We have had a very busy winter season. As we continually strive to support you in the best possible ways, we at Golan Christie Taglia are constantly on the lookout for opportunities to enhance our offering. In this issue of our newsletter, you will learn about our exciting recent growth, as well as, discover a number of ways to proactively safeguard your business and personal assets.

HOW BUSINESS OWNERS CAN PROTECT AGAINST PERSONAL LIABILITY
Are you relying on your company’s corporate veil to protect your personal assets? Barbara L. Yong sheds light on the areas of potential personal liability you could face, and provides practical suggestions for actions you might consider taking in order to avoid any surprises.

WHICH CEASE AND DESIST APPROACH IS BEST FOR YOU?
In part one of a two-part series, Beverly A. Berneman discusses exercising your business’s rights to protect its intellectual property against infringement. She explores various cease and desist approaches to prepare you to take action, whether the infringement is unintentional or malicious.

SOCIAL MEDIA MOVEMENTS CAN AFFECT BUSINESS POLICIES AND MINIMUM WAGE RATES INCREASE
Recently, sexual harassment claims seem to have dominated news coverage and, in response, social media campaigns have mobilized to build awareness and give voice to the victims. Are your anti-harassment and internal complaint policies robust enough? Prepare for July 1, which marks an increase in the minimum wage for Cook County and the City of Chicago.

GOLAN CHRISTIE TAGLIA GROWS
On January 1, Donald T. Rubin, founder of Rubin & Associates, LLC, and his team joined our Golan Christie Taglia family. We are proud to offer our clients access to their expertise in Property Tax Assessment Law, and we have also expanded our physical reach by acquiring their Springfield office.

In addition, we are pleased to announce a new associate. Katherine M. Oswald focuses her practice on helping clients with trust and estate planning, probate, tax controversy and planning, and business succession planning matters. Please join me in welcoming Katherine.

Spring is approaching; hope it brings good things your way. We at Golan Christie Taglia remain ever grateful for the trust you place in us, and will always do our best to provide you nothing short of excellence.

Stephen L. Golan

You have worked hard to build up a nice little nest egg. You may have started or purchased a successful business, own a home, have savings in the bank, put aside money to pay for your kids’ college education, and accumulated several investments which you hope will carry you though retirement. The stock market is at an all-time high, and you may have even been diligent enough to prepare an estate plan. But the future is impossible to predict and your assets should be protected in case of a rainy day.

You can be held personally liable for certain types of business debts.
If your business should one day find itself struggling, fall behind in taxes, or lose a lawsuit, you could find yourself personally liable for some or all of your business’ debts. As the owner of a business, you need to be aware of the potential liability you face notwithstanding the protection afforded by the “corporate veil.” It is after all, just a thin veil, and not a brick wall. Some of the types of debts for which you could be personally obligated include:

• Personally-guaranteed loans and leases,
• Unpaid sales tax,
• Unpaid employee withholding tax (the trust fund portion),
• Unpaid wage claims (including attorney’s fees),
• Unpaid Unemployment Insurance,
• Unfunded or under-funded Pension liabilities, and
• Employment discrimination, sexual harassment, and retaliation claims.

How can you protect your personal assets?
Right now, before the next market correction or your business falls on hard times, is the perfect time to ask your legal advisor whether you have done everything you can to protect your personal assets from creditors. And here are just a few of the ways you can protect what you have worked so hard to build.

A. Real Property.
In Illinois, spouses can hold title to their residence in Tenancy by the Entirety. By doing so, your home can never be taken to satisfy a debt owed by just one spouse. A judgment creditor can record a lien against your home which may eventually be paid when your home is sold, but they cannot force you out of your home. If you don’t know how your residence is titled, you should check your deed or ask your attorney to check with the County Recorder’s Office.

B. Retirement Accounts.
Cash, investment accounts, and bank accounts are not protected from creditors. But individual retirement accounts (IRAs) up to $1,000,000, qualified retirement plans including 401(k) accounts and pension plans, as well as social security are exempt from most creditors. The only exception is the Internal Revenue Service. So it is critical that you maximize the amount you deposit into these retirement vehicles throughout your working life. And in the event of a rainy day, these should be some of the last dollars you use.

