law Review
8. The Scriptural Application to The United States Constitution
9. The Scriptural Application for Juvenile Justice Reform
10. The Scriptural Application for Tort Reform
11. The Scriptural Application to Contemporary Legal Process
12. The Scriptural Application to The Uniform Commercial Code
13. The Scriptural Application to The Law of Property
14. The Scriptural Application to The Canons of Ethics
15. Biblical Law and Justice
16. Biblically Responsible Investing
17. Spiritual Rights
18. Acquiesce to Righteousness
19. The Ripple Effects of Ministry
Legal Missions International
1. Domestic
2. Foreign
3. International Law & Justice
4. International Criminal Procedure
5. The Theology of Missions
6. International Legal Evangelism: Intelligence, Reconnaissance & Missions
7. The Law of War
8. Conflicts to Watch in The New Millennium
9. International Hotspots
10. International Cyber Terrorism
11. Brexit
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Page 78 of 159

Attachment A
B-Corps and Benefit Corporations:
Understanding the Differences
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Attachment B
B Corporations Benefit Corporations and Social
Purpose Corporations
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Attachment C
Corporation or LLC: Ten Differences to Consider
(Other Than Taxation)
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Advocacy Foundation Publishers
Page 133 of 159

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Advocacy Foundation Publishers
The e-Advocate Quarterly
Page 135 of 159

Issue Title Quarterly
Vol. I 2015 The Fundamentals
I
The ComeUnity ReEngineering
Project Initiative
Q-1 2015
II The Adolescent Law Group Q-2 2015
III
Landmark Cases in US
Juvenile Justice (PA)
Q-3 2015
IV The First Amendment Project Q-4 2015
Vol. II 2016 Strategic Development
V The Fourth Amendment Project Q-1 2016
VI
Landmark Cases in US
Juvenile Justice (NJ)
Q-2 2016
VII Youth Court Q-3 2016
VIII
The Economic Consequences of Legal
Decision-Making
Q-4 2016
Vol. III 2017 Sustainability
IX The Sixth Amendment Project Q-1 2017
X
The Theological Foundations of
US Law & Government
Q-2 2017
XI The Eighth Amendment Project Q-3 2017
XII
The EB-5 Investor
Immigration Project*
Q-4 2017
Vol. IV 2018 Collaboration
XIII Strategic Planning Q-1 2018
XIV
The Juvenile Justice
Legislative Reform Initiative
Q-2 2018
XV The Advocacy Foundation Coalition Q-3 2018
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XVI
for Drug-Free Communities
Landmark Cases in US
Juvenile Justice (GA)
Q-4 2018
Page 137 of 159

Issue Title Quarterly
Vol. V 2019 Organizational Development
XVII The Board of Directors Q-1 2019
XVIII The Inner Circle Q-2 2019
XIX Staff & Management Q-3 2019
XX Succession Planning Q-4 2019
XXI The Budget* Bonus #1
XXII Data-Driven Resource Allocation* Bonus #2
Vol. VI 2020 Missions
XXIII Critical Thinking Q-1 2020
XXIV
The Advocacy Foundation
Endowments Initiative Project
Q-2 2020
XXV International Labor Relations Q-3 2020
XXVI Immigration Q-4 2020
Vol. VII 2021 Community Engagement
XXVII
The 21 st Century Charter Schools
Initiative
Q-1 2021
XXVIII The All-Sports Ministry @ ... Q-2 2021
XXIX Lobbying for Nonprofits Q-3 2021
XXX
XXXI
Advocacy Foundation Missions -
Domestic
Advocacy Foundation Missions -
International
Q-4 2021
Bonus
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Vol. VIII
2022 ComeUnity ReEngineering
XXXII
The Creative & Fine Arts Ministry
@ The Foundation
Q-1 2022
XXXIII The Advisory Council & Committees Q-2 2022
XXXIV
The Theological Origins
of Contemporary Judicial Process
Q-3 2022
XXXV The Second Chance Ministry @ ... Q-4 2022
Vol. IX 2023 Legal Reformation
XXXVI The Fifth Amendment Project Q-1 2023
XXXVII The Judicial Re-Engineering Initiative Q-2 2023
XXXVIII
The Inner-Cities Strategic
Revitalization Initiative
Q-3 2023
XXXVIX Habeas Corpus Q-4 2023
Vol. X 2024 ComeUnity Development
XXXVX
The Inner-City Strategic
Revitalization Plan
Q-1 2024
XXXVXI The Mentoring Initiative Q-2 2024
XXXVXII The Violence Prevention Framework Q-3 2024
XXXVXIII The Fatherhood Initiative Q-4 2024
Vol. XI 2025 Public Interest
XXXVXIV Public Interest Law Q-1 2025
L (50) Spiritual Resource Development Q-2 2025
