Business Structure and Organization
By Christy Nicholas, CPA
aka Green Dragon, Artist
We are artists; therefore by definition we are unorganized. We are right brain thinkers, we are creative. How do we impose order to chaos?
Hopefully, this information will help you tame that wild beast and make some sense of the various business terms that confuse and intimidate you!
- WHAT STRUCTURE SHOULD I USE?
The first question to ask in setting up your art business is how you should set it up – i.e., what structure it should have. This may seem like a silly question, but it is a very important one, as it determines how you report your income and expenses. And report them you must!
There are several types of organization to choose from, and the determining factor is risk. How much risk are you willing to take? Are you willing to pay more for less risk? I will demonstrate what this means:
- SOLE PROPRIETORSHIP
The most risky organization is the sole proprietorship. This is because if someone sues you as a sole proprietorship, they can, theoretically, take your home, your car, and all your worldly possessions in a lawsuit. There is no separation between the business and you, so any lawsuit can take everything. However, most art businesses have little lawsuit risk attached to them. I am unlikely to get sued for damages unless I steal someone else’s art. (Don’t do that!) If I was installing stairs, on the other hand, I would definitely want to limit my risk. The term for this characteristic is ‘unlimited liability.’
Now, there are advantages to being a sole proprietorship. There is little to no cost in setting it up, no legal forms to fill out, and no paperwork to file with the state. When you report your income and expenses, it goes on the Schedule C of your own personal tax return (1040), and isn’t taxed separately.
There are also disadvantages, such as the aforementioned unlimited liability. There is also the fact that the company has a limited life – when you pass away, so does the business. (Ask Disney if this is important!). It is also more difficult to get financing from banks and therefore difficult to expand.
If you are willing to pay a little more money on a regular basis, you can get the advantage of limited liability with a corporate setup. A corporation is a separate entity from you as a person; therefore if it is sued, only those assets owned by the company can be taken, not your personal home and possessions. This is the main advantage of having a separate corporation. It is also easier to expand, as banks are usually more willing to offer financing for this. It can have a life beyond the life of the founder, as many corporations have (i.e., Sears, Disney).
Now to the disadvantages; The main one is the cost and complication of setting up and upkeep. There are fees to setting up the corporation with the state (none for the federal government), and annual fees to keep the license in good standing every year. In my home state of Florida, it is about $75 to set up the corporation, and $150 a year to keep it going. There is also additional paperwork, as you need to file a separate tax form every year (1120 or 1120S) with the federal government. You may also need to file one for your state. And, you may have to pay taxes at a corporate rate, which is usually higher than your personal rate.
I would like to go into the differences between a C corporation and an S corporation. C is the corporations we are most familiar with – corporate monsters like Microsoft, IBM, Disney, Sears, etc. These get taxed at a corporate rate, which is currently 15% up to $50,000 in profit, and goes up from there. An S Corporation (S stands for Small) has to have less than 100 stockholders (among other requirements) but does NOT get taxed at the corporate level. Let me repeat that – no tax is paid on the corporation itself. Instead, the income gets reported on each shareholder’s tax return, and is paid at their personal rate. This is usually the better deal for small companies, as personal returns are not taxed at all for the first $7000 in income.
- LLCs and LLPs
Many people ask me about Limited Liability Corporations and Limited Liability Partnerships. These are both fairly new entities, and as such, don’t have (as of yet) their own share of rules and laws by the IRS. I personally don’t recommend them, as they have little advantage over the S corporation, and are usually more expensive to set up. A savvy person can set up an S corporation fairly easily. A lawyer is required for LLCs and LLPs, and they like charging a good deal of money to do so – which is why they recommend them so much. They don’t even have their own tax forms yet, they use the Corporate forms (1120 and 1120S). Until they’ve ‘settled’ in as accepted entities, I cannot recommend them as corporate structures. Unless, of course, you would like to line some lawyer’s pockets with money. If you are that interested in gifting money, my paypal account is always open J
In my personal opinion, most artist would do best as a sole proprietorship, unless there is a significant possibility of liability (i.e., you do 3D installations that someone could trip and fall on). In that case, I would recommend S corporations as the best alternative.
