Do not blow up too quickly: Enjoy the entrepreneurial ride

Do not expand to quickly, you may implode. I was contacted by a representative of a local telecommunications service  provider. He tried to convince me to advertise in  the local telephone directory. That way ,he said, I would attract new prospects. At the time I was discussing this proposition with a brilliant business professional. She asked me what I would do with all those incoming calls . She said that I may be overwhelmed and I agreed. The telephone directory also has an online version, the result is double exposure. I carefully considered the advice and I told the representative that I may contact him in the next 5 years.

I have been binge watching comedy series from the 80’s and 90’s. While watching an episode of “Sister,Sister” Lisa started a business, she made dresses and offered them for sale. Her first customer bought a dress and Lisa felt invincible. She started planning to attract new customers. She called the media houses and asked for quotations to place advertisements. She was advised by Ray that she should take it slowly and not expand too quickly. Lisa placed the advertisement and the same client came knocking on her door.Ray answered the door and gave the first customer a full cash refund and accepted the dress that she wanted to return. He hid the dress that was returned in order to protect Lisa’s feelings. Lisa was upset when she discovered the truth but she was determined to bring her dream to pass. She realised that she needed to conduct the business on a small scale then ,eventually she would expand.

I recalled a conversation with one of my clients , he indicated that equipment should not be purchased unless a contract was secured. He said that a business must be gradually expanded , creep then walk.

I want to appeal to you ,although you may be ambitious, life will knock your socks off. Be patient, trust the process. Do not take loans to acquire equipment if it seems that work is not forthcoming. The equipment has a minimum of 6 months warranty. In the event that you do not get any clients, you will not have cause to use the equipment and detect any flaws. The warranty may expire before you get a client. You will then have to pay to repair or replace the equipment. Should you decide to sell the equipment, you will lose money because of depreciation.

Remember success is 1% inspiration and 99% persistence , so please learn as much as you can, acquire contracts then expand,in that order.

About the Author:

A.Sydney is an attorney at law in Trinidad and Tobago. She specializes in AML/CFT/FIU/Tax Compliance, and provides Corporate Secretarial Services to local and international giants in various industries. Feel free to explore the website for her portfolio of companies and add her on social media:

Website:

http://asydneygroup.com

Facebook:

https://www.facebook.com/sydneygrouptt/

Instagram:

https://www.instagram.com/asydneygrouptt/?hl=en

LinkedIn:

https://www.linkedin.com/in/sydney-group-238922141

WhatsApp only 868 484-7778

 

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How to Register a Limited Liability Company in Trinidad and Tobago

Registering your limited liability company with the Companies Registrar has many benefits. Once you obtain the Certificate of Registration, a bank account can be opened in respect of the company and the company can enter into contracts.

There are three steps to incorporate a limited liability company in Trinidad and Tobago namely:

  1. Name Search and Reservation
  2. Incorporation documents

3.By-Laws

These will now be discussed in turn.

  1. Name Search and Reservation

This form has to be submitted to Registrar of Companies along with the necessary filing fee. The desired name for the company as well as two (2) alternative names must be included in the form. These alternative names will be considered in the event that the desired company name has already been registered or reserved. Once the name is reserved, the applicant has 28 days to complete the registration process. The applicant has to sign at the bottom of the Name Search form, an incorporator (attorney at law, accountant or specialized incorporator) can sign for and on behalf of the applicant. In the event that the proposed name and the two alternatives are rejected by the Registrar, a new name search must be filed. The Registrar may reject a company name for the following reasons :

(i) names prohibited by the Companies Act;

(ii) names similar to those already registered or;

(iii) a combination of general words that lack distinction or

(iv) names that are misleading to the public.

It is wise to be specific in stating the type of services that will be offered by your company. The Registrar can request that the applicant clarify any difficulties with the proposed name by putting a query on your application. At that point, the applicant will then satisfy the Registrar’s request by writing a letter explaining why the particular name was chosen. After filing the Name Search in the appropriate form, the applicant has to return to the office of the Companies Registrar in five to seven working days to collect the response. The date for the applicant to return will be stamped on the receipt collected after the fees are paid to the cashier. If the company name is approved, the applicant can move on to the second step, that is the incorporation documents.

