Directors and officers (D&O) liability insurance enables board members to make decisions without fear that they’ll be personally responsible for any related litigation costs. Such coverage is common in the business world, but fewer not-for-profits carry it. Not-for-profits may assume that their charitable mission and the good intentions of volunteer board members protect them from litigation. These assumptions can be wrong.

Here are several FAQs to help you determine whether your board needs D&O insurance:  Continue Reading Does Your Not-for-Profit Board Need D&O Insurance?

Jen: This is the PKF Texas Entrepreneur’s Playbook. I’m Jen Lemanski, and I’m back again with Frank Landreneau, one of our International Tax Directors. Frank, welcome back to The Playbook.

Frank: Thanks, Jen. It’s great to be back.

Jen: I know there’s an incentive for exporters: IC-DISC. How has that changed with tax reform?

Frank: That’s a good question. It’s been around for quite a while, as you know, the IC-DISC is nothing new. What propelled its novelty is the tax reform of 2003 where dividend rates were now coupled with capital gains rates. There’s been legislation on and off of repealing it or modifying it or limiting it in some kind of way, but oddly enough, tax reform did not change anything with regard to IC-DISC, so it’s still a viable option for exporters.

Jen: So Frank, how can the IC-DISC be helpful for our viewers?

Continue Reading How Your Business Can Benefit from IC-DISC

Jen: This is the PKF Texas Entrepreneur’s Playbook. I’m Jen Lemanski, and I’m back again with Kimberly Wood, an Audit Senior Manager and one of the faces of the PKF Texas Transaction Advisory Services Team. Kimberly, welcome back to The Playbook.

Kimberly: Thanks for having me.

Jen: Last time you gave us an overview of the due diligence process. What are some ways to facilitate due diligence?

Kimberly: There are five key ways that the buyer can help facilitate this process:

  1. They can get their house in order, both financially and operationally.
  2. They can show a history of growth. They want to be able to demonstrate or perform a deep analysis of their historical branch level sales. This will just help the buyer see and understand the story better and show their potential for growth.
  3. They want to prove their potential. They want to be able to demonstrate opportunities for revenue, profit, and market growth.
  4. They want to prevent their partners or employees from diverting the process.
  5. They want to be prepared to sell at the right time.

Jen: Perfect. So now, does this apply to both buy side and sell side?

Kimberly: These are things that the sell side will want to do to get ready for the buyer.

Jen: Perfect. We will get you to talk a little bit more about some due diligence topics soon.

Kimberly: Sounds great.

Jen: For more information about due diligence, visit PKFTexas.com/TransactionAdvisoryServices. This has been another Thought Leader Production brought to you by PKF Texas – The Entrepreneur’s Playbook. Tune in next week for another chapter.

The results are in! The report of the third annual National Manufacturing Outlook and Insights Survey with Leading Edge Alliance (LEA Global) has been published and released.

The survey was conducted in association with leading accounting firms across the country, and the report benefits our clients as part of our ongoing efforts to help co-develop the client experience with us as trusted advisors.

Over 350 manufacturers participated in this year’s survey, providing their expectations, predictions and opinions for 2019. Located in over 20 states and Canada, the participants produce a wide variety of product, including machine/industrial, automotive/transportation, food and beverage, textiles, construction and more.

Results from the survey include:

  • The top 3 priorities for 2019 are growing sales, improving profitability and addressing workforce shortage.
  • More than 60% of manufacturers expect their sector to expand in 2019
  • Organic growth in the U.S., new product development and strategic alliances provide greatest opportunity for business in 2019.
  • The major hurdles for the year are increased raw material costs from new tariffs, rising labor costs due to inflation, lack of available talent and increased competition.

For the full report, visit www.PKFTexas.com/Manufacturing.

Jen: This is the PKF Texas Entrepreneur’s Playbook. I’m Jen Lemanski, and I’m here today with Kimberly Wood, an Audit Senior Manager and one of the faces of our PKF Texas Transaction Advisory Services team. Kimberly, welcome to The Playbook.

Kimberly: Thanks for having me.

Jen: You’re on our Transaction Advisory Services team, and I know you tend to handle due diligence. What is due diligence and why should somebody do a due diligence project?

Kimberly: Due diligence is an investigation of a company or a business, and basically, we are validating the information or assumptions that haven’t been provided, or that should have been provided. It’s an essential information gathering process, whether it’s for legal, operational or financial due diligence. Continue Reading What is Due Diligence and What are the Benefits?

Jen: This is the PKF Texas Entrepreneur’s Playbook. I’m Jen Lemanski, this week’s guest host, and I’m here today with Ryan Istre, an audit director and a member of the PKF Texas SEC team. Ryan, welcome back to the Playbook.

Ryan: Thanks for having me here, Jen.

Jen: So, I know there’s new revenue recognition rules coming. What are the SEC’s views on this for registrants?

Ryan: That’s a very good question, Jen. The new revenue recognition rules – or ASC 606 – are going to be effective for most registrants beginning January 1st of 2018.

Continue Reading Best of… Revenue Recognition Rules

Jen: This is the PKF Texas Entrepreneur’s Playbook. I’m Jen Lemanski, and I’m back again with Frank Landreneau, one of our International Tax Directors. Frank, welcome back to The Playbook.

Frank: Thank you. It’s good to be back with you.

Jen: In a previous segment we went over transfer pricing, and we touched on it just a little bit, but I know we want to do a deeper dive. So, with tax reform and transfer pricing, what else do folks need to know?