C. 529 Educational Savings Plans.
Funds held in a 529 Plan grow on a tax deferred basis. Equally important, from an asset protection standpoint, these funds are similarly exempt from creditors. While the purpose of the 529 Plan is limited to funding the cost of education, you can switch the beneficiary from among your children and grandchildren. The only limitation to 529 Plans being creditor proof is that the plan needs to have been established more than a year before the creditors come a-calling.

D. Life Insurance.
Term life insurance has no cash value and the death benefit is only payable upon the death of the insured. However, whole life and universal life insurance policies both have a cash value, which can either be drawn against or borrowed. Several insurance companies are now offering long-term care products that have a whole life cash component. In Illinois, life insurance policies are also beyond the reach of creditors provided the beneficiary of the life insurance policy is a spouse or a dependent.

Better safe than sorry.
In conclusion, most business owners are optimists and only plan for the good times. But as they say, to be truly prepared, we should hope for the best, but plan for the worst. It is important that you consult with your investment advisor, estate planning attorney, and insurance agent to protect your hard-earned savings before the storm clouds appear on the horizon.

We are very pleased that Rubin & Associates, LLC became part of our Golan Christie Taglia family on January 1. Founded by Donald T. Rubin, his firm had grown to become one of Chicago’s leading law firms solely focused on property tax assessment law. Don and his team – Marsha L. Kleffman, James W. Chipman and Daria M. Palermo – bring with them more than 90 years of combined real estate tax experience, along with a strong reputation for excellence and responsiveness.

By expanding this practice area, we hope to have a greater positive impact on your bottom line by offering even higher levels of expertise in the areas of:

• Tax assessment appeals
• Annual assessment review
• Tax incentives & abatements
• Tax impact studies
• Tax department services

New GCT Springfield Office
Not only have we brought onboard a great team of real estate tax lawyers, Golan Christie Taglia has also acquired Rubin & Associates’ Springfield office. This allows us to better serve the needs of businesses throughout the entire state of Illinois.

The end of 2017 and beginning of 2018 have brought an unprecedented interest around sexual harassment claims, owing in large part to two social media campaigns aimed at bringing awareness to victims of sexual harassment. While the primary targets of these campaigns have been the entertainment industry and elected officials, it is likely to make its way through other industries soon. As a result, many employers are looking critically at their anti-harassment and internal complaint policies, to determine whether a more robust approach is in order. Renewed interest in sexual harassment training, especially in organizations or industries that continue to be male-dominated, has also been on the rise.

If your company has offices in California or Connecticut, you likely already conduct regular sexual harassment training to supervisors, as required by law. Other state and local governments are expected to consider similar mandatory training requirements, including calling for employers to conduct trainings in person, rather than simply on a computer. Now is the perfect time to update your handbook policies and to put regular, company-wide annual trainings on the agenda.

Starting on July 1, 2018, the minimum wage for all employees who work in the City of Chicago (including domestic employees and home health care workers) will be raised to $12 per hour. In suburban Cook County, outside of the City of Chicago, the minimum wage will be raised to $11 per hour, effective as of the same date. The Illinois minimum wage for areas outside of Cook County will remain at $8.25 per hour.

Many other states and municipalities had minimum wage increases that went into effect on January 1, 2018, including, as just a few examples: Arizona ($10.50 per hour), California ($11 per hour, with higher minimums in several cities), Colorado ($10.20), Michigan ($9.25), New Jersey ($8.60), and Washington ($11).

If you have questions or need additional information, please contact an employment attorney at Golan Christie Taglia, LLP.

Katherine M. Oswald focuses her practice on helping clients with trust and estate planning, probate, tax controversy and planning, and business succession planning matters. Ms. Oswald is licensed to practice law in Illinois and before the Northern District of Illinois. Ms. Oswald currently serves as co-chair of the Chicago Bar Association Young Lawyers Section for the Women in the Law Committee.

Ms. Oswald obtained her undergraduate degree in business from the University of Missouri and her law degree from Loyola University Chicago. While in law school, Ms. Oswald volunteered at the Wills for Heroes program where she drafted estate plans for Chicago’s emergency responders and their families. Prior to joining Golan Christie Taglia, Ms. Oswald was an associate attorney at Kelly Olson Michod DeHaan & Richter, LLC in Chicago, IL.

