UICI's Untold Connection & History
Revisiting Unity's Internal Structure & IOP
The Mystery Of Unity's Early Success
Unity's Accommodating Directors
Understanding Unity's Capital Stock
Understanding the History Behind Unity's 1244 Stock
Unity Is Not Your Average American Corporation
Why Unity Can Be Franchised But Never Duplicated
Shareholders Determine Unity's Location
Why Did Unity Incorporators Choose Franchise Acquisition in 1996?
Revisiting Unity's Internal Structure & IOP
You Must Also Remember Unity Is Internally Structured To Be A Holding Company
The Standing Committee Must Remember Unity Services Association - Unity's First LLC
How To Avoid Plagiarism When Writing Your Books
Excerpts From The Book New Age Thinking, Capitalism And Corporations
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Unity’s Limited Liability Companies

Revisiting Unity’s Internal Structure & IOPs

 

Report to:  Unity’s Current Owners & Board Members

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The Opportunity African American Women Have Been Waiting For
New Age Capitalism & New Age Corporations
You Wanted It..Now You Have It!
 

Currently, Unity is a corporation that is frozen in time. Therefore, Unity's Internal Operating Procedures or IOPs are still in effect. This means everything that Unity was, Unity still is. In 1996, in order to accommodate rapid expansion and development, Unity, out of necessity, had to have Subsidiary Companies or Limited Liability Companies (hereafter called LLC or LLCs) built into its structure. These LLCs or subsidiary companies are governed by Unity's IOP and can be activated at any time and they can be a separate operating entity/ies. In the event reinstatement is not approved by South Carolina’s Secretary of State, Shareholder's can activate any one of Unity's LLCs to continue acquiring assets with high or immediate profit making potential. Dr. Joyner’s renegade administration was not beneficial to Unity as a corporate entity under South Carolina's and Federal law.

 

To better understand Unity’s unique corporate structure and its IOPs, it will be helpful to understand what a company is and review the definition. A “company” is defined as “a voluntary association formed and organized to carry on a business”. This definition applies to several types of legal business structures, including sole proprietorships, partnerships, corporations and limited liability companies, or LLCs. As a Unity shareholder and/or a member of Unity’s Board of Directors, you can apply this definition more specifically to the last two legal business models, corporation and LLC. The word "Company" has the same root as "companion." Therefore, a company is a group of people working together. A “Business” is any organization or activity that attempts to earn a profit. Consequently, a company is any legally registered business. 

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What Is A Limited Liability Company?

Under Unity's Internal Operating Procedures (IOPs) and South Carolina law, a Unity owned LLC is a hybrid legal structure that gives Unity’s shareholders the limited liability features of a corporation, and the tax efficiencies and operational flexibility of a partnership. Even if a Unity LLC is formed with only one shareholder, that person and his/her LLC is still considered a separate entity from Unity the corporation. Under Unity's IOP, a one owner LLC would then report its income and expenses on Schedule C of Form 1040, which is the same schedule used by sole proprietors and report, for operational purposes, to Unity’s CEO, who reports to the Board and the Board reports to Unity's shareholders. {Click here to study and review IRS rules for LLCs.}

 

Under South Carolina law and IRS rules, participants in Unity’s LLCs are called members, rather than partners or shareholders and these members shall set a limit on the amount of personal liability they will carry for debts incurred by the LLC. Hence, the term, limited liability. The members of the LLC can be Unity’s shareholders, other individuals, companies or corporations, and there is no limit to the number of members an LLC can have. The LLC is similar to a partnership in that members can choose how much money or time to invest in the business, and how much profit to take out. The members can manage the company themselves, or appoint a management staff. {Click here to review South Carolina Law SECTIONS 33-44-101 to 105.}

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Understanding Unity the Corporation

Unity International is a corporation that has a separate legal identity from its owners or shareholders. Unity is responsible for its own debts and the shareholders aren’t personally liable for any of its actions. For this reason, the registration criteria are stricter for a corporation than those for an LLC. In addition, Unity, the corporation, must comply with a wide variety of legal and tax requirements. As you also know, Unity can sell common stock in the form of shares in the business to individuals or other companies. {Click here to learn more about the advantages of corporate struc-tures.}

 

Selling common stock is an accepted method for raising capital in addition to Unity's revolutionary transitional concepts. Pursuant to South Carolina law, Unity has a Board of Directors that manages Unity’s business operations for our shareholders. In the absence of a Board of Directors, Unity’s shareholders can manage the business themselves by creating a shareholders’ agreement. Because of Unity’s growth potential to 200,000 people with an ownership interest in Unity’s asset acquisition programs, and no fewer than 10 LLCs currently exist within Unity, it is in the shareholder’s best interest to have a Board of Directors and a CEO for long term viability and financial growth. {Click here for the definition of common stock.} {Click here to learn the difference between perferred & common stock.}

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Tax Advantages of Unity's LLCs

As a Unity limited liability company, shareholders that decide to participate in the LLC, must report the LLC’s profits and losses on their personal income tax returns, and are not liable for the LLC’s debts. However, members cannot split the LLC’s income to lower their tax liabilities. Profit sharing from corporate earnings is called a dividend. By increasing the size of distribution or dividends to shareholders, Unity can lower its tax liabilities. This cannot be done in an LLC. {Click here to study and review IRS rules for Corporations.}

 

