(Topic ID: 92436)

John Popadiuk update thread……MAGIC GIRL, RAZA, AIW…..


By iceman44

5 years ago



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23 key posts have been marked in this topic, showing the first 20 (Show topic index)

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#19951 3 years ago
Quoted from flynnibus:

It's listed as dissolved in the states Corp search as of August.

Just posting an image since I already had one of this, so interested parties can read the details without having to go to the Illinois SoS site. Redacted addressing is mine for Pinside rules compliance, but the full information can be seen via the aforementioned Corp search.

Zidware-CorporateFileDetail-redact (resized).jpg

#19952 3 years ago

Sooo what does dissolved mean in this situation? I don't get it,someone drop me a line please?

#19953 3 years ago

If i translate to dutch, it means this?
So jpop took an aspirine?

IMG_3994 (resized).JPG

-1
#19954 3 years ago

Just means Zidware Inc is no longer licensed to conduct business in the State of Illinois

Since the new entity is AP they wouldn't use that toxic waste dump Zidware

#19955 3 years ago
Quoted from iceman44:

Just means Zidware Inc is no longer licensed to conduct business in the State of Illinois
Since the new entity is AP they wouldn't use that toxic waste dump Zidware

business license != legal corporate entity . Completely different areas here... and most notably when it comes to the topic of liabilities and avenues to persue.

Am I the only one who remembers when iceman used to run around telling everyone he was a lawyer??

#19956 3 years ago
Quoted from BC_Gambit:

Pinside confessional time; here are my big sort of eyesores that I have considered taking down/burning etc. for longer than I can remember:

Yeah, I should have taken those down. But apparently if you leave crap on your wall long enough there is a small glimmer of hope....

You shouldn't get rid of them. They are a unique piece of pinball history. It's best to remember so we don't repeat our mistakes.

I'd love to have that shirt. It might be eventually be rarer than the Magic Girl pin. lol

#19957 3 years ago
Quoted from flynnibus:

business license != legal corporate entity . Completely different areas here... and most notably when it comes to the topic of liabilities and avenues to persue.
Am I the only one who remembers when iceman used to run around telling everyone he was a lawyer??

Excuse me. Zidware inc is gone and no longer able to do business in the State of Illinois.

The corporate entity gives them a license to do business in that state. Get it?

As for AP, the fact they did an S Corp instead of an LLC tells me they don't understand the differences in choice of entity

You want to start arguing with me now on legal issues flynnibus?

I know you love it and I'd be happy to make you look foolish even though you think you know everything

#19958 3 years ago

Dummy 101

Corporate entity provides asset protection and LLC is the best choice in most states

You can elect to be taxed for federal tax purposes any way you want

A city, state or county license may be required to conduct a particular type of business

For example, as a CPA and attorney I'm required to maintain both licenses at the state level

My LLC is the legal entity I operate from

Not that tough to follow is it?

-5
#19959 3 years ago
Quoted from iceman44:

The corporate entity gives them a license to do business in that state. Get it?

No, it doesn't. The legal corporate entity, its definition, and it's operating status means very different things (and much more far reaching) than simply being able to operate as a business in the state of illinois.

The fact they are dissolved means far more than 'operate as a business'... as someone who claims to be a lawyer and cpa... I would think this would be childs play to you.

#19960 3 years ago
Quoted from flynnibus:

No, it doesn't. The legal corporate entity, its definition, and it's operating status means very different things (and much more far reaching) than simply being able to operate as a business in the state of illinois.
The fact they are dissolved means far more than 'operate as a business'... as someone who claims to be a lawyer and cpa... I would think this would be childs play to you.

It is child's play. That's why I'm not gonna argue with you and your lack of knowledge in this area.

You are full of babble nonsense.

Dissolution means NOTHING more than Zidware Inc. is done in the state of Illinois

Now I realize you slept at a Holiday Inn last night but it doesn't make you a lawyer too

#19961 3 years ago
Quoted from iceman44:

Just means Zidware Inc is no longer licensed to conduct business in the State of Illinois

Lets go back to what you originally said...

Quoted from iceman44:

Just means Zidware Inc is no longer licensed to conduct business in the State of Illinois

One - 'licensed to conduct business' - a statement that is completely off-center of the far more significant topic of the corporation being a legal entity that holds liabilities and assets.
Two - claims the result is a revokation of a license to operate - which is not a requirement to have a corporation... nor is a corporation a requirement to be licensed. In other words... completely irrelevant to the actual topic of the corporation's status (which is what changed here..). The corporation does not need a business license to operate.. it can be dormant.

