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Morrison, Gilger & David, A Professional Corporation, (“MGD”) is a San Diego based law firm representing a broad range of individuals, families and small businesses in both legal and tax related matters. As adept practitioners in these vital disciplines, our synergistic brand of service stands unique for businesses and individuals seeking a collaborative approach to managing the complexities of business finance, wealth preservation, and taxation.

By employing the collective expertise of both knowledgeable attorneys and CPAs, our office is able to effectively counsel clients in the areas of Business Law, Tax Planning and Preparation, Estate Planning, Trust Administration, and Probate conveniently under one roof.

Estate Planning

At MGD, we consider estate planning to be a process where clients advise us of their goals and MGD prepares various documents, comprising an estate planning portfolio, that are intended to prevent and/or delay unnecessary complications in the event of an unexpected tragedy such as incapacity or death.

By having a well designed complete estate planning portfolio, clients assure that their goals are carried out with regard to what will take place with the distribution of assets and the care and maintenance of minor children in the event of a passing and/or incapacity. MGD professionals ensure that your wishes are properly memorialized to create a predictable and appropriate post-death result, and that nominated agents, such as family and friends, will be able to efficiently manage financial and personal affairs.

In the estate planning process, MGD professionals meet with clients to discuss their goals, assets and plans for the future. After understanding the client’s needs and desires, we will draft the appropriate estate planning documents. Once complete, the documents that comprise the estate planning portfolio are essential to a smooth transition in the event of incapacity or death. In this regard, MGD’s basic estate planning portfolio includes the following documents:

1. Revocable trust
2. Pour-Over Will
3. of Attorney for Financial and Property Matters
4. Nomination of Conservator of Estate
5. Advance Health Care Directives
6. HIPAA Authorization document
7. Property Ownership Agreement, if applicable
8. Assignment documents related to the transfer of assets into the revocable trust
9. Transfer deeds for real property located in the state of California

Of course, for clients who have more sophisticated financial needs, MGD professionals are able to assist clients with advanced estate planning, including employing the use of irrevocable life insurance trusts, charitable trusts, business succession planning, gifting, and many other vehicles and strategies designed to minimize or eliminate estate taxes.

Estate Administration

MGD is also experienced in assisting clients through the estate administration process. Upon an individual’s passing, assets typically need to be transferred to heirs or beneficiaries, final income tax and/or estate tax returns filed and other matters reported to appropriate governmental agencies. Even though a client may have a well-drafted estate planning portfolio, the client’s successor (such as a trustee or executor) will need legal assistance to implement the instructions set forth in the estate plan and comply with related legal duties.

In a trust administration process, MGD advises the client who is serving as a successor trustee as to their legal duties and assists them in fulfilling the duties. MGD can assist the successor trustee in the management, liquidation and distribution of assets as specified in the estate planning documents and assure that during this process applicable laws, both state and Federal, are being followed.

For example, MGD can assist a successor trustee in preparing asset reports and accountings for approval by beneficiaries prior to distribution, protecting assets during the administration process, resolving creditor claims and preparing estate and income tax returns required for the decedent’s final tax return filings.

Probate

Unfortunately, many people do not have an estate planning portfolio. When a death occurs, the decedent’s heirs learn that before they can transfer or take ownership of assets, the assets must first pass through the probate process. Simply having a Will (without a trust) generally results in the need for a probate administration.

In short, the probate process is a system where the court provides legal authority to a person (usually a family member) to resolve any existing creditor claims and liquidate and/or distribute a decedent’s assets. The probate process is time consuming (usually in excess of 1 year) and expensive. MGD can help you navigate through the probate process to ensure a smooth and streamlined probate administration and avoid costly and time-consuming mistakes.

Individual

Tax planning for individuals can be a complex area that is dependent upon many factors, some of which are under your control and some of which are not. Depending upon of whether you are just getting started in your career as an employee or you are a long-time business owner, retiree or just somewhere in between, there are actions you can take to minimize your taxes. If you are about to sell a major asset, with proper planning, there are ways to structure that sale to minimize taxes. MGD professionals will work with you, in advance, to help you reduce.

Business

Business tax planning starts with choosing the correct structure. Whether that structure is sole proprietorship, c-corporation, s-corporation, partnership or limited liability company, MGD professionals will work with you so that you understand, choose and ultimately form the most appropriate structure. Once your business is operating, we work with you to help you anticipate your tax situation and not just react to what has taken place. MGD professionals will provide strategic tax planning and support to help you obtain your goals and minimize taxes.

Estate

Estate tax rates are currently among the highest tax rates known to the law. MGD professionals will work with you today to properly structure your estate to minimize estate taxes in the future. This may include the formation and implementation of family limited partnerships, irrevocable life insurance trusts, charitable trusts or the use other strategies to minimize estate taxes. Further, when it comes time to prepare estate tax returns, we ensure that all options available to minimize the tax are utilized. And, if an estate tax is due, it may be possible to delay payment of that tax. At MGD we ensure that all planning and payments options available are evaluated to reach the most favorable tax result possible.

