What is a Registered Agent

A registered agent can be any person or organization that is physically located in Texas. It doesn’t have to be a member of the LLC, or an employee, but they must have given consent, and they must provide a mailing address. The purpose of the registered agent is to give people the opportunity to officially communicate with you regarding a variety of business and legal issues. If your registered agent ever changes, you’ll have to update that information with the Secretary of State.

What “Powers” does a Texas LLC Have?

Registered Limited Liability Companies in Texas generally have the following “powers”

• Sue, be sued, and defend suit in the entity’s business name;
• Have and alter a seal and use the seal or a facsimile of it by impressing, affixing, or reproducing it;
• Acquire, receive, own, hold, improve, use, and deal in and with property or an interest in property;
• Sell, convey, mortgage, pledge, lease, exchange, and otherwise dispose of property;
• Make contracts and guarantees;
• Incur liabilities, borrow money, issue notes, bonds, or other obligations, which may be convertible into, or include the option to purchase, other securities or ownership interests in the entity, and secure its obligations by mortgaging or pledging its property, franchises, or income;
• Lend money, invest its funds, and receive and hold property as security for repayment;
• Acquire its own bonds, debentures, or other evidences of indebtedness or obligations;
• Acquire its own ownership interests, regardless of whether redeemable, and hold the ownership interests as treasury ownership interests or cancel or dispose of the ownership interests;
• Be a promoter, organizer, owner, partner, member, associate, or manager of an organization;
• Acquire, receive, own, hold, vote, use, pledge, and dispose of ownership interests in or securities issued by another person;
• Conduct its business, locate its offices, and exercise the powers granted by this code to further its purposes, in or out of this state;
• Lend money to, and otherwise assist, its managerial officials, owners, members, or employees as necessary or appropriate if the loan or assistance reasonably may be expected to benefit, directly or indirectly, the entity;
• Elect or appoint officers and agents of the entity, establish the length of their terms, define their duties, and fix their compensation;
• Pay pensions and establish pension plans, pension trusts, profit-sharing plans, bonus plans, and incentive plans for managerial officials, owners, members, or employees or former managerial officials, owners, members, or employees;
• Indemnify and maintain liability insurance for managerial officials, owners, members, employees, and agents of the entity or the entity’s affiliate;
• Adopt and amend governing documents for managing the affairs of the entity subject to applicable law;
• Make donations for the public welfare or for a charitable, scientific, or educational purpose;
• Voluntarily wind up its business and activities and terminate its existence;
• Transact business or take action that will aid governmental policy;
• Renounce, in its certificate of formation or by action of its governing authority, an interest or expectancy of the entity in, or an interest or expectancy of the entity in being offered an opportunity to participate in, specified business opportunities or a specified class or category of business opportunities presented to the entity or one or more of its managerial officials or owners; and
• Take other action necessary or appropriate to further the purposes of the entity.

Business Organizations Code – Title 1. General Provisions – Chapter 2. Purposes and Power of a Domestic Entity

Texas Limited Liability Companies are required to have one of the following in their official company name: 

• limited liability company
• limited company
• LLC 
• L.L.C. 
• L.C. 
• LC
• Ltd. Co.
• Some other abbreviation meaning limited liability company

Texas LLCs are forbidden from having the following in their name:

• Lotto
• Lottery
• Any name that implies you’re a veteran or a company for the benefit of veterans
  • Veteran
  • Legion 
  • Foreign 
  • Spanish 
  • Disabled 
  • War 
  • World War
• Any name that implies you are in a business you are not authorized or licensed to pursue, for example:
  • Medical Doctor Alliance
  • Supreme Court Justice Burgers 
• Any name already in use, or any name too similar to one already in use

Business Organizations Code – Title 1. General Provisions – Chapter 5. Names Of Entities;  Registered Agents And Registered Offices

Austin Business Spotlight: Rocket Dollar

Welcome to the Austin Business Spotlight! We’ll learn about local businesses, how they got their start, and how they measure their success.

Rocket Dollar was founded in 2018 with the belief that retirement is changing. We believe that people should not be limited in their investment options as they work towards the retirement they envision for themselves. We’re here to make it safe, simple, and fast for people to take control of their retirement savings.