Now you tweak it to say

Quoted from iceman44:

Dissolution means NOTHING more than Zidware Inc. is done in the state of Illinois

Actually it does... significantly. The dissolution means the very **existence** of the legal entity, not just their operating status, has changed (impacting the ongoing legal case). It means the company would have been expected to settle all outstanding obligations before winding up.. that unpaid vendors, etc would have been expected to be notified of this change.. that basically the entire company was expected to settle up in order to wind up its financials. But the entity is named in ongoing litigation as well.

What is not clear is if Illinois requires that before considering a corp fully dissolved. It doesn't appear so. But since you are a cpa and a lawyer, why not stick your minons on that to understand what the business incorporation laws are in Illinois to know what the notification requirements are, and requirements about liabilities before wrapping up the legal entity?

The point about the corporation has little to do with 'conducting business' and everything about the very ENTITY people have their liability with disappearing. By default, JPOP != zidware. So if zidware goes to zero.. and disappears off the books as a legal entity... there is nothing there with all the buyers have an obligation from. **POOF** Now everyone needs to work backwards to chase a legal entity that could be non-existent... and do things like pursue angles like JPOP piercing the corporate veil so he becomes the legal entity of pursuit.

When the very person that owes you money ceases to even EXIST... yes, that is far different from 'being licensed to conduct business'

There is no way possible I'm having to have this discussion with someone who is a cpa.

#19962 3 years ago
Quoted from flynnibus:

Lets go back to what you originally said...

One - 'licensed to conduct business' - a statement that is completely off-center of the far more significant topic of the corporation being a legal entity that holds liabilities and assets.
Two - claims the result is a revokation of a license to operate - which is not a requirement to have a corporation... nor is a corporation a requirement to be licensed. In other words... completely irrelevant to the actual topic of the corporation's status (which is what changed here..). The corporation does not need a business license to operate.. it can be dormant.
Now you tweak it to say

Actually it does... significantly. The dissolution means the very **existence** of the legal entity, not just their operating status, has changed (impacting the ongoing legal case). It means the company would have been expected to settle all outstanding obligations before winding up.. that unpaid vendors, etc would have been expected to be notified of this change.. that basically the entire company was expected to settle up in order to wind up its financials. But the entity is named in ongoing litigation as well.
What is not clear is if Illinois requires that before considering a corp fully dissolved. It doesn't appear so. But since you are a cpa and a lawyer, why not stick your minons on that to understand what the business incorporation laws are in Illinois to know what the notification requirements are, and requirements about liabilities before wrapping up the legal entity?
The point about the corporation has little to do with 'conducting business' and everything about the very ENTITY people have their liability with disappearing. By default, JPOP != zidware. So if zidware goes to zero.. and disappears off the books as a legal entity... there is nothing there with all the buyers have an obligation from. **POOF** Now everyone needs to work backwards to chase a legal entity that could be non-existent... and do things like pursue angles like JPOP piercing the corporate veil so he becomes the legal entity of pursuit.
When the very person that owes you money ceases to even EXIST... yes, that is far different from 'being licensed to conduct business'
There is no way possible I'm having to have this discussion with someone who is a cpa.

If you are gonna argue with me you have to be a lot faster than that. It shouldn't take you that long to conjure up your babble nonsense.

#19963 3 years ago
Quoted from flynnibus:

Actually it does... significantly. The dissolution means the very **existence** of the legal entity, not just their operating status, has changed (impacting the ongoing legal case). It means the company would have been expected to settle all outstanding obligations before winding up.. that unpaid vendors, etc would have been expected to be notified of this change.. that basically the entire company was expected to settle up in order to wind up its financials. But the entity is named in ongoing litigation as well.

Wrong

#19964 3 years ago
Quoted from flynnibus:

The point about the corporation has little to do with 'conducting business' and everything about the very ENTITY people have their liability with disappearing. By default, JPOP != zidware. So if zidware goes to zero.. and disappears off the books as a legal entity... there is nothing there with all the buyers have an obligation from. **POOF** Now everyone needs to work backwards to chase a legal entity that could be non-existent... and do things like pursue angles like JPOP piercing the corporate veil so he becomes the legal entity of pursuit.