  1. Incorporation documents

The four incorporation documents must be completed in duplicate and filed by the applicant along with the necessary filing fees. Be sure to keep the name approval safely and to submit same with the incorporation documents. The incorporation documents are:

(a) Articles of Incorporation;

(b) Notice of Directors;

(c) Notice of address of Registered Office

(d) Notice of Secretary(ies)

With respect to the Articles of Incorporation , the approved name of the company must be inserted. The applicant must state whether the company will be a private or public company.  The type of liability of the members must also be included whether limited or unlimited. The number of directors must be stated, by law a minimum of 2 directors are needed, a maximum of 10 directors are allowed. The name ,occupation, address and signature of the incorporator has to be included in the Articles of Incorporation. The applicant (one of the directors) also has to sign both copies of the form.

The Notice of Directors must also be completed and filed.  This form provides the names, occupation and addresses of all of the directors. It is reiterated that there must be a minimum of 2 directors and a maximum of 10 directors.

The Notice of Address of Registered Office sets out the registered address of the company. All official company documents and files must be kept here. Generally, the applicant can use his residence as the registered office, however if the applicant is seeking to open a company bank account, one bank in particular will request to see the premises to ensure that it has an office conducive to operating a business.

The Notice of Secretaries is usually filed as part and parcel of the incorporating documents. The Board of Directors will usually appoint the Corporate Secretary, a director can also act as a Corporate Secretary. The Corporate Secretary will ensure that the company complies with statutory requirements as well as ensuring that the annual returns are filed on time. Caution should be exercised in selecting a Corporate Secretary since this person can sign the documents to dissolve the company.

Once these incorporation documents are prepared and signed, an officer at the Companies Registry will review it briefly and then direct the applicant to the cashier. The applicant will pay the relevant fees and the cashier will prepare a receipt and stamp the date for the Certificate to be collected. Usually five to seven working days, may be longer. If there are further queries by the Registrar, these will have to be satisfied.  Once the applicant returns on the stamped date, and the Certificate is produced it can be collected.

3.By-Laws

The date stated on the Certificate of Incorporation will be deemed the date of incorporation of the company. This is relevant to the entering of contracts by the company and the opening of company accounts.  The next step after the issue of the Certificate is the development of By Laws to conduct the affairs of the company. This document is not filed at the Companies Registry, particularly for companies for profit. The By Laws will be kept at the registered office of the company.

 

Please be guided that Annual Returns have be filed at the Companies Registry yearly. The company must also  acquire a Board of Inland Revenue number, register for VAT where applicable, and other statutory taxes. The company may also have to be registered with the Financial Intelligence Unit if it is considered a Listed Business as per FIU Regulations.

Disclaimer

The content herein is provided for informational purposes only and not for the purpose of providing legal advice. You should contact your attorney at law to obtain advice with respect to any particular issue or problem.

About the Author:

A.Sydney is an attorney at law in Trinidad and Tobago. She specializes in AML/CFT/FIU/Tax Compliance, and provides Corporate Secretarial Services to local and international giants in various industries. Feel free to explore the website for her portfolio of companies and add her on social media:

Website:

http://asydneygroup.com

Facebook:

https://www.facebook.com/sydneygrouptt/

Instagram:

https://www.instagram.com/asydneygrouptt/?hl=en

LinkedIn:

https://www.linkedin.com/in/sydney-group-238922141

WhatsApp only 868 484-7778

 

 

How to achieve any goal: Take baby steps and set deadlines: Must Read

When you want something all the universe conspires in helping you achieve it according to Paulo Coelho. The power of the human spirit is amazing. We can conceive an idea, and we can bring it to pass. Everything that we consume is ultimately the product of an idea. Successful people are always thinking, they then develop their new ideas. I was introduced to the sibling of my favorite client and I was provided with a better insight into my favorite client. My favorite client is always reading and learning, he devours books and he discusses what he learned with his family. He revisits discussions 15 minutes after first introducing the topic. He emphasizes the differentiating qualities of successful people and the average man. He works like a beast of burden and is deeply passionate about his services. He is a giant in his industry but we acts like it is his first day on the job. He is fascinated by everything and he is always offering opportunities for young entrepreneurs. Before our first introduction, I was following his career and many times I expressed my interest in serving his companies in any way possible. I wanted to touch the hem of his garment as it were. If only some of his ambition could touch the contours on the palm of my hands, then I could rest at night. Then one day, he personally responded to one of my advertisements and I have been serving his companies since. I was determined to ensure that he was my client and I did not give up after being ignored. I  ensure that I have blank sheets of paper at all our meetings, because he enjoys drawing illustrations to explain his ideas to me. At one particular meeting, he explained to me how he accomplished his goals. He said “Sydney, this is how you can accomplish anything in your lifetime”…