Since sole proprietorship is usually the most beneficial to artists, I will continue the essay under the assumption that this is the structure chosen.
- OK, now, what records do I need to keep?
There are several users of your business information, and you need to keep records that will give each of them accurate and timely information. Some of the users are:
- Yourself – you need to know how the business is doing on a regular basis in order to make business decisions. You need to know your net income or loss, your venues, your past history of sales, and most importantly, your bank balance!
- Your state taxing agency – Usually for sales tax, but also possibly for income tax, your state needs to know how much you made in total sales, taxable sales, non-taxable sales, sales tax collected, and net income.
- IRS – Yes, the dreaded Infernal Revenue Service. The beast never sleeps, and wants to know your net income every year (even if it’s a net loss!)
What is the simplest way to keep track of all this information? Well, I don’t think there is a way to keep ALL of the information you need in one place, since some is financial and some is qualitative (such as what pieces you sold at last year’s local art show). However, all the financial information can be kept together, and all the qualitative information can be kept together.
My best recommendation for a small business is to pick of a copy of QuickBooks and LEARN to use it. It is very user-friendly, and the tutorial helps walk you through the needed steps for writing checks, making deposits, etc. If you keep up with this information every month, it doesn’t seem like such a huge task at April 15th when it’s time to file your taxes. Procrastination is the death knell of business owners, trust me!
For those that hate or don’t want to purchase QuickBooks, the information can be arranged on a spreadsheet, either paper or electronic, but it takes more work to set up and you need to know what you are doing!
I, personally, put all my income and expenses into QuickBooks every month. At the end of the month, QB will let me print out a Profit & Loss statement, showing me how I did that month, that quarter, or that year so far. This is good information for those that are looking to increase their profitability and need to know where their biggest expenses are. Trust me, they can pile up!
For the qualitative items, I have a spreadsheet where I track the following information:
- How many prints of each image I’ve printed, and who printed them (thus telling me that my next batch should start at print #41)
- The total number of each print sold for this year and since inception (thus telling me my best and worst sellers)
- A detailed (sorted by date) list of all the Scifi/Fantasy Conventions I know of that have an art show, including prices and space sizes (so I know where to send to)
- A detailed (sorted by date) list of all the Scifi/Fantasy Conventions I have sent art to in the past, with the items sold listed, with prices (so I know what to send next year)
- A detailed list of each sold item, where I sold it, how much the base price was, how much sales tax was charged (if any), commissions deducted, etc. This helps me fill out my Sales Tax form at the end of the quarter, as well as my Print Sales detail and my net income at the end of the year. It also helps me track remote sales by geographic area.
- Items on consignment at different stores throughout my city, with retail price and my portion of it.
- Mailing List of folks I’ve met at art shows who want to know when I update my website with new works.
- A list of local art shows that I’ve done in the past, the net income/loss from them (so I can decide if they’re worth it the next year)
- A list of local art shows to apply to for this year.
- A log of what business mileage I’ve driven during the year.
Many of the above items can be compiled into a database, if you are familiar with something like Access. I am more familiar with Excel, so have them all on different pages of a large spreadsheet that I update constantly. I also have a calendar that lists not only the days of conventions and art shows, but when the application deadlines for those conventions and art shows are, as some of them are far in the future. For instance, there is a local art show in November where the application deadline is May. Dragoncon has its first application deadline February 1st. There are several times in the past (before I set up the calendar) where I have missed out having an art panel due to a missed deadline.
It comes down to what you are comfortable with. If you prefer to do everything by hand, with pencil, calculator and 16-column accountant paper, then more power to you. However, it is usually much more time-efficient to keep the records electronically, if only to halt the calculation errors!
- The Dreaded Taxman!
