Areas of Practice
Whether your business has been around for generations, or whether you are forming a new business, our firm can help. At Keister & Baker, we understand how to utilize business structures to limit liability and maximize management and planning benefits. We explain the options clearly so our clients can focus on their business, not legal issues.
Existing Businesses: Most businesses face challenges every day. Whether dealing with a tricky regulation, a real estate question, or evaluating best business practices, getting a dependable legal opinion is invaluable. Our firm assists businesses in tweaking corporate structures, often accomplishing estate planning and succession planning at the same time.
New Businesses: We take ideas and turn them into businesses. Whether you are investing in rental properties or providing a service, our firm can give you confidence. We begin by clarifying the differences between business structures, for example, the pros and cons between forming a partnership, corporation, or a limited liability company (an LLC). Once a business structure is selected, our office handles the registration process with the Ohio Secretary of State and we obtain an employment identification numbers (EIN) through the IRS. Finally, we assemble the initial documents that may be required to launch a business, including Articles of Organization, Operating Agreement, a Buy-Sell Agreement, and any other document that will meet the goals of the business.
With years of experience on our side, our firm listens with trained ears, alerting clients to blind spots to protect our clients. We understand businesses--after all, we are a business too. Our goal is to give new and established businesses the confidence they need.
Estate Planning & Probate
Overview: Our firm is proud to provide estate planning and probate services. In fact, it is one of our signature areas. Whether you have a large or small estate, planning for the next generation is essential. We walk our clients through the complexities in an easy-to-understand manner. Below is an overview of a few documents we prepare.
Will: Everyone should have a will because it directs what will ultimately happen with property. If you do not have a will in place at death, Ohio law provides a default pattern in which family members will inherit your property. We help our clients avoid misdirected post-death distributions by explaining the process of writing a will, listening to our client’s desires and by drafting a document that complies with state law and reflects our client’s wishes.
Durable Power of Attorney: A durable power of attorney allows you to select a trusted person or persons to handle your business affairs if you become unable to do so. This is a valuable document, covering a host of scenarios such as handling investments and real estate, governmental agencies, and can even cover the power to make decisions regarding your pets.
Healthcare Power of Attorney: While a durable power attorney covers business affairs, a healthcare power of attorney allows you to select a trusted person or persons to make medical decisions on your behalf should you become unable to communicate. Having this document in place is not only helpful to medical providers, but allows you the control of knowing that a person you trust is making the types of decisions you would want.
Living Will: A living will allows you to make decisions in catestrophic medical circumstances involving terminal illness or brain death. This document allows you to clearly spell out your wishes regarding these sensitive scenarios and is very comforting to family members. The document prevents the anguish that a family member may experience in making tough medical decisions in a catestrophic situation or at the end of life.
Trust: A trust is a useful estate planning device commonly used to minimize estate taxation and avoid probate, while protecting heirs and ensuring the management of one's assets in case of incapacity. Our firm has been designing trusts for decades. We plan around your family circumstances, listening with well-trained ears and asking the right questions to produce a quality trust. Here are some in-depth areas where we see trusts benefiting our clients.
Estate tax savings: Ohio has phased out state estate taxes and the federal estate tax exemption (the amount of property one is permitted to transfer tax-free upon death) is in excess of 11 million dollars per person with a taxation rate of up to 40%. While a 11 million dollar tax exemption may sound generous, it is subject to change. Federal estate tax remains a "moving target" that requires flexibility. Our trusts provide a mechanism for allocation of assets between spouses to maximize tax savings and we assist clients in developing gifting strategies to minimize estate taxation.
Our firm keeps our clients up-to-date on estate planning laws. Congress has established robust and farmers can be left vulnerable to shifting political winds. Our firm stays on top of the changing laws and the consequences of these changes of our clients.
Avoiding Probate: Probate is simply a court procedure where the court approves the transfer of assets to heirs. This can be a time consuming and expensive process. However, a trust is essentially a contract and is therefore treated differently from a will when it comes to property distribution. This nuance allows clients to avoid most, if not all, of the probate process. This avoidance allows significant savings in legal fees and ensures the heirs quicker access to assets post-death. This seamless transition can be essential if you are engaged in complex and fast-moving business affairs.