Rocket Dollar helps people create and manage Self-Directed IRA and 401(k) Investment Accounts. You can then use Rocket Dollar to manage investments using those accounts into any asset class permitted by the IRS. I’ve been told that Rocket Dollar even enables you to use these accounts to invest in local businesses.

I spoke with EVP Dan Kryzanowski to get a quick look at what makes Rocket Dollar tick.

What motivated the creation of Rocket Dollar?

I believe the usefulness of a 60/40 stock/bond portfolio for the individual investor has not been sufficient to achieve long term wealth since Sarbanes Oxley in the early 2000’s. For decades, institutions have used efficient tax structures to invest in private and alternative investments and Rocket Dollar’s mission is to give this same ability to the average individual investor.

– Henry Yoshida, CEO

What indicators do you use to identify client/customer success?

Referrals are king and queen. We also look at basic KPIs such as registrations, conversion, and CAC.

What’s a fond memory of overcoming an obstacle for Rocket Dollar?

Ha! Everyday is an obstacle – actually dozens of obstacles – at a startup.

Do any local businesses or individuals inspire you?

Brett Hurt, Austin Young Chamber (Alyssia Palacios-Woods, Mel Martin, and Kat Wheeler)

Where do you go for local networking?

Russell’s for a morning coffee, Trace at the W Hotel for lunches, and the Brentwood Social Club for just about everything else!

What’s your favorite date spot in Austin?

Little Deli Pizzeria & The Brewer’s Table

How can people get in touch with you?

Dan Kryzanowski, EVP
[email protected]

Readers can also use the code TOJI19 for $100 off of Rocket Dollar!

Minor edits were made to answers for readability only. If you would like to be featured in the Austin Business Spotlight, reach out at [email protected].

Pro Bono Month is here, and Promise Legal is doing its part!

Throughout the month of October, Promise Legal will help up to one nonprofit per day by drafting a privacy policy and terms of use at no cost. There is no requirement to share posts, like pages, or pay fees.

Reach out using this form if you have a Texas or federal nonprofit. Have a form of proof of nonprofit status ready to upload, and you’ll hear back from Promise Legal shortly.

Happy Pro Bono Month!

Have you seen this kind of post floating around on your Facebook feed?

I do not give Facebook or any entities associated with Facebook permission to use my pictures, information, messages or posts, both past and future. With this statement, I give notice to Facebook it is strictly forbidden to disclose, copy, distribute, or take any other action against me based on this profile and/or its contents. The content of this profile is private and confidential information. The violation of privacy can be punished by law (UCC 1-308- 1 1 308-103 and the Rome Statute. NOTE: Facebook is now a public entity. All members must post a note like this. If you prefer, you can copy and paste this version. If you do not publish a statement at least once it will be tacitly allowing the use of your photos, as well as the information contained in the profile status updates. FACEBOOK DOES NOT HAVE MY PERMISSION TO SHARE PHOTOS OR Messages.

Sharing this message seems legal and important (it mentions laws!), but I’m sorry to tell you, it doesn’t do anything.

Why doesn’t it do anything? For an agreement to mean anything, both parties have to accept the terms of the agreement. When you post to Facebook, Instagram, or wherever, the company you are posting to is not doing anything to accept your “terms.” The terms that the both of you agreed to are the terms you accepted when you signed up for the platform. Remember those? 

Occasionally, you get an email saying that the terms have been updated, so why can’t you do the same thing when you post to your profile? Because when you signed up for the service and accepted the terms, you agreed that they can change the terms, give you notice, and bind you to the terms – the service made no such promise to you.

What You CAN Do to Protect Your Data

So what options do you have? First, you can delete your account. Depending on the service, they may have the right to whatever data you have shared with them up to that point, but it prevents them from getting any of your new content. That’s your best option for being certain they don’t have your info.

Second, you can take advantage of the account settings provided by the social media platform to restrict the use of your data. For example, you can turn off location access or remove your search history in your Facebook account settings.

Third, you can use browser extensions to prevent trackers from following you around the rest of the internet. The Electronic Frontier Foundation has a series of tools that can help you get started. 

So next time Grandma tells Facebook off – using Facebook – you can help her take actual steps to protect her privacy.

