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Stop worrying
about Your Corporate
Records!
Get them straight once and for all!
OR
Do things right the first time!
My name is
Darius M. Barazandeh, I am a licensed attorney...but don't run off! My #1 goal is to help
you! I have spent years educating people on time tested real estate investing and wealth protection
methods. I don't believe in gimmicks or overblown claims. I do offer 'real world' information
that is down-to-earth, easy-to-understand and legally precise. My greatest passion is using my knowledge to
benefit others! I am always here to help
and support you! If this sounds good to you, then let's
talk about your business and incorporating:
Why Incorporate?
Answer
:
The
sole proprietor has unlimited liability for business debts, lawsuits and judgments!
What if
your business is sued tomorrow?
Are you protected? Are your corporate records
complete?
Here is the most important thing: If
you are sued and have not incorporated OR your corporation has not kept proper records then you will
have personal liability. Why worry? Because it is estimated that over 85 million
lawsuits are filed each year. Experts predict that even the honest business owner will be sued at least
once in their lifetime and maybe more! Even good, honest, hard working people get
sued. I see it all time! Without the proper protection a successful claimant could
seize your personal assets including your bank accounts, car, home (in some states), and other personal
property. If you have employees or operate in 'risky' areas such as real estate or the service industry, then
your chance of being sued is greatly increased!
It gets worse because the unincorporated
business owner will generally pay more in taxes and is at greater risk of an IRS audit! It is
estimated that sole proprietors are as much as 10 times more likely to be audited than
owners of a business entity. [1] According
to CNN Money Magazine,
to help avoid an IRS audit, "rather than operating as a sole proprietor, choose to incorporate."
[2]
Did You Know That a Properly
Run Corporation Can:
Provide Liability Protection
- Conduct business 'in your own name' and your home (in
some states), car, savings and retirement could be lost due to business
debts and judgments. A properly run corporation will protect your personal assets from creditors and
attorneys!
Greatly Reduce Your Taxes -
The owner of an unincorporated business will pay as much as 45% of their earnings in taxes! The
modern business corporation has a tax rate of 15% for the first $50,000 income. Utilizing corporate
tax advantages and deductions will help you accumulate wealth at a faster rate and safeguard your earnings!
Provide 'Tax Free' Benefit Plans for Yourself and Family
- The majority of small
business owners are without medical benefits and life insurance. The modern business corporation allows
numerous 'tax free' fringe benefits to provide for your family's well being!
Create Legitimacy to Your Business -
Many businesses fail to succeed because they are
unorganized and don't appear credible to the general public. A corporation using the words, Inc, Corp, or
Incorporated will make you appear more legitimate in the eyes of your present and future
customers, business partners, banks, and even the IRS! NOTE: Sole proprietors are audited
as much as 5 to 10 times more frequently than incorporated businesses!
Reduce or Eliminate Probate Costs
-
When an owner dies most businesses are 'locked up' in probate
or simply end. Corporations generally have 'perpetual existence'. If the owner or owners die, the corporation
continues to exist. This can help you keep assets out of probate and ensure that the business continues
to provide for your family.

...But As An Attorney, I Always
See Three
Main Challenges:
Challenge # 1:
Many small business owners do not operate as a corporation or other business
structure. A 'dba' or 'name registration' is
NOT a business structure. As a result, many small business owners face wide open,100%
liability from their business activities and pay additional taxes!
Challenge # 2
Even if you have a corporation, most small business owners DO NOT
have instruction on how to create required records, conduct 'proper' meetings, maintain bank account controls
and/or keep up with the required formalities. In fact, we have isolated 29 common
errors that business owners make which create liability and destroy corporate protection!
Do you know what these errors are?
Challenge # 3:
An attorney or incorporation service can set up a corporation BUT 95% of the time
the business owner is left with a stack of papers and little
instruction! Very rarely is complete, step-by-step instruction given on how to run the
corporation!
-
THE LAWS OF
ALL STATES ARE CLEAR: If records of key meetings, business decisions and particular 'formalities' are
not kept, the corporation is WORTHLESS in a lawsuit. This means full personal liability in a
lawsuit!
Did you know that most people who contact an attorney or accountant generally
won't have a true two sided discussion! After all, its nearly impossible to ask the right
questions and comprehend all your options unless you fully understand the choices and variations
available.
Of course, attorneys and accountants can help with
specific matters in your business but at hourly rates of
$150 to $200 per hour...this can get very expensive!
Very few people can afford to have their attorney walk them through every detail on how to
r-u-n and m-a-n-a-g-e their corporation. As a result, mistakes are made and protections are
lost!
As
a result, most people conduct their business and make decisions without proper
instruction!
TAKE CONTROL:
Imagine
owning a reference guide that you can pull out, use and then get back to business!
Now imagine
trying to piece all the answers together yourself.