Special Family Circumstances: Family circumstances are one of the main factors that may cause a client to set up a trust. A trust allows a trustee to manage and distribute assets over a period of time, whereas a will commonly distributes assets in a lump sum. The scenario of an eighteen year old squandering their inheritance on a red Corvette may send chills down your spine. And rightfully so. However, we plan for more than just that. Whether you have a loved one with special needs or a child that does not have the financial savvy to carry on your business affairs, a trust allows you to appoint a trusted individual(s) or entity (such as a bank) to carry on your financial plan and ensure that the assets are distributed according to your wishes. A trust also protect assets from the creditors of beneficiaries under some circumstances. If you are concerned about protecting the assets you are passing to the next generation, a trust may be the right answer for you.
Lifetime Protection Regarding Incapacity: Our trusts address the possibility of one's incapacity. It is important to be prepared for medical and mentally-induced incapacity, no matter how remote or unpleasant the possibility. By planning ahead, your wishes in such a situation can be honored. Our trusts design a technique in which a client can be declared incapacitated only after a family doctor and family members agree. This requirement protects a client from being taken advantage of and also protecting the administration of trust assets in a seamless fashion during incapacity.
Strengthening our Ag Community:
Keister & Baker Law Office is proud to assist our ag community. Our goals are to protect and strengthen our local farmers and ag-related businesses. We do this by helping our clients select the optimum business structures to shield from liability and to maximize estate planning and tax advantages. Our office keeps our clients up-to-date on new laws and assists in the transition of ag operations to the next generation through sophisticated estate planning and gifting techniques.
Overview: The chief benefits in choosing a proper farm business structure are limiting liability exposure while maximizing farm estate planning through gifting simplicity, allowing the client to affect the timing and applicability of estate taxes.
Estate Planning Benefits: A business structure (limited liability company, corporation, limited partnership, etc.) can also create a simple device for consistently gifting smaller portions of the family farm business while allowing parents to maintain control. In addition, a business structure can enable you to plan for the next generation simply by the creation of business units and opportunities within the business entity to serve as an officer or manager, giving the next generation a vested interest in the business, an opportunity to get a head-start on handling an operation, as well as a chance to lead and expand the business now.
Planning for the Next Generation:
Farmers are hard workers. We know firsthand. Steve has represented farmers for over 40 years and Aaron and Keri are the children of local farmers. These backgrounds bring the reality of comprehensive estate planning into focus for our firm. Here is a glimpse of what our firm can offer your ag operation:
Our firm keeps our clients up-to-date on estate planning laws. Both the federal and state levels of estate taxation are rapidly changing. The U.S. Congress has established robust estate tax exemptions (currently, an individual may pass in excess of 5.4 million dollars of assets without triggering an estate tax). In addition, Ohio and Indiana have eliminated estate taxation. But the political area is subject to constant change. This uncertainty leaves farmers vulnerable to shifting political winds. Our firm stays on top of the changing laws and the consequences of these changes for our clients.
The increasing complexity of the agricultural field means that our producers face new challenges. Whether it is real estate acquisitions, a dispute over a property line, or examining a proposed wind turbine lease, our firm can help. We frequently guide farmers through a range of issues, such as 1031 exchanges to minimize or eliminate the taxation of farm sales or exchanges. Whatever your challenge, it is our pleasure to help solve it and get you back to focusing on your day-to-day ag operation.
Our firm provides services necessary to complete a real estate acquisition and handle a variety of other real estate issues. Having an attorney on your side to critically examine a purchase agreement or a closing statement, for example, can protect your interests and prevent problems down the road. Too often a buyer or seller, or even a realtor, will neglect to seek legal counsel, only to use our services later to address the problems and consequences that arise.
Here are just some of the ways our firm can assist you:
Title Searches and Title Insurance: Before purchasing a property, it is critical to know the legal status of the property you are purchasing. Often, real estate has more legal baggage than meets the eye. For example, it is possible that a prior transfer was completed without all the correct legal requirements, or it possible that a prior interest was not properly transferred, or there may be unrealized liens against the property exist. These scenarios leave a new owner in a position where the validity of ownership may be questioned in court. A real estate title search or creation of title insurance can avoid this element of surprise. Our firm sorts out these types of issues on a regular basis. And if you are purchasing a highly-valued or a commercial property, a mortgage provider may require title insurance before the transaction can be completed. Keister & Baker, LLC can provide this title insurance.
Specialty Leases: Our firm has the experience in examining specialty leases affecting agriculture and explaining the terms and consequences in plain language. For example, committing your property to a wind turbine project or a pipeline for up to sixty years is a serious decision and should not be entered into without counsel. Our firm can help you protect yourself, as well as the next generation.
1031 Exchanges: Our firm has experience navigating the complexities of real estate exchanges. “Like-kind exchanges” are beneficial because they can minimize and even eliminate the capital gains tax in situations where farms are “traded” rather than sold.