There are various kinds of algorithmic bias, rather, there are various ways in which algorithmic bias manifests itself. This means that there are three avenues by which algorithmic bias can occur, and therefore must be addressed.

Pre-existing

Pre-existing algorithmic bias is the codification of already-present biases (1). If a system designer has a real prejudice that they want to implement into a technological solution, that would be an instance of pre-existing algorithmic bias. Another such instance would be the inclusion of an implicit bias into the system, something that the system designer is not cognizant of as a cause of discrimination. Pre-existing algorithmic bias means a bias that would exist regardless of the algorithmic solution, but the algorithm incorporates that bias into its processes.

Technical

Technical algorithmic bias is the bias that occurs due to the technical limitations of actually presenting the data (2). If an employer is presented top candidates for a position in a structured order not based on scoring, then candidates are either going to be advantaged or disadvantaged- the first name on a list of top candidates will have a significant advantage over those at the bottom of the list. Another example could be that the data gathering mechanism is most robust on the most advanced phones on the market, and the others have a reduced data-set. Technical bias problems reflect a serious difficulty in being objective in presenting results.

Emergent

Emergent algorithmic bias is the development of new biases or new understandings of biases as technology develops (3). For example, if audiobooks became so popular a method of consuming literature that published books were made obsolete, then the deaf population would be negatively impacted. A different example would be the development of a new trend in society which has not been accounted for in creating processes for sorting big data — such as a demographic survey not reflecting third options for gender identifiers following a better social awareness around gender identities.

Current Examples of Algorithmic Bias

Algorithmic bias isn’t a theoretical problem, there are instances of actual bias being implemented right now, and algorithmic bias can often fall under the protections of the disparate impact legal doctrine.

Chicago Police Department’s Heat List

The Chicago Police Department has turned towards a predictive policing initiative in order to reduce gun violence (4). The CPD is using a technology that takes various, unknown factors into account, runs those factors through an algorithm, and scores people as part of a “heat list.” Oftentimes, those on the heat list are then directly communicated with by the CPD to notify them that they are on the CPD’s radar as people to watch. The people on the heat list are either invited to a community meeting, notified through communications, or are told in person at their homes. The software’s variables as well as the maker of the software are completely unknown and unexamined., all that has been revealed is that criminal history, known criminal associates, and whether you have been the victim of a crime are somehow included in the process. Given the serious nature of the consequences of a computer program determining who is most likely to become a criminal, it was inevitable that a lawsuit would emerge in order to determine the underlying processes for the program. The Chicago Sun-Times has filed a lawsuit in Cook County’s Court of Chancery under the Freedom of Information Act to find out the nature of the algorithm, the maker of the algorithm, and the race of each person on the list, among other factors (5). The CPD refused the initial FOIA request, claiming it would be “unduly burdensome” to provide those details. Clearly, the Chicago Sun-Times is suspicious of the discriminatory impact that could face Chicago residents due to this program. 

Statistics have shown that Black Communities have a higher instance of poverty and crime, and if being a known associate of someone who has been convicted of a crime is a factor in these heat lists, then black communities will be disproportionately singled out by these heat lists. If it cannot be shown that there is a high accuracy of identifying criminals beforehand, then the undue attention to these identified citizens should be stopped. However, there is a larger problem. Perhaps police officers are first looking at suspects who are on the heat lists, or even identifying suspects solely through the heat lists, this could lead to a conviction or even just a guilty plea because an undue amount of trust is placed in these systems, and police officers end up attempting to rationalize a person’s activity into being part of a given crime. Then, the accuracy of the system goes up, feeding into the confidence of officers in the system and further punishing communities who have been initially identified by the system. 

Credit Scores

The same problems with confirmation bias can occur within other contexts. Credit scores often reflect a class division along racial lines (6). Some credit scoring systems look to the personal relationships of a particular person in order to determine whether they associate with people who pay back their loans on time. The more people they associate with who are good borrowers, the higher the inferred likelihood that the person will also be a good borrower. However, many minority groups are more likely to have a lower credit score (7). A member of a minority is likely to begin with a lower credit score based on being a member of that group because one’s associations are likely to be largely composed of one’s own ethnic group, even though the score doesn’t directly consider race as a factor. 