Mistakes = lost revenue and liability
Ask Yourself This
Question:
How Many Hours
Would it Take for Your Attorney or Your Accountant to Create the Forms and
Fully Instruct You On:
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The proper documentation and steps required to
AVOID the 29 (Twenty NINE)
common MISTAKES that frequently DESTROY corporate protection (includes real world examples, required forms
and easy-to-follow instructions)
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The LOST ART of CREATING 'ROCK SOLID' Corporate PROTECTION
(includes real business examples, required forms, DVD Video
explanations and easy-to-follow instructions)
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The Complete STEPS required to FORM a
CORPORATION in ANY STATE (forms, web links,
state-by-state rules, and tips to avoid hidden traps are provided
in EASY-TO-FOLLOW STEPS)
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THE 16 STEPS that MUST BE COMPLETED within 30
DAYS of FORMING the Corporation (includes detailed instruction
and forms)
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KEY DIFFERENCES between C-corporations and
S-corporations that will SAVE YOU THOUSANDS OF DOLLARS
(includes real world examples, business situations and the end
result on your profits)
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EXAMPLES of WHEN your business may NEED to be
taxed as an S-corporation and when it may NEED to be taxed as a
C-corporation
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The ONE PAGE YOU MUST INCLUDE in your BYLAWS and
why it COULD SAVE YOUR BUSINESS!
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WHY CORPORATE MEETINGS are NOT ENOUGH for FULL
ASSET PROTECTION
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The FORMS, CHECKLISTS and ADDITIONAL STEPS that
95% of business owners fail to complete when they form an
S-corporation (includes required forms and
instructions)
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The 4 TRUTHS that you must know
about Nevada LLC's which Nevada promoters usually don't tell you
about!
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The 5 ADVANTAGES of Delaware LLC's
and when you should consider a Delaware LLC!
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A REAL LIFE example of when an OUT
OF STATE Corporation is an ADVANTAGE
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The STEPS that MUST BE TAKEN to AVOID IRS
treatment as a personal holding company and a personal service
corporation. YOU MUST UNDERSTAND THESE TRAPS to AVOID
THEM!
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The VALUE of OPTIONAL provisions that YOUR
ATTORNEY OR INCORPORATION SERVICE MAY forget to USE: cumulative
voting, indemnification rules, staggered effective dates, and
preemptive voting rights!
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WHAT the BYLAWS are and why they SO
IMPORTANT
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Complete Sample BYLAWS with FULL AUDIO
DISCUSSION OF EACH PROVISION and WHAT it MEANS for your BUSINESS!
(includes full bylaws and required consent forms)
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THE KEY SITUATIONS when you SHOULD INCLUDE
INDEMNITY RULES in YOUR BYLAWS (includes clauses and a detailed
discussion on when to apply)
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HOW TO DETERMINE if the BYLAWS provided by
YOUR ATTORNEY or INCORPORATION SERVICE OFFER FULL PROTECTION for
you! (full audio discussion)
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STEP-by-STEP instruction on HOW TO HOLD the
REQUIRED FIRST MEETING of the Corporation, including COMPLETE
FORMS and DOCUMENTS with written and AUDIO INSTRUCTIONS (a
properly held first meeting is essential for corporate
protection!)
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Understanding Corporate STOCK: Par Value
Rules, Share Restrictions, Cumulative Voting, Preemptive Voting
Rights, Proxy Voting, Stock Buy Back Agreements, and Stock
Valuation Techniques
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THE STEP-by-STEP procedures of ISSUING STOCK
- with EXAMPLES (includes detailed instruction and
forms)
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WHEN corporations NEED stock share RESTRICTIONS
(includes sample forms and restrictions)
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SAMPLE STOCK SHARE RESTRICTIONS with FULL
EXPLANATIONS (includes detailed instruction and
forms)
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WHY EVERY corporation MUST have a BUY BACK
AGREEMENT
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COMPLETE FILL-IN BUY BACK AGREEMENT with FULL
AUDIO EXPLANATION of all PROVISIONS
(I will walk you through the MOST important tool for any
stock corporation: THE BUY BACK AGREEMENT)
WHAT YOUR ATTORNEY MAY FORGET to GIVE YOU:
(Includes spousal consent forms and fully describes when and
why they are critical)
WHEN SHOULD the corporation issue STOCK UNDER
IRC SECTION 1244?