In Unity, the corporation, whenever profits are sufficient for distribution, shareholders must pay personal taxes on this income as a dividend. If shareholders are also employees, they must pay income taxes on their salaries and on any profit sharing they receive from Unity in the form of dividends. Although Unity’s LLCs are not separate legal identities and do not have to pay federal taxes, they will have to pay any taxes required by South Carolina’s tax laws. In 1996, in any one of Unity’s LLCs, the members had to pay income taxes on their earnings from the LLC, in addition to any profit sharing or dividends they received from Unity. {Click here to review South Carolina Law SECTIONS 33-44-401 to 403.}

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Advantages of Participating in Unity Owned LLCs

Present, former and new Board Members; as well as shareholders must never forget.  Unity’s corporate structure is not patterned after any American, English, European, Korean, Canadian, Australian, Japanese, Chinese or any business operational structure on this planet. Unity’s Internal Operations are structured to meet the corporate growth and development needs of African Americans living in the United States. Therefore, there are no books you can buy on the subject, no degrees you can get...and there are no home study, college, university or technical school courses you can take to learn about them. Unity’s legal structure simply conforms to existing Federal and State laws that anyone can learn about; but not its operational structure. This was another major mistake of the renegade Joyner Administration.

 

Even though members that participate in a Unity owned Limited Liability Company are not always protected from employee’s mistakes, a Unity owned LLC does protect every member’s personal assets in case of any litigation.  All states in the U.S. recognize LLCs as a form of incorporation, and members do not have to be U.S. citizens or permanent residents of South Carolina to participate in or form a LLC. This is the African development and overseas development aspect of Unity that can only be discussed in closed door meetings. Unity’s LLCs are not required to conduct annual meetings or record minutes like Unity the corporation. Shareholders that decide to participate in a Unity LLC can contribute different amounts of money or property to capitalize operations based on their own discretion.

 

In a LLC, members are only partly responsible for the LLC’s debts. Registering a Unity owned LLC is simple and cheap. In South Carolina, the fee is $100.00. Unity’s LLC members can choose how to handle the management and profit sharing themselves. In Unity as the corporation, shareholders’ assets are separate from the corporation’s and protected.  As you already know, Unity can generate capital by selling registered common stock on the open market or by transitioning participation fees in our numerous asset acquisition programs into non registered stock shares.  As a corporation, Unity’s corporate tax rate is lower than the personal income tax rate. This is not true for participants in an LLC.

 

At some point in time, Unity’s shareholders might decide to offer common stock and common stock options to the general public.  However, this is a matter that must be decided by  shareholders. An important advantage of participating in a LLC is this; a creditor cannot collect the members’ LLC distributions. With Unity the corporation, creditors cannot collect a shareholder’s personal assets, but can collect the shareholder’s dividends that are paid from profits or earnings from investments. In addition, Federal regulations are stricter for Unity the corporation. These regulations require extensive business paperwork and recordkeeping that must comply with federal guidelines. As long as Unity remains debt free, Unity will not have to worry about creditors.  However, these same regulations do not exist for an LLC.

 

Unity’s LLCs are only subject to South Carolina statutes. Another advantage of having and owning LLCs in South Carolina is this: In South Carolina a LLC does not have to be dissolved if a member leaves the LLC or is expelled by a majority vote. The other advantages of being a member of a LLC are found in certain tax situations. For example, an LLC can make special allocations of profits and losses among members, whereas Unity the corporation cannot.  In an LLC, money borrowed by the LLC can increase the tax basis and lower the taxes of the members, whereas in Unity, the corporation, it does not and cannot. All profits are shared equally based on the ledger value of the shares. Another advantage of Unity’s LLCs; under current tax laws, is contributing property to set up a Unity LLC is not taxable, even for members that only have a minority interest and property is all they have to contribute.

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Disadvantages of LLC Participation
 
The disadvantages of participating in any one of Unity’s LLCs for shareholders that become members are:
 
(a)   A Unity owned LLC cannot issue or transition stock
 
(b)   Member earnings from LLC participation are taxed at the personal income rate and not at the corporate tax rate.
 
(c)   Since the members of a LLC are legally considered as being self-employed, they must pay self-employment taxes and their own Medicare contributions for retirement purposes. Since retiring with adequate income is a major reason a person/s goes into business, this can be addressed in the membership agreement, under financial allocation and distribution of profits and/or proceeds.
 
Understanding Unity’s General Partner Agreement
 
As a General Partner of Unity, each General Partner pays his or her own taxes separately, using his or her own social security or tax ID number from any earnings they receive from Unity in the form of finder's fees. In 1996, this was $37.50. Because Unity’s General Partners do not participate in the day to day management of Unity, Inc., and have no liability for Unity’s debts or actions, a General Partnership, as a legal entity, does not exist, therefore no papers have to filed with South Carolina’s Secretary of State. {Click here to review the Mystery of Unity's Early Success.} Please watch the following video presentation. It will add to your knowledge base relative to the importance incorporating to protect personal assets.

Therefore, based on verifiable facts and Black America's historical reality, it is in the best financial interest of Black people living in South Carolina and anywhere else in America, to stop wasting what little financial resources we do have and to start saving our money now; so we can collectively fund, build and own as many corporations as possible, as fast as possible and acquire as many income producing assets as soon as possible. If not for ourselves, then for our children and their future.

 
George M. Sistrunk - 803-347-6638

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Images from Google's public source - 8/2015
 
 
2015-2016 - George M. Sistrunk - All Rights Reserved.

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