Air BnB

Discriminatory practices can take a more subtle form, when the discrimination is merely being enabled by the provider. Such as the case with AirBnB, where users were discriminatorily rejecting accommodation to users on the basis of race- unintentionally enabled by the online platform. AirBnB and others in the same position could easily be motivated to serve the discriminatory interests of its user base – happy users leads to more sales and more revenue. 

Facial Recognition Technology

Facial recognition technology has a difficult time identifying black people (8). In addition to disrupting face swaps on Snapchat, it causes foundational problems for technology that utilizes facial recognition. For example, as self-driving cars loom, society has grappled with the problem of who the car will opt to save in case of a crash (9). It is a given that the car will make decisions based on many factors, including the number of people at risk given a particular course of action. If the car is unable to recognize the actual number of people at risk because it can’t recognize black faces riding in a passenger vehicle, then the number of black people who die in unavoidable car accidents will be higher than lighter skinned people.

1. http://www.nyu.edu/projects/nissenbaum/papers/biasincomputers.pdf
2. http://www.nyu.edu/projects/nissenbaum/papers/biasincomputers.pdf
3. http://www.nyu.edu/projects/nissenbaum/papers/biasincomputers.pdf
4. http://time.com/4966125/police-departments-algorithms-chicago/
5. https://drive.google.com/file/d/0B1_UcIgpv9WHUk1fT1FNd09na1RjMHJUUkowZloxaHVBQlg0/view
6. https://www.theatlantic.com/technology/archive/2016/12/how-algorithms-can-bring-down-minorities-credit-scores/509333/
7. https://www.federalreserve.gov/boarddocs/rptcongress/creditscore/creditscore.pdf at O-13
   • “Differences in credit scores among racial or ethnic groups and age cohorts are particularly notable because they are larger than for other populations. For example, the mean normalized TransRisk Score for Asians is 54.8; for non-Hispanic whites, 54.0; for Hispanics, 38.2; and for blacks, 25.6 (figure )-1). Credit scores by age increase consistently from young to old: The mean TransRisk Score for individuals younger than age 30 was 34.3; for those aged 62 or older, it was 68.1”
8. http://www.pbs.org/wgbh/nova/next/tech/ai-bias/
9. http://science.sciencemag.org/content/352/6293/1573

A limited liability company is a type of business entity that provides the business owner with liability protection. The types of liability that might be protected by a limited liability company, or LLC, might include lawsuits, debts, and other financial issues that might arise while running your business. Basically, if your LLC is set up and run correctly, then no one will be able to get your personal assets due to problems within the company.

Limited liability is an attractive feature for a lot of business owners because it reduces the risks associated with running a business. For example, if someone slips and falls in your retail shop, and they try to sue you, they would only be able to get to the money owned by the company, not the money you personally own. This type of protection is similar to the protection you’d get from having a corporation, but running a corporation can be expensive for a number of reasons. The limited liability company is generally less expensive to run because complying with state laws is simpler for LLC’s, and because taxes can be simpler.

LLC’s are state entities; every state has an LLC structure that provides the liability protection described above. By state entity, I mean that the federal government doesn’t see the LLC quite like a normal corporation. When you go to file for your EIN (Employer Identification Number), you are telling the IRS what type of business you are, so the IRS knows how you should be treated for tax purposes. There’s no option to be treated as an LLC. Instead, you can choose to be taxed as a pass-through entity, or you can be taxed as an S-Corporation.

Corporations get taxed twice – once for the business and once for the owners. It doesn’t necessarily mean that you’ll pay more as a corporation than if you were a pass-through entity, but it’s usually more complicated and can mean additional costs in hiring an attorney or accountant to help you pay your taxes. However, if you choose to be a pass-through entity, then the IRS doesn’t tax your business, they’ll tax you on the money you make from the business as an individual: only you get taxed instead of both you and the company.

So if you opt for an LLC, you not only get to protect your assets from liability, but you also have the option to avoid double taxation. The right option for you isn’t always obvious, but hopefully this article will help you get started.

Check out the table below with the laws for limited liability companies across the country.

[table id=1 /]

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