WHY YOUR S-CORPORATION must use a SHAREHOLDER
AGREEMENT! (sample agreement with full instructions is
included)
THE 8 THINGS YOUR Corporation MUST DO WITHIN ONE
MONTH of INCORPORATING! (with detailed instruction and forms on
completing these tasks)
THE 4 THINGS EVERY Corporation MUST DO EACH YEAR
after INCORPORATING! (includes detailed instruction and
forms)
The LITTLE KNOWN and OFTEN FORGOTTEN RULES of
corporate MEETINGS (includes specific tests for when rules
apply)
STEP-by-STEP instruction on HOLDING YEARLY
CORPORATE MEETINGS and COMPLETE FILL-IN FORMS
THE 5 STEPS REQUIRED to HOLD DIRECTOR
MEETINGS (includes forms and easy-to-follow
instructions)
THE 5 STEPS REQUIRED to HOLD SHAREHOLDER
MEETINGS (includes forms and easy-to-follow
instructions)
Understanding Corporate TAXATION and how it will
AFFECT YOUR BOTTOM LINE!
AVOIDING the hidden traps of Corporate TAXATION:
PERSONAL HOLDING COMPANIES, ACCUMULATED EARNINGS PENALTIES, DOUBLE
TAXATION, and others!
HOW TO COMPLETE 'ROCK SOLID' CORPORATE
MINUTES: includes forms and instructions for the first
organizational meeting, annual meetings of directors, special
meetings of directors, annual meetings of shareholders, and
special meetings of shareholders.
WHAT is a Corporate RESOLUTION? WHEN DO I NEED
to COMPLETE ONE? (includes 50 sample resolutions and full
instructions)
UNDERSTANDING the MOST COMMON yet almost
forgotten art of CREATING Corporate RESOLUTIONS (detailed
line-by-line instructions included)
Detailed STEP-by-STEP instruction on
Avoiding conflicts of interest (includes all forms and
instructions needed to handle such a
situation)
FULL DISCUSSION of business types, taxation
issues and liability risks for REAL ESTATE INVESTORS
(includes detailed
instruction, comparisons and real world effects on your bottom
line)
ENDING YOUR CORPORATION and the TAX TRAPS you
MUST KNOW ABOUT!
Priceless instruction from MR.
BARAZANDEH on how to select a CPA compatible for your business and
needs! This information could SAVE YOU THOUSANDS OF
DOLLARS!
Simple and
PRACTICAL steps to handle your Corporate BOOK KEEPING and
ACCOUNTING RECORDS!
ADOPTING HEALTH CARE benefits,
RETIREMENT PLANS, GROUP LIFE INSURANCE and more! (includes all
forms and instructions)
How to Avoid Personal Liability
TRAPS in Real Estate and other business activities (A common
mistake made by owners of real estate and other public use
property!) This is a FORGOTTEN MISTAKE THAT CAN COST
100'S OF THOUSANDS OF DOLLARS OR MORE!
and
much, much more!
Ask Yourself:
Have you mastered all of these steps? Do you have someone who will
explain all of this information to you? How much is reducing lawsuit
risk, audit risk and saving taxes worth to
you?
Are You Confused About Tax Issues
?
We Include SIMPLE, NON-COMPLEX
Discussions of Corporation Tax Options and Traps!
...and the real world effect on your Profits!
Own the System Today!

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I believe in keeping things SIMPLE and
NON-COMPLEX. Many people complain that even after talking with their CPA they don't fully understand
their tax choices. I will SHOW YOU the real world effect each
corporate tax choice has on your bottom line. I don't
believe in useless theory, so I will demonstrate how each choice
can effect YOUR PROFITS! Plain and simple,
easy-to-follow and with plenty of examples! Students
always tell me, "My accountant could never explain this to
me...it finally makes sense now!" (includes full
discussion for real estate investors, and other
businesses!)
I don't believe in fluff or 'one
size fits all' solutions...so you won't find them here. This
is a fully detailed system and includes state exceptions and
variations, up-to-date legal decisions, court cases, IRS
rulings, full explanations of tax decisions and state law
summaries. Best of all this system is easy to understand
and explains all topics, concerns, choices and situations in
'simple and clear language'...not lawyer talk and NOT
COMPLICATED!
I can teach anyone these
techniques:
What Will This System Do For
Me?
We will provide you with certainty
and high-level training! It is very clear from countless court decisions
that filing your corporate paperwork
is simply not enough. In each of the 50 states and the District of
Columbia it is only when you r-u-n and
m-a-n-a-g-e the corporation correctly, that a personal
liability shield is created. In
fact, we go WAY BEYOND corporate meetings and records,
because there will be tax choices and liability traps throughout the
life of your business. Wouldn't you rather know what to
WATCH for now? How many mistakes can you afford?

Incorporate
for Wealth™ goes far beyond any other materials or services in this area. Many of these methods offer
limited instruction, and don't explain 'HOW-TO' TASKS' in a clear
'step-by-step' manner. Others may cost much more than you think, for example:
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Self-Help
Books and Other Materials
usually cover the basics of
forming the corporation and devote little time to other
issues. Incorporate for Wealth™ takes step-by-step
instruction to another level and walks you through forming the
corporation, management, conducting meetings, tax issues and
choices, asset protection and liability reduction
techniques. All of this is done in a
step-by-step written form, with clear
CD audio instructions and even DVD video
instructions!