If you own Intellectual Property such as patents, copyrights, trademarks, or trade secrets, you may encounter a situation where someone is using your Intellectual Property without your permission. The infringer can be an unintentional infringer, a competitor, a former employee, or licensee whose license has expired. The first step is to put the infringer on notice of your rights. Generally, that happens with a cease and desist letter.

Recently, Intellectual Property owners have found creative ways to approach cease and desist letters. For instance, Netflix, the producer of the hit television series, Stranger Things, sent a lighthearted letter to the proprietors of a Chicago pop-up bar based on the series. Netflix allowed them to continue to operate the short-term pop-up bar. But if they went beyond the limited time for the bar, Netflix warned, “We love our fans more than anything, but you should know the Demogorgon is not always as forgiving. So please don’t make us call your mom.” Budweiser took a more personal approach. It sent a man dressed as a medieval town crier to stand outside a brewing company in Minneapolis and read a parchment scroll which demanded that they stop using Bud Light’s “Dilly Dilly” tagline.

These lighthearted takes on the cease and desist letter demonstrate that notifying an infringer of your Intellectual Property rights is not a “one size fits all” proposition. The letter should be tailored to the situation.

All cease and desist letters should contain, at a minimum: (1) a clear statement identifying your rights; (2) a clear statement of the acts you believe are causing infringement; and (3) a proposed remedy, which can ask the infringer to simply stop infringing or also ask for an accounting of profits, payment of damages, and payment of attorneys’ fees.

Using these basic components, the letter can use one of the following approaches:

Interior of Stranger Things Pop Up Bar

Gentle Approach. This approach is for what you suspect is an unintentional infringer. Typically it is an individual or small business owner who stumbled into infringement unwittingly. For instance, someone who downloaded copyrighted content and posted it on their website or someone who obviously didn’t conduct any due diligence before using a trademark that is confusingly similar to yours. The Gentle Approach can come in the form of a telephone call or email directly from you. But, a letter from a lawyer may be preferable. Even though it would be a gentle letter, it would give a greater sense of urgency for the need to resolve the infringement.

Moderate Approach. This approach is for an infringer who may or may not be intentionally infringing but has a higher profile than the Gentle Approach infringer. The letter should come from an attorney and include legal argument and a more detailed analysis of the infringer’s actions. However, the letter should make it clear that resolution of the situation has to be a top priority for the infringer.

Strong-Arm Approach. This approach is best used when the infringer is a known adversary or if there is a distinct possibility of filing suit. When the parties already know each other, they can anticipate each other’s positions. So, the letter should be drafted as though it will be attached to a complaint.

Hybrid Approach. This approach comes into play when more than one infringer is involved in the same infringing activity. For example, a disgruntled employee who left on hostile terms may act rashly and misappropriate the former employer’s trade secrets for the benefit of the new employer. The new employer may or may not know about the misappropriation. In this situation, the cease and desist letter can be directed to both the former employee as well as the new employer. The letter can use the Strong-Arm Approach for the former employee, while taking the Moderate Approach for the new employer.

File Suit First Approach. This approach is by far the least preferred approach. It isn’t cost effective and could backfire. For instance, it will be harder to prove willful infringement if you didn’t give the infringer a chance to stop by sending a cease and desist letter. However, sometimes there’s no choice. If harm is imminent, waiting for an infringer to respond to a cease and desist letter could destroy the value of the Intellectual Property. For instance, once a trade secret is disclosed, it loses its value to the owner. So, suit must be brought immediately in order to protect the trade secret.

Note that one approach is not listed here. That is the Angry Letter Approach. Angry letters rarely accomplish anything useful. They galvanize the other party who is more likely to respond aggressively. Then the parties end up in a spiral of unconstructive ineffectiveness.

The goal of the cease and desist letter is important and can dictate which approach to take. If the goal is to try to reach an amicable solution, Gentle Approach or Moderate Approach might be appropriate. If the goal is to create a written record of willfulness before filing suit, then the Strong-Arm Approach might be appropriate.

No matter the chosen approach, the ultimate goal is to protect valuable assets of a business.

Bud Light’s Town Crier

Part II where we discuss what to do if you receive a cease and desist letter will appear in our next newsletter.