Fiduciary

Preparation of fiduciary tax returns can be complex. Whether a simple trust, complex trust, charitable trust or estate, we have experience in preparing fiduciary returns to minimize taxes and meet all reporting requirement.

Non-Profit

Although a non-profit entity generally does not pay income taxes, reporting requirements are significant. Furthermore, if you do not follow all the requirements, you can be subject to significant penalties and excise taxes. MGD professionals will help you navigate through the complex reporting requirements, and provide strategic advice and support to ensure that you steer clear of transactions that may result in excise taxes and penalties.

Corporation (“C” Corporation/”S” Corporation)

Virtually all large firms are conducted in the corporate form, as are millions of closely held businesses. Corporations account for about 93 percent of the nation’s business receipts.

A corporation is a fictitious legal entity separate from its owners, that when operated properly, provides limited liability. In addition to limited liability, the corporate business structure also may save you money in taxes, provides greater business flexibility and makes it easier to seek outside investment.

Let the professionals at MGD guide you through the important process of determining if the corporate form is appropriate for your business and help ensure that the corporation is formed and operated according state and federal law. Once your corporation is operating, we work with you to help you anticipate your tax situation and not just react to what has taken place. MGD professionals will provide strategic tax planning and support to help you obtain your goals, comply with corporate formalities and minimize taxes.

Limited Liability Company (“LLC”)

The attractiveness of this “hybrid” business form basically comes from its combination of desirable tax and business features. Limited liability companies (“LLC”) benefit from almost complete internal flexibility (unlike the corporate form) coupled with limited liability for all of its owners (unlike limited partnerships) and the pass through tax treatment of a partnership or the ability to check the box and choose to be treated as a separate or disregarded entity for tax purposes.

Limited Partnerships

A limited partnership is a partnership between two classes of partners: (1) One or more general partners, who have the same rights, obligations, and duties as a partner in a general partnership; and (2) one or more limited partners, who are investors in the partnership, but generally not personal liable for the debts of the partnership and who are not expected to participate in the day-to-day affairs of the business. Limited partners stand only to lose what they invested in the enterprise and any appreciation, but no more. However, general partners are fully liable for the debts of the concern.

Today, limited partnerships are used as investment vehicles, for family estate and business/assets succession planning, asset protection and as property rental holding companies. The professionals at MGD will help you decide if a limited partnership is the appropriate entity for you unique situation. And, if appropriate we will form plan that will utilize the benefits of a limited partnership to accomplish your investment, family succession and/or asset protection goals and objectives.

Non-Profit

Historically, three basic forms of legal organization of non-profit enterprises have been used in California: the unincorporated association, the trust, and the corporation. Most California non-profits are corporations. MGD professionals will help you decide which form best suits the needs of the enterprise. Whether the formation is driven by flexibility in management and operation, capacity to make contracts, own property, exercise other legal rights or provide limitations on the directors’ and members’ personal liability, we will help you quantify the importance of each factor based on the organization’s intended purpose and provide advice and guidance through the often complex task of obtaining and maintaining tax-exempt status.

The professionals at MGD understand how to use the LLC to provide you with the highest level of asset protection and tax advantage. Whether you own rental property, are looking to protect a new or ongoing business concern or are planning for the future, let us help you understand the pros and cons of the LLC, as well as navigate through the many state and federal rules and regulations that most be complied with during formation and operation.

Sole Propietorships

Often thought of as the “simplest” business form, an unincorporated business is referred to as a proprietorship or sole proprietorship. A proprietorship is simply a business owned by a single individual. In California, a sole proprietorship is the default business form for a single owner business. For liability purposes a proprietorship is not a separate entity and the proprietor is personally liable for the for all business debts.

Simplicity does not always mean that the business is taking appropriate steps to minimize taxes and protect against liability. Let MGD evaluate your business organization to ensure that you operating at the optimal level and help you decide if operating as a sole proprietorship really makes sense.

Business Succession Planning

Sooner or later, everyone wants to retire. However, if you own your own business, retirement isn't just a matter of deciding not to go into the office any more. Besides ensuring that you have enough money to retire on, the whole question of what happens to the business becomes paramount. Who's going to manage the business when you no longer work the business? How will ownership be transferred? Will your business even carry on or will you sell it? Business succession planning seeks to manage these issues, setting up a smooth transition between you and the future owners of your business.

With family businesses, succession planning can be especially complicated because of the relationships and emotions involved - and because most people are not that comfortable discussing topics such as aging, death, and their financial affairs. That is why more than 70 percent of family-owned businesses do not survive the transition from founder to second generation. In most cases, taxes or family discord hamper the ongoing viability of a family owned business.

Don’t be left reacting to situation where business succession planning is necessary, such as death, disability or aging. Let MGD help you plan for the complex, emotional and undeniably important task of business succession. MGD professionals are uniquely suited to help you navigate through hard to tame issues such as management, ownership, and taxes.