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LI
Nonprofit Confidentiality
In The Age of Big Data
Q-3 2025
LII Interpreting The Facts Q-4 2025
Vol. XII 2026 Poverty In America
LIII
American Poverty
In The New Millennium
Q-1 2026
LIV Outcome-Based Thinking Q-2 2026
LV Transformational Social Leadership Q-3 2026
LVI The Cycle of Poverty Q-4 2026
Vol. XIII 2027 Raising Awareness
LVII ReEngineering Juvenile Justice Q-1 2027
LVIII Corporations Q-2 2027
LVIX The Prison Industrial Complex Q-3 2027
LX Restoration of Rights Q-4 2027
Vol. XIV 2028 Culturally Relevant Programming
LXI Community Culture Q-1 2028
LXII Corporate Culture Q-2 2028
LXIII Strategic Cultural Planning Q-3 2028
LXIV
The Cross-Sector/ Coordinated
Service Approach to Delinquency
Prevention
Q-4 2028
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Vol. XV 2029 Inner-Cities Revitalization
LXIV
LXV
LXVI
Part I – Strategic Housing
Revitalization
(The Twenty Percent Profit Margin)
Part II – Jobs Training, Educational
Redevelopment
and Economic Empowerment
Part III - Financial Literacy
and Sustainability
Q-1 2029
Q-2 2029
Q-3 2029
LXVII Part IV – Solutions for Homelessness Q-4 2029
LXVIII
The Strategic Home Mortgage
Initiative
Bonus
Vol. XVI 2030 Sustainability
LXVIII Social Program Sustainability Q-1 2030
LXIX
The Advocacy Foundation
Endowments Initiative
Q-2 2030
LXX Capital Gains Q-3 2030
LXXI Sustainability Investments Q-4 2030
Vol. XVII 2031 The Justice Series
LXXII Distributive Justice Q-1 2031
LXXIII Retributive Justice Q-2 2031
LXXIV Procedural Justice Q-3 2031
LXXV (75) Restorative Justice Q-4 2031
LXXVI Unjust Legal Reasoning Bonus
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Vol. XVIII 2032 Public Policy
LXXVII Public Interest Law Q-1 2032
LXXVIII Reforming Public Policy Q-2 2032
LXXVIX ... Q-3 2032
LXXVX ... Q-4 2032
Page 142 of 159

The e-Advocate Monthly Review
2018
Transformational Problem Solving January 2018
The Advocacy Foundation February 2018
Opioid Initiative
Native-American Youth March 2018
In the Juvenile Justice System
Barriers to Reducing Confinement April 2018
Latino and Hispanic Youth May 2018
In the Juvenile Justice System
Social Entrepreneurship June 2018
The Economic Consequences of
Homelessness in America S.Ed – June 2018
African-American Youth July 2018
In the Juvenile Justice System
Gang Deconstruction August 2018
Social Impact Investing September 2018
Opportunity Youth: October 2018
Disenfranchised Young People
The Economic Impact of Social November 2018
of Social Programs Development
Gun Control December 2018
2019
The U.S. Stock Market January 2019
Prison-Based Gerrymandering February 2019
Literacy-Based Prison Construction March 2019
Children of Incarcerated Parents April 2019
Page 143 of 159

African-American Youth in The May 2019
Juvenile Justice System
Racial Profiling June 2019
Mass Collaboration July 2019
Concentrated Poverty August 2019
De-Industrialization September 2019
Overcoming Dyslexia October 2019
Overcoming Attention Deficit November 2019
The Gift of Adversity December 2019
2020
The Gift of Hypersensitivity January 2020
The Gift of Introspection February 2020
The Gift of Introversion March 2020
The Gift of Spirituality April 2020
The Gift of Transformation May 2020
Property Acquisition for
Organizational Sustainability June 2020
Investing for Organizational
Sustainability July 2020
Biblical Law & Justice TLFA August 2020
Gentrification AF September 2020
Environmental Racism NpA October 2020
Law for The Poor AF November 2020
…
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2021
Biblically Responsible Investing TLFA – January 2021
International Criminal Procedure LMI – February 2021
Spiritual Rights TLFA – March 2021
The Theology of Missions TLFA – April 2021
Legal Evangelism, Intelligence,
Reconnaissance & Missions LMI – May 2021
The Law of War LMI – June 2021
Generational Progression AF – July 2021
…
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The e-Advocate Quarterly
Special Editions
Crowdfunding Winter-Spring 2017
Social Media for Nonprofits October 2017
Mass Media for Nonprofits November 2017
The Opioid Crisis in America: January 2018
Issues in Pain Management
The Opioid Crisis in America: February 2018
The Drug Culture in the U.S.