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THAT'S NOT ALL: You will also have
full email support from me: Darius M. Barazandeh, Attorney
at Law / MBA.
I have spent years coaching
investors and business owners through these issues.
I actually enjoy answering emails and hearing from
you! You can be sure I am here!
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Online and
Other Incorporation Services will generally file basic corporate 'paperwork' for you and
little else. Sadly, you won't receive much instruction on
what you do after you file the corporation's
paperwork! Even worse, in my experience these filings
wind up costing much more than the original 'quoted' price.
Many times the customer pays $400, $500 or more for just simple
filing and little else! As a result you are left with a
stack of papers and confusion!
Here's the beauty of this
system: You will use it not only during your first month or first year, but
throughout the life of your business. Incorporate for
Wealth™ is a valuable reference guide that you will use again
and again and again.
Customer Service
That Will Make You
Smile!
That is a promise! I know
that you are too busy to deal with companies that
don't return emails, phone calls, or hand you off assistants
who can't answer questions. I hated this about home study
systems.
If you have
questions, then call me personally today at 713-961-1134. I am
also just an email away! I will always return your emails
and answer phone calls! I stand behind this system and if
you have questions while reading this page...just pick up the phone
give me a call. You may also email me directly at: taxenterprises@yahoo.com

You
will find tremendous detail in my materials. I am determined to
providing my customers the highest levels of training and all the
details I know. I can't forget the empty feelings I had
when I purchased materials that delivered far less than promised:
I am absolutely committed to exceeding your
expectations!
Order Today and Receive:
Incorporate for Wealth™ Manual
- A 296 page
easy-to-follow complete guidebook with specific
step-by-step details on corporate formation, specific exceptions for
your state, key tasks to
complete after incorporation, corporate meetings, tax decisions,
asset protection issues and the latest liability reduction
techniques.
Also included:
Detailed State Corporate
Law Summaries for All 50 States and the District of
Columbia
- Includes state law summaries, a list of required corporation
records, and other key information for your state. Also
includes links and contact information.
Incorporate for Wealth™ Audio Discussion and Instruction
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Includes the most detailed and
easy-to-follow audio instruction ever produced for
corporations. I will walk you through easy step-by-step
instructions on the special issues associated with
corporate formation. The CD audio series will also discuss the
required tasks to complete within the first 30 days and each year
after formation, how to make management choices, corporate meetings,
proper decision making, and a line-by-line review corporate
bylaws and more!
Over 65 Fill-in Forms in Microsoft Word® and Hard Copy
Format - Includes over 65
fill-in forms on CD-Rom and in written form. Includes all
required resolutions, minutes of meetings, member contribution
forms, independent contractor agreements, unanimous consent forms,
stock share restriction agreements, spousal consent forms, tax
forms, current IRS tax publications and
more!
ALSO
INCLUDED:
Customizable Corporate Bylaws with Audio Instructions
and State Specific Exceptions -
Includes a line-by-line review of
corporate bylaws to help you understand how the bylaws work and what
they should contain! Audio discussion
corresponds to pre-formatted, ready-to-use, sample bylaws. Don't
miss this 'mini' seminar! Simply the most detailed training
available anywhere!
TO HELP YOU RUN YOUR
CORPORATION:
Access to Mr. Barazandeh's Online Tutorial: 'Finding the Law
Yourself'-
Designed to walk you through the tasks that most people forget: Understanding your state's
business corporation rules! This is a must have for the
business owner!
2 Years Unlimited Access to the Online Business Research
Center - We have included online access to Secretary of
State web pages for all 50 states and the District of
Columbia. In addition, we have included access to your state's
corporation laws and other helpful state and federal website
links.
B
ONUS MATERIALS INCLUDED:
Corporation Lawsuit Protection Seminar Video -

1 Year Email Support with Author:
Darius M.
Barazandeh, Attorney at Law / MBA -
I think this is the most important element of this program. It is designed
to make sure you understand the materials, how to implement them,
and understand which strategy may work best for your business,
industry and goals.This is a priceless advantage!
I am determined to providing my
customers the highest levels of training and all the details I know. I am here to help and support
you!
I look
forward to working with you and OFFER and
100%
RISK FREE MONEY BACK GUARANTEE if you are not satisfied with the
materials. As a professional I stand behind the quality of
these materials and I am grateful for the opportunity to share the
knowledge I have gained in this area. If you have any questions as you read this page please
call me personally today at
713-961-1134. I will always make time for
you! You may also email me at: taxenterprises@yahoo.com. Let's get started today!
Warmest Regards,

Darius M. Barazandeh, President
Attorney at Law / M.B.A.
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