Hi everyone,
I'm hitting legal potholes trying to set up a purely online business,
especially when dealing with legalities. Here's some background: I am
in the US, with friends in Canada and the UK (England & Scotland). The
four of us are incorporating, in the US (specifically Ohio), an online
gaming business. I have already determined that we have to
incorporate, instead of being a partnership, in order for us to
legally have international owners. Further, we would be a "close
corporation", so that I alone could sign stock, contracts, etc as
President, Secretary, etc. Otherwise, we would be spending large
amounts of money for international postage in order for us to get
signatures of each other. Further, some stipulations in our bylaws and
that would allow us to have our shareholder and board meetings online
(through something like NetMeeting or IRC chat rooms) - international
conference calls are impossibly cost-prohibitive. Compared to what I'm
about to ask about, these legal sidesteps are rather easy. Does the
above at least make sense, if you're responding with legal knowledge?
:D
Now comes the meat of the problem... Owning the business is one thing,
but being employees of it is another. Not only would we be
shareholders and directors, we'd be officers and regular employees as
well (obviously). But in order for us to employ ourselves, technically
the corporation would have to have a legal presence in every country
that we employ someone in, right? Thus, not only would I have to file
incorporation materials, pay taxes, follow laws, etc in the US, but
also in Canada and the UK. Not to mention any other country that we
would thus hire from. Since we all know each other online, and have
been running our game for years now without need for actual legal
existence (in order to charge for services, make contracts, etc),
international borders have never been a problem. In essence, this
business could very well have a person in our Marketing Department in
South Africa, reporting to our VP of Marketing in Scotland, who then
reports to us Executive VPs and me, the President, who are spread out
across England, Canada, and the US.
To be quite honest, we won't even really have an office. The mailing
address and any "real life" contact information on the corporation is
going to be my home address and phone number. Practically all of our
customers would probably pay via Paypal or some other form that
doesn't require mailing anything to a postal address. And between the
four of us incorporating, we don't care about pulling a paycheck if we
don't have to. We don't care about our titles, etc. But we all know
that legally we have to be compensated, somehow, for our work - we
can't just volunteer our time for a for-profit business. Our paychecks
might be as low as $10/month, if that, just to say we do pull payment.
Anyone have any legal advise on how to deal with these issues, dealing
with international law, etc? Basically how to bring a purely-online
group into the realm of real life law? Thanks! |