The Opioid Crisis in America: March 2018
Drug Abuse Among Veterans
The Opioid Crisis in America: April 2018
Drug Abuse Among America’s
Teens
The Opioid Crisis in America: May 2018
Alcoholism
The Economic Consequences of June 2018
Homelessness in The US
The Economic Consequences of July 2018
Opioid Addiction in America
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The e-Advocate Journal
of Theological Jurisprudence
Vol. I - 2017
The Theological Origins of Contemporary Judicial Process
Scriptural Application to The Model Criminal Code
Scriptural Application for Tort Reform
Scriptural Application to Juvenile Justice Reformation
Vol. II - 2018
Scriptural Application for The Canons of Ethics
Scriptural Application to Contracts Reform
& The Uniform Commercial Code
Scriptural Application to The Law of Property
Scriptural Application to The Law of Evidence
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Legal Missions International
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Issue Title Quarterly
Vol. I 2015
I
II
God’s Will and The 21 st Century
Democratic Process
The Community
Engagement Strategy
Q-1 2015
Q-2 2015
III Foreign Policy Q-3 2015
IV
Public Interest Law
in The New Millennium
Q-4 2015
Vol. II 2016
V Ethiopia Q-1 2016
VI Zimbabwe Q-2 2016
VII Jamaica Q-3 2016
VIII Brazil Q-4 2016
Vol. III 2017
IX India Q-1 2017
X Suriname Q-2 2017
XI The Caribbean Q-3 2017
XII United States/ Estados Unidos Q-4 2017
Vol. IV 2018
XIII Cuba Q-1 2018
XIV Guinea Q-2 2018
XV Indonesia Q-3 2018
XVI Sri Lanka Q-4 2018
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Vol. V 2019
XVII Russia Q-1 2019
XVIII Australia Q-2 2019
XIV South Korea Q-3 2019
XV Puerto Rico Q-4 2019
Issue Title Quarterly
Vol. VI 2020
XVI Trinidad & Tobago Q-1 2020
XVII Egypt Q-2 2020
XVIII Sierra Leone Q-3 2020
XIX South Africa Q-4 2020
XX Israel Bonus
Vol. VII 2021
XXI Haiti Q-1 2021
XXII Peru Q-2 2021
XXIII Costa Rica Q-3 2021
XXIV China Q-4 2021
XXV Japan Bonus
Vol VIII 2022
XXVI Chile Q-1 2022
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The e-Advocate Juvenile Justice Report
______
Vol. I – Juvenile Delinquency in The US
Vol. II. – The Prison Industrial Complex
Vol. III – Restorative/ Transformative Justice
Vol. IV – The Sixth Amendment Right to The Effective Assistance of Counsel
Vol. V – The Theological Foundations of Juvenile Justice
Vol. VI – Collaborating to Eradicate Juvenile Delinquency
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The e-Advocate Newsletter
Genesis of The Problem
Family Structure
Societal Influences
Evidence-Based Programming
Strengthening Assets v. Eliminating Deficits
2012 - Juvenile Delinquency in The US
Introduction/Ideology/Key Values
Philosophy/Application & Practice
Expungement & Pardons
Pardons & Clemency
Examples/Best Practices
2013 - Restorative Justice in The US
2014 - The Prison Industrial Complex
25% of the World's Inmates Are In the US
The Economics of Prison Enterprise
The Federal Bureau of Prisons
The After-Effects of Incarceration/Individual/Societal
The Fourth Amendment Project
The Sixth Amendment Project
The Eighth Amendment Project
The Adolescent Law Group
2015 - US Constitutional Issues In The New Millennium
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2018 - The Theological Law Firm Academy
The Theological Foundations of US Law & Government
The Economic Consequences of Legal Decision-Making
The Juvenile Justice Legislative Reform Initiative
The EB-5 International Investors Initiative
2017 - Organizational Development
The Board of Directors
The Inner Circle
Staff & Management
Succession Planning
Bonus #1 The Budget
Bonus #2 Data-Driven Resource Allocation
2018 - Sustainability
The Data-Driven Resource Allocation Process
The Quality Assurance Initiative
The Advocacy Foundation Endowments Initiative
The Community Engagement Strategy
2019 - Collaboration
Critical Thinking for Transformative Justice
International Labor Relations
Immigration
God's Will & The 21st Century Democratic Process
The Community Engagement Strategy
The 21st Century Charter Schools Initiative
2020 - Community Engagement
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Extras
The Nonprofit Advisors Group Newsletters
The 501(c)(3) Acquisition Process
The Board of Directors
The Gladiator Mentality
Strategic Planning
Fundraising
501(c)(3) Reinstatements
The Collaborative US/ International Newsletters
How You Think Is Everything
The Reciprocal Nature of Business Relationships
Accelerate Your Professional Development
The Competitive Nature of Grant Writing
Assessing The Risks
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About The Author
John C (Jack) Johnson III
Founder & CEO
Jack was educated at Temple University, in Philadelphia, Pennsylvania and Rutgers
Law School, in Camden, New Jersey. In 1999, he moved to Atlanta, Georgia to pursue
greater opportunities to provide Advocacy and Preventive Programmatic services for atrisk/
at-promise young persons, their families, and Justice Professionals embedded in the
Juvenile Justice process in order to help facilitate its transcendence into the 21 st Century.
There, along with a small group of community and faith-based professionals, “The Advocacy Foundation, Inc." was conceived
and developed over roughly a thirteen year period, originally chartered as a Juvenile Delinquency Prevention and Educational
Support Services organization consisting of Mentoring, Tutoring, Counseling, Character Development, Community Change
Management, Practitioner Re-Education & Training, and a host of related components.
The Foundation’s Overarching Mission is “To help Individuals, Organizations, & Communities Achieve Their Full Potential”, by
implementing a wide array of evidence-based proactive multi-disciplinary "Restorative & Transformative Justice" programs &
projects currently throughout the northeast, southeast, and western international-waters regions, providing prevention and support
services to at-risk/ at-promise youth, to young adults, to their families, and to Social Service, Justice and Mental
Health professionals” everywhere. The Foundation has since relocated its headquarters to Philadelphia, Pennsylvania, and been
expanded to include a three-tier mission.
In addition to his work with the Foundation, Jack also served as an Adjunct Professor of Law & Business at National-Louis
University of Atlanta (where he taught Political Science, Business & Legal Ethics, Labor & Employment Relations, and Critical
Thinking courses to undergraduate and graduate level students). Jack has also served as Board President for a host of wellestablished
and up & coming nonprofit organizations throughout the region, including “Visions Unlimited Community
Development Systems, Inc.”, a multi-million dollar, award-winning, Violence Prevention and Gang Intervention Social Service
organization in Atlanta, as well as Vice-Chair of the Georgia/ Metropolitan Atlanta Violence Prevention Partnership, a state-wide
300 organizational member, violence prevention group led by the Morehouse School of Medicine, Emory University and The
Original, Atlanta-Based, Martin Luther King Center.
Attorney Johnson’s prior accomplishments include a wide-array of Professional Legal practice areas, including Private Firm,
Corporate and Government postings, just about all of which yielded significant professional awards & accolades, the history and
chronology of which are available for review online. Throughout his career, Jack has served a wide variety of for-profit
corporations, law firms, and nonprofit organizations as Board Chairman, Secretary, Associate, and General Counsel since 1990.
www.TheAdvocacyFoundation.org
Clayton County Youth Services Partnership, Inc. – Chair; Georgia Violence Prevention Partnership, Inc – Vice Chair; Fayette
County NAACP - Legal Redress Committee Chairman; Clayton County Fatherhood Initiative Partnership – Principal
Investigator; Morehouse School of Medicine School of Community Health Feasibility Study - Steering Committee; Atlanta
Violence Prevention Capacity Building Project – Project Partner; Clayton County Minister’s Conference, President 2006-2007;
Liberty In Life Ministries, Inc. – Board Secretary; Young Adults Talk, Inc. – Board of Directors; ROYAL, Inc - Board of
Directors; Temple University Alumni Association; Rutgers Law School Alumni Association; Sertoma International; Our
Common Welfare Board of Directors – President)2003-2005; River’s Edge Elementary School PTA (Co-President); Summerhill
Community Ministries; Outstanding Young Men of America; Employee of the Year; Academic All-American - Basketball;
Church Trustee.
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www.TheAdvocacyFoundation.org
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