No shit sherlock.

#19965 3 years ago
Quoted from flynnibus:

One - 'licensed to conduct business' - a statement that is completely off-center of the far more significant topic of the corporation being a legal entity that holds liabilities and assets.

Wrong

#19966 3 years ago
Quoted from flynnibus:

Two - claims the result is a revokation of a license to operate - which is not a requirement to have a corporation... nor is a corporation a requirement to be licensed. In other words... completely irrelevant to the actual topic of the corporation's status (which is what changed here..). The corporation does not need a business license to operate.. it can be dormant.

Wrong

#19967 3 years ago

You fill Pinside with diarrhea of the mouth and in this case you have ZERO clue what you are talking about.

Now, if you are going to blabber on, then let's do it in a timely manner, point by point. You don't need to google research everything, its way too confusing to you.

But we do get to 20k posts faster

#19968 3 years ago

I should have realized I should have just used this level of language with you all along.. as it seems to be your level of understanding and articulation. Duly noted for the next time.

I'm correct, you're wrong. Deal with it.

There.. much faster for you!

11
#19969 3 years ago

catfight (resized).jpg

#19970 3 years ago

Come on let's go Flynn!

Post #19968

I'm quite certain it won't be difficult to "pierce the corporate veil" in Zidware's case. I'm sure the corporate records are non existent and the corporate formalities were not followed properly.

May not matter anyhow if John is judgment proof, in other words no assets to attach or wages to garnish.

Zidware Inc. is no longer allowed to conduct business in Illinois and it just doesn't matter, they could probably cure the defect and reinstate if they had that intention. It's over and of ZERO consequence to anybody!

#19971 3 years ago
Quoted from flynnibus:

I should have realized I should have just used this level of language with you all along.. as it seems to be your level of understanding and articulation. Duly noted for the next time.
I'm correct, you're wrong. Deal with it.
There.. much faster for you!

You have constipation of the brain, deal with that!

You don't even have a clue as to what you said or what it means, its ridiculous.

WRONG

#19972 3 years ago

I'm gonna post it up to 20k for Flynnie.

What would you like to know specifically?

#19973 3 years ago

AP made the mistake of filing for a Subchapter S status versus LLC.

The beauty of the LLC, in addition to being a better asset protection entity, is you get to share profits and losses disproportionately.

What does that mean Flynn?

#19974 3 years ago

Today's the day it goes past 20k

#19975 3 years ago

Is your brain all twisted up in knots now?

Come on, ask a specific question, its not that hard.

#19976 3 years ago
Quoted from benheck:

Today's the day it goes past 20k

Stay tuned, its going past there in a few minutes!

#19977 3 years ago

Give us a brief description of choice of entity and why you would pick one over the other Flynnie?

#19978 3 years ago

What are the tax advantages and disadvantages of being taxed as a Sub S versus a partnership?

#19979 3 years ago
Quoted from iceman44:

Stay tuned, its going past there in a few minutes!

Icey is on a roll!

rd

#19980 3 years ago

In AP's case they could have also set up as an Limited Partnership with an LLC as its 1% General Partner.

Why would that have been a better structure?

#19981 3 years ago

I think 19991 is better. I like palindromes.

#19982 3 years ago

For estate tax purposes, currently at a 40% rate above $5,450,000 per spouse, how should each individual own his/her interest in the corporation?

#19983 3 years ago

Would you like to have a deep discussion on the Estate tax code Flynnie?

It might be relevant to the owners of AP.

#19984 3 years ago

Do you understand what a Section 179 deduction is? And how the choice of entity and the ability to allocate write offs might be beneficial to one party versus another?

#19985 3 years ago

Maybe a trust would be the best way to own AP stock? Revocable or Irrevocable? What do you think?

#19986 3 years ago

I wonder if through the lawsuit against John, has anybody figured out when he has any "inherited IRA's" which are not a protected asset any longer per the Clark supreme court case ruling last year.

Spousal IRA's are still protected. That is why these guys must consider a trust to protect future generations and have the ability to disclaim an IRA into it if necessary.

#19987 3 years ago

Where did Flynnie go? Let's get into some deep discussion, trying to learn something from you.

#20000 3 years ago

Reserved

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