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Are you thinking about investing in Pennsylvania real estate? If so, forming a Pennsylvania limited liability company (LLC) has numerous benefits that will save you time and money in the future.

Here are the top five reasons why the LLC has become the entity of choice for investment real estate ownership in Pennsylvania:

  1. Realty transfer tax implications and timing

If you plan on owning real estate in an LLC, timing is critical to avoid paying Pennsylvania’s realty transfer tax more than once. Realty transfer tax in Pennsylvania is 2% of the value of the real estate.

You should form the LLC prior to signing the agreement of sale, and the party entering into the agreement of sale should be the LLC, not one or more of the individuals’ names. The reason for this is that Pennsylvania’s realty transfer tax law provides that a taxable event includes an assignment of an agreement of sale, which would trigger transfer tax twice.

Further, if you buy the real estate in your individual name and later wish to transfer the property into an LLC that is owned by you, you would also be required to pay realty transfer tax on that transfer.

Creating an LLC from the outset would avoid paying more tax than you are legally required to pay under the above two common scenarios.

  1. Limited liability protection for owners of the LLC

The owners (known as members) of an LLC enjoy limited liability for the debts and obligations of the LLC and the negligent acts of other members. A member’s liability is limited to the amount of his or her investment in the LLC, and their personal assets would be protected in the event causing liability.
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What do recent headlines about tattoos, video games, and my favorite Katy Perry song have in common? The articles contain interesting lessons from the always complicated, but never dull (to me) world of intellectual property law. Let’s dive in:

Athletes Don’t Own Their Tattoos. That’s a Problem for Video Game Developers (The New York Times)

Did you know that Pennsylvania law requires corporations and fictitious name registrations to “officially publish” advertisements in order to be effective? This requirement applies to domestic and foreign business corporations and nonprofit corporations, as well as fictitious names registered in Pennsylvania.

The advertising requirement is a nuance of entity formation that is often missed and could prove costly in the long run. For example, in the context of a corporation, failure to follow corporate formalities can be used as an argument to pierce the corporate veil, which could impose personal liability on the shareholders of the corporation.
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Copyright registration with the United States Copyright Office is a precondition to filing a copyright infringement lawsuit, however until earlier this month, there was a split as to when registration actually occurs. In Fourth Estate Public Benefit Corp. v. Wall-Street.com, LLC, the United States Supreme Court unanimously held that registration occurs when the Copyright Office registers a copyright. The alternative view was that registration occurs when a copyright owners submits a proper application to the Copyright Office. Therefore, you must have a copyright registration certificate from the Copyright Office before filing a lawsuit for copyright infringement.
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One of my primary fitness activities this past winter has been riding our Peloton bike. Workouts on the bike are always interesting because Peloton has numerous great instructors, varied ride types for all skill levels, and great music. You may have seen in the news earlier this week that Peloton is being sued for using music without permission in its video fitness classes. The lawsuit was filed by a group of several music publishing groups, claiming that Peloton does not have licenses in place for more than 1,000 songs owned or administered by the groups over a period of years.

As an attorney that works with both businesses that use others’ intellectual property and creators of intellectual property, music licensing and other types of intellectual property licensing is a commonly misunderstood issue. Songs are protected by copyright law, which grants exclusive rights to the owner of the song. If you don’t own the copyright, you need a license from the copyright holder in order to legally play their songs. Small businesses that play music for their customers are no exception to this rule; in fact, they are often the target of litigation when they ignore these obligations.
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This is the final installment in a three-part series about data breaches and the requirements of Pennsylvania law relating to data breach notification. The previous posts in this series are: Doing Business in 2019? You Should Be Thinking About Data Security; and When Does a Data Breach Require Disclosure Under Pennsylvania’s Data Breach Notification

This is part two of a three-part series about data breaches and the requirements of Pennsylvania law relating to data breach notification. Part one of this series was Doing Business in 2019? You Should Be Thinking About Data Security.

 The first post in this series made the case for why you should take data security seriously. Otherwise, you’ll need to worry about the daunting task of complying with a multitude of data breach notification laws and the public relations nightmare of being the next company that revealed its customers’ personal information.

But as the saying goes: the best-laid plans of mice and men often go awry.
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This is part one of a three-part series about data breaches and the requirements of Pennsylvania law relating to data breach notification.

If the events of the past few years are any indication, the scale and frequency of data breaches will only increase in 2019. According to Experian’s 2019 Data Breach Industry Forecast, in the first half of 2018, the number of records compromised exceeded the total number of breached records for all of 2017.

In the event of a data breach, legal compliance obligations can be daunting, particularly if your business stores personally identifiable information for residents of other states. All 50 states have data breach notification laws, each of which is slightly different. And do you store information about residents of the EU? Then you may need to worry about how the GDPR applies.
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Siri’s been around since 2010, but despite my borderline obsession with Apple products and services, my use of Siri has been limited until fairly recently. I think my increased usage is likely due to several factors, including Siri’s recent improvements, a Series 4 Apple Watch that allows Siri to speak back to me, and voice assistant technology reaching a tipping point for widespread adoption, particularly with the Amazon Alexa and Google Home product ecosystems.
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I recently attended a SCORE luncheon where the presenter commented that we live in a “VUCA” world. VUCA meaning volatility, uncertainty, complexity, and ambiguity. I’m typically not a huge fan of such corporate-speak, but in this instance I thought it was a perfect distillation of the daily challenges we all face personally and professionally.

There’s no better time than early January to consider your goals for the year. If you’re still debating your top New Year’s Resolution candidate, let me make a suggestion to survive this VUCA world: get a mentor.
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