  1. Write the goal down. He said that all intelligent people write things down with pen and paper. There is magic in seeing your goals written in your own handwriting with a plan for your future.
  2. Stick up the note with your goal in your room, possibly on a mirror or on a calendar and everyday and every night, look at it.
  3. Tell a friend or family about your goal , although some may discourage you, it renders you accountable. In the near future , you may be asked for any updates on your journey to accomplish your goal.
  4. Devote time to read daily about your goal, it can range from 15 minutes to 30 minutes per day, it can be a book or an online article.
  5. Day dream about achieving your goal, imagine all your friends congratulating you on the new house or purchasing the heavy equipment.
  6. Think about your goal all the time, there is a reserve of power in your subconscious mind. You have to think about what you want your reality to be. Instead of consuming negative news about crime and the foolishness on social media, focus on your life.
  7. Find out the technical “know hows” in achieving your goal. This may require that you take an evening course or that  you attend seminars.
  8. Get professional advice, this may be in the form of advice from an experienced accountant or from the owner of a heavy equipment rental company.
  9. Watch motivational videos everyday to be able to move on after disappointment. In pursuing your dreams , you will face opposition but you have to sail through the rough waters.
  10. Break up the goal into smaller steps that you can do every week , month or year. This way, you will not feel worn out. It is easy to get worn out when both heaven and hell are against you.
  11. Walk away from toxic people, they will drain your energy and distract you from your purpose. Leave social media periodically, those who call you are the real ones. The others are just ‘likers’ or ‘commentators’.
  12. Set reasonable deadlines to accomplish the steps that lead the way to your goal. Stick to these deadlines.
  13. Refuse to give explanations for your decisions. You do not owe anyone explanations, it is your life.
  14. Ensure that you like the person who you are becoming on your journey.
  15. Never give up
  16. Use what you have until you can do better.
  17. Do not compare your progress to others, you are not playing on the same battlefield.
  18. Be willing to help others along the way.
  19. Work hard, work must feel like a sport to you.
  20. Achieve that goal.

I trust that his advice is of use to at least one fellow human.

ABOUT THE AUTHOR:

A.Sydney is an attorney at law based in Trinidad and Tobago. She specializes in AML/CFT/Tax Compliance, and provides Corporate Secretarial Services. Feel free to explore the website for her portfolio of companies: http://asydneygroup.com .

Add her social media accounts:

Facebook: https://www.facebook.com/sydneygrouptt/

Instagram: https://www.instagram.com/asydneygrouptt/?hl=en

Linked In: https://www.linkedin.com/in/sydney-group-238922141

What do Corporate Secretaries do?: Choose wisely when forming your Private Limited Liability Companies

I heard a joke at a Human Resources Seminar about an advertisement that was posted for a vacancy for a Corporate Secretary and about 20 secretaries applied. This is in no way to be condescending, I highly value secretaries.  Even they will laugh at the joke. There is a huge difference between the tasks assigned to a Corporate Secretary and a Secretary. I always advise my clients to be cautious when appointing a Corporate Secretary. For the removal of all doubt, one of the directors can also function as the Corporate Secretary. The signature of the Corporate Secretary is required on multiple bank documents to open the company bank account so kindly ensure that the Corporate Secretary is easily accessible.

Powers of the Corporate Secretary:

  • The Corporate Secretary can be a signatory on the company’s bank account and therefore issue and sign checks;
  • The Corporate Secretary prepares and files the Annual Returns with the Companies Registrar;
  • The Corporate Secretary can dissolve the Company by appending his or her signature to the relevant document. In the event that relations break down between a director and a corporate secretary, she can bring the company to an end. Of course the procedure takes at least 6 months and creditors, stakeholders will be notified by way of advertisement.

The following represents a list of the responsibilities of Corporate Secretaries[1]:

  • Ensuring compliance with statutory and regulatory requirements. There are listed business in Trinidad and Tobago such as Real Estate Companies, Car Dealers that must comply with certain anti money laundering regulations. In terms of procedure, a Compliance Officer should be hired to ensure that the company follows that law with respect to the Financial Intelligence Unit obligations. In the interim, the Corporate Secretary can perform a compliance function.
  • Ensuring the integrity of the governance framework;
  • Responsible for the efficient administration of a company;
  • Implementing decisions made by the Board of Directors;
  • Acting as adviser to the company directors;
  • Handle company share transaction-issuing new shares, arranging dividend payments and; observing al legal requirements;
  • Liaising with auditors, lawyers, tax advisers, bankers and shareholders on board governance issues;
  • Attending and taking minutes of director’s and members’ meetings;
  • Ensure compliance obligations under relevant laws and the requirements of regulatory authorities are met;
  • Directing the activities related to the annual meeting of shareholders;
  • Maintaining key corporate documents and records.

