Small Firm Exchange

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  • 1.  Suggestions on need for contract change on changing from a pc to sole proprietorship

    Posted 01-10-2022 11:48 AM
    So far accounting reasons, I'm changing from a pc to a sole proprietorship effective 1/1/22.  Issue is how to handle contracts and invoicing for projects that overlap.  I've in the process of closing the pc and have started to bill under the sole proprietorship.  The client is asking if they need a new contract, or an amended contract or some other type of paperwork.  Just looking for any suggestions on how to handle.  And I don't want to keep billing under the pc as I don't want to show any income for the pc in 2022.  Appreciate any guidance,

    Larry


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    Larry Goldberg AIA
    lg+a architects, pc
    Matawan NJ
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  • 2.  RE: Suggestions on need for contract change on changing from a pc to sole proprietorship

    Posted 01-11-2022 06:09 PM
    In the past, I have worked at firms that had to "novate" contracts. This essentially allows you to replace one entity in a contract with a new entity. But check with your attorney to find out what the requirements are in your state.

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    Stephen M. Black, AIA
    fi architecture, inc.
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  • 3.  RE: Suggestions on need for contract change on changing from a pc to sole proprietorship

    Posted 01-12-2022 07:49 AM
    We switched from an Inc to an LLC a few years back and were advised by the lawyers and CPAs to keep the existing contracts under the Inc and have all the new contracts under the LLC.  This means you have to keep two sets of books until all your existing contracts are closed out but it made the transition clean.  I know the overlap isn't clean on paper and honestly a bit of pain but that was how we were advised and how we did it.

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    Daniel Shaffer, AIA
    CMSA, Scholz, Oswald & Shaffer LLC
    Sarasota FL
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  • 4.  RE: Suggestions on need for contract change on changing from a pc to sole proprietorship

    Posted 01-12-2022 10:26 AM
    Dont worry about it. I have been a Sole Proprietor since ’88. I believe that whatever you are at the end of the year is what the IRS cares about.
    Check with a good CPA. NN




  • 5.  RE: Suggestions on need for contract change on changing from a pc to sole proprietorship

    Posted 01-12-2022 11:19 AM
    I think a simple contract amendment changing the entity should be all that you need.

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    Betsy Nickless
    SDA-Orange County Chapter
    Newport Beach CA
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