Continue Reading A Closer Look at Transfer Pricing and the International Space

An operating reserve is an unrestricted and relatively liquid portion of a not-for-profit’s net assets. Securing this reserve for use in emergencies or simply when your budget falls short is critical to your organization’s security and long-term survival.

Long-Term Effort
Building an adequate operating reserve takes time and should be regarded as a continuous project. Your board of directors needs to determine your not-for-profit’s policy on building an operating reserve, the desired fund amount and the circumstances under which it can be drawn down.

Reserve funds can come from unrestricted contributions, investment income and planned surpluses. Many boards designate a portion of their organizations’ unrestricted net assets as an operating reserve.

Continue Reading How Your Not-For-Profit’s Operating Reserve is Your Financial Safety Net

Jen: This is the PKF Texas Entrepreneur’s Playbook. I’m Jen Lemanski, and I’m here with Miriam Rouziek, an Audit Manager and a member of the PKF Texas SEC team. Miriam, welcome to the Playbook.

Miriam: Thank you for having me, Jen.

Jen: As a member of the SEC team I know you handle comment letters for our clients and work with them on those. What trends are you seeing coming from the SEC in regard to those letters?

Miriam: We’ve noticed a steady decline in SEC comment letters over the years. Since 2018, there’s been a steady decline of about 25%, which is comparable to the decline we saw in 2017. The comment letters are going to be focused on revenue recognition, coming up soon, since the new guidance has been implemented for about a year with the SEC companies.

The majority of comment letters are still going to be focused on larger companies, usually with a market cap of $700,000,000 or more. Those are your larger and more highly accelerated filers who have an accelerated due date – usually in February. These companies are going to have the majority of comment letters. Smaller companies, like the ones PKF handles, are usually going to have a smaller portion of the comment letters, and especially in more technical areas, they’re not going to see as many comment letters on those.

Jen: If a company receives one of these comment letters, they should call you guys, right?

Miriam: Correct. Usually, they should call us or call their attorney, who handles their SEC filings. We can have meetings with the SEC attorney and with the client, and we will be able to talk them through the process, talk them through the comments that the SEC has and any issues they have with the process, helping them figure out what they need to do. Most companies think that the first thing they need to do is call the SEC and have a restatement of their financial statements, but that’s not actually true. Most of the SEC comments are usually geared towards requesting more information, walking the SEC through the disclosures and the thought process of the company.

Jen: Perfect. Well, I think we’ll have to get you back to talk a little bit more. Can we get you back?

Miriam: Absolutely.

Jen: Awesome. For more about this topic, visit pkftexas.com/SECDesk. This has been another Thought Leader Production brought to you by PKF Texas The Entrepreneur’s Playbook. Tune in next week for another chapter.

The dawning of 2019 means the 2018 income tax filing season will soon be upon us. After year end, it’s generally too late to take action to reduce 2018 taxes. Business owners may, therefore, want to shift their focus to assessing whether they’ll likely owe taxes or get a refund when they file their returns this spring, so they can plan accordingly.

With the biggest tax law changes in decades — under the Tax Cuts and Jobs Act (TCJA) — generally going into effect beginning in 2018, most businesses and their owners will be significantly impacted. So, refreshing yourself on the major changes is a good idea.

Taxation of Pass-Through Entities
These changes generally affect owners of S corporations, partnerships and limited liability companies (LLCs) treated as partnerships, as well as sole proprietors:

  • Drops of individual income tax rates ranging from 0 to 4 percentage points (depending on the bracket) to 10%, 12%, 22%, 24%, 32%, 35% and 37%
  • A new 20% qualified business income deduction for eligible owners (the Section 199A deduction)
  • Changes to many other tax breaks for individuals that will impact owners’ overall tax liability

Taxation of Corporations
These changes generally affect C corporations, personal service corporations (PSCs) and LLCs treated as C corporations:

  • Replacement of graduated corporate rates ranging from 15% to 35% with a flat corporate rate of 21%
  • Replacement of the flat PSC rate of 35% with a flat rate of 21%
  • Repeal of the 20% corporate alternative minimum tax (AMT)

Tax Break Positives
These changes generally apply to both pass-through entities and corporations:

  • Doubling of bonus depreciation to 100% and expansion of qualified assets to include used assets
  • Doubling of the Section 179 expensing limit to $1 million and an increase of the expensing phaseout threshold to $2.5 million
  • A new tax credit for employer-paid family and medical leave

Tax Break Negatives
These changes generally also apply to both pass-through entities and corporations:

  • A new disallowance of deductions for net interest expense in excess of 30% of the business’s adjusted taxable income (exceptions apply)
  • New limits on net operating loss (NOL) deductions
  • Elimination of the Section 199 deduction (not to be confused with the new Sec.199A deduction), which was for qualified domestic production activities and commonly referred to as the “manufacturers’ deduction”
  • A new rule limiting like-kind exchanges to real property that is not held primarily for sale (generally no more like-kind exchanges for personal property)
  • New limitations on deductions for certain employee fringe benefits, such as entertainment and, in certain circumstances, meals and transportation

Preparing for 2018 Filing
Keep in mind that additional rules and limits apply to the rates and breaks covered here. Also, these are only some of the most significant and widely applicable TCJA changes; you and your business could be affected by other changes as well. Contact your advisor to learn precisely how you might be affected and for help preparing for your 2018 tax return filing — and beginning to plan for 2019, too.