 

What are desirable qualities in a Corporate Secretary[2]?

  • Analytical, problem solving skills;
  • Management and organizational skills;
  • Computer literate;
  • Discretion with confidential information;
  • Legal background;
  • Good communication and interpersonal skills.

 

The Corporate Secretary works closely with the Board of Directors, the Chief Executive Officer and Senior Officers providing information on Board best practices and tailoring the Board’s governance framework to fit the needs of the company, its directors, employees and shareholders.

[1] http://www.cscs.org

[2] (www.governanceprofessionals.org)

 

Disclaimer

The content herein is provided for informational purposes only and not for the purpose of providing legal advice. You should contact your attorney at law to obtain advice with respect to any particular issue or problem.

ABOUT THE AUTHOR:

A.Sydney is an attorney at law based in Trinidad and Tobago. She specializes in AML/CFT/FIU Compliance, Taxation and provides Corporate Secretarial Services. Feel free to explore the website for her portfolio of companies: http://asydneygroup.com .

Add her social media accounts:

Facebook: https://www.facebook.com/sydneygrouptt/

Instagram: https://www.instagram.com/asydneygrouptt/?hl=en

Linked In: https://www.linkedin.com/in/sydney-group-238922141

How to make your own Contracts: A brief introduction to Contract Law: DIY

I do not trust anyone. I am suspicious of my shadow, she keeps following me around. In the event that anyone asks me to assist them financially, I prepare a legally binding contract and I kindly ask them to sign it. The degree of consanguinity is irrelevant to me, I firmly intend to litigate for the return of my pennies. People do not understand how much I value my precious treasure, it is equivalent to cursing me when you ask me to part with it. A fool and her money are soon parted, and Mother raised no fool. Please allow me to explain the Law of Contract to you to empower you to create your own enforceable contracts.

What is a Contract?

A contract is an agreement between two or more parties that is intended to be legally binding.

What are the elements of a binding and enforceable contract?

Offer, acceptance, consideration and intention to create legal relations.

What is an offer?

An expression of willingness to enter into a contract on stated terms proposed by the offeror provided they are accepted by the party to whom the offer is addressed (the offeree).

What is an acceptance?

A final and unqualified acceptance of the terms of an offer. The person to whom the offer was made (offeree) must accept all the terms of the offer.

What is consideration?

When each party to the contract promises to do something for the other party.

What is intention to create legal relations?

The assumption by the Courts, that the parties to the contract intended to resolve any disputes arising from the contract in a Court of Law.

Why are contracts important in conducting my transactions?

  1. a) To have a valid, enforceable Agreement that will be able to stand up in a Court of law.
  2. b) To be able to protect yourself from the other party breaking his promises.

 

It is essential to prepare contracts in respect of the following transactions because valuable assets are involved:

  • Work to Own Vehicle Arrangements;
  • Money Lending Arrangements involving friends, families and strangers;
  • Real Estate transactions;
  • Home Improvement where contractors are involved;
  • Equipment Rentals.

 

What are some essential ingredients in a valid, enforceable contracts?

  • Stating the jurisdiction in the top left hand corner for instance “REPUBLIC OF TRINIDAD AND TOBAGO”.
  • The date of the Agreement;
  • The names, addresses and occupation of the contracting Parties;
  • The fees payable or consideration;
  • The date the work should start/ commencement date;
  • Dispute Resolution Clause whereby efforts can be made to resolve disputes outside of Court as a an alternative to instituting legal proceedings;
  • Signatures of the contracting Parties.

 

Disclaimer

The content herein is provided for informational purposes only and not for the purpose of providing legal advice. You should contact your attorney at law to obtain advice with respect to any particular issue or problem.

About the Author:

A.Sydney is an attorney at law in Trinidad and Tobago. She specializes in AML/CFT/FIU  Compliance, Taxation and provides Corporate Secretarial Services. Feel free to explore the website for her portfolio of companies and add her on social media:

Website:

http://asydneygroup.com

Facebook:

https://www.facebook.com/sydneygrouptt/

Instagram:

https://www.instagram.com/asydneygrouptt/?hl=en

LinkedIn:

https://www.linkedin.com/in/sydney-group-238922141