So, now we’ve taken care of the records we need for our own management of the business, what about the taxmen, both state and federal?
For federal and possibly state, you want to know your income and expenses, and ultimately your net income. If you do your own taxes, I will again highly recommend a copy of QuickBooks. The advantage here lies in being able to print out that Profit & Loss statement at the end of the year, which includes most of what you need for the income tax returns. The few adjustments to be made can be made as Journal Entries. These would include any non-business expenses being removed (like paying your mortgage with business funds), and some non-cash entries added, (such as business mileage).
Federal Tax forms are required as follows:
- Sole Proprietorship – 1040 Schedule C, due April 15th
- S Corporation – 1120S, due March 15th
- C Corporation – 1120, due March 15th
- Partnership – 1065, due April 15th
State tax forms will, of course, differ from state to state. However, if you have an income tax for your state, it is usually due the 1st day of the month after the federal return is due. For instance, S Corporation return for the state would be due April 1st.
Sales tax is also dependent on state, and the time period you need to file for is dependent on how large your sales volume is. Mine is quite low, so I only need to file every quarter. I don’t pay sales tax on sales made by conventions (they collect and pay sales tax for that) or sales made out of my state. I do have to collect and pay taxes on sales in my own state. This is why I keep a detailed spreadsheet on where all my sales have been made, especially as different counties may have different sales tax rates!
- Breathing a sigh of relief! Oh, what about inventory??
OK, you’ve gotten everything organized, you have your tax returns done, and now you look around your studio, and see things everywhere – boxes, supplies, tools, finished items, works in process, etc. How do you organize THESE???
Every artist is an individual, and thus feels comfortable working in a different way. I cannot tell you how to organize your own inventory, but I can suggest ways to keep it somewhat controllable, by offering suggestions that I use.
- Everything in its place!: I keep my supplies in one area (a set of drawers next to my work space) with labels on them so I know where to get things – and where to put them away! This includes shipping supplies like boxes, bubble wrap, tape, as well as matting supplies such as mat board and bags.
- Alphabetize: I have over 100 different images now, and that’s a very low number for many artists. I have, at any one time, from 1-10 matted prints of each image. I have them on a shelf, alphabetized by name, with one print in front of each ‘set’ standing up and the rest on their side. This way I can quickly flip through the ones I see to get the one I want for a particular show or convention. This method works for me now, but may need to be upgraded to a box system in the future.
- Records: I keep my records (a checklist of conventions and art shows to send to) in one place, as well as a folder for each convention and art show, listing prior year sales information, required fees, mailing address, etc. I keep these in a file cabinet by month so I can go through each month at a time and take care of all items on a timely basis. I file correspondence from each convention or show in their folder when I receive it, so it is available to look up later.
This system works best for me, but it may need tweaking or other ideas for your own workflow. Since most of my work is created either on my computer or elsewhere (I carry my beadwork with me everywhere), it is more a workspace for prepping pieces for sale rather than creating the pieces themselves.
- Legal Stuff
So, what about Copyrights? What about them, you say? You get them whenever you actually create a piece of art. Technically, you have copyright on every line you draw, every sketch, every photograph, etc. However, those copyrights are not very DEFENSIBLE in a court of law if you haven’t registered those copyrights with the US Copyright office. ( http://www.copyright.gov/ ). You can register multiple images with one $30 application if they are grouped in a logical way. For instance, I register every year, with an annual compilation CD of all the works I created that year. It is worth it, especially with the advent of eBay and the ease in which image pirates can harvest images from the web, from your sold prints… and sell them as their own. Protect yourself now!
As an artist, you don’t really have to be afraid of business. It is rare for a business mind to inhabit an artistic mind, but each of us has some talent for organization, or we would no longer be alive in this world! Don’t let the task intimidate you, and you can tackle it a little at a time. Take small steps, and before you know it, you will be working more efficiently, which leaves you much more time for your REAL business, creating art!
Christy Nicholas, CPA
Aka Green Dragon, Artist