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Business Transactions and Formation

Zaher Fallahi, Attorney At Law and Certified Public Accountant (CPA), is a Law and CPA firm with emphasis on US tax, tax controversy, un-disclosed offshore accounts, international tax, foreign gifts, out-side general counsel services, and Office of Foreign Assets Control (OFAC) Regulations. We are licensed in California and Washington D. C., and represent tax and OFAC clients throughout the United States and overseas. Depending on the case, telephone appointments are available for long-distance clients. Toll Free 877-687-7558.


Harvard Law School

Zaher Fallahi has completed “Negotiation and Leadership” and “Leveraging the Power of Emotions as You Negotiate” Certificate Programs at Harvard Law School.


Business Transactions

Business transactions are any legal dealings between a business and its suppliers, customers, and others. We provide a full range of legal services to small to medium-sized and closely held businesses from various industries.

Over the years, we have developed significant hand-on experience in advising and assisting such businesses with:

(1) formation and operation of corporations or other legal entities

(2) dissolution, fulfilling their corporate legal maintenance

(3) responding to inquiries by government authorities and regulators

(4) drafting contracts with vendors, employees and customers.

We understand the needs of our clients and know that it is crucial for us to work closely with our clients in achieving their business, management, tax, and estate planning and retirement goals.


Tax Planning Tip. New 20-perecent 2018 tax deduction. There is a new 2018 deduction of 20% for pass-throughs; New 20% Deduction


Outside General Counsel Services 


Note. Telephone appointments (for civil cases only) are available for clients who cannot meet in person.


(310) 719-1040 LA

(714) 546-4272 OC

Toll Free 877-687-7558.

How Can We Help

Zaher Fallahi, LA and OC Tax Attorney/CPA, practices in California, emphasis on Tax, Business and Estate Planning laws.

He has offices in Orange County and Los Angeles County. He also advises clients on tax aspect of all legal services rendered, because of being a Certified Public Accountant (CPA) since 1983.

Let us help. Contact Now:


Businesses Formation

Based on your objective and line of business legal status, we assist you in selecting the appropriate form of legal entity. We thoroughly explain the legal and tax implication of each entity to assist you to choose the most advantageous form of entity for you.

We incorporate your business and file all the necessary legal documents for you. If desirable and appropriate, we may incorporate provisions such as “right of first refusal” or “spousal consent” in the bylaws, or draft a separate agreement or contract, to protect you from being forced to work with a stranger in case of a dispute among you as business owners. Here is the most common form of legal entities:

(a) Sole proprietorship

Tax Tip:  Based on tax practitioners’ experience, Schedule C s with revenue in excess of $100,000 are more susceptible to an IRS audit than an average taxpayer. Therefore, you may consider incorporating the business once the revenue exceeds $100,000.

(b) Corporation

Tax Tip: To mitigate double taxation, it may be advisable to consider an S corporation or a Limited Liability Company (LLC).

(c) S corporation

(d) Partnership

(e) Limited Liability Company (LLC)

Tax Tip:  Members’ of an LLC may deduct their losses up to the amount of their capital in the LLC. According to the IRS, since each member of an LLC has limited liability, investors are analogous to limited partners under IRC § 469. For purposes of passive loss rules, LLC members are treated as limited partners, even if the taxpayer is a member-manager.


Tax Planning Tip. New 20% tax deduction. There is a new 2018 deduction of 20% for pass-throughs; New 20% Deduction


Outside General Counsel Services 


How Can We Help

Let us help. Contact Now: