Part 1

Your firm represents Don Jameson, an aspiring music producer. Up to this point, Don has operated as a sole proprietor. His business has grown, as have his liability risks. He also would like to be able to obtain additional capital from investors by selling stock. He is unsure as to whether he should be a C-corp or an S-corp.

Your managing partner has asked you to draft a letter to Don in which you explain the law and request additional information from him. For this assignment, you should draft a letter to the client that (1) explains the differences between a C-corp and a S-corp, (2) explains the pros and cons of C-corps and S-corps, and (3) makes specific requests for additional information from the client in order to help the firm advise him as to whether a C-corp or a S-corp would best suit his needs. Be sure to cite applicable statutes and case law in the memo.

Your memo should be 2-3 pages in length. Incorporate at least 5 different law review journal articles and/or primary legal sources (statutes, court opinions) within your work. Format citations and references per Harvard Blue Book rules.

Part 2 In seprate word document

In addition to needing advice on the C-corp vs. S-corp choice, Don also needs Articles of Incorporation and Bylaws drafted for the corporation he wishes to form. He wishes to call the business, “Old Money Entertainment.”

For the purposes of this assignment, you should use the law and forms of the state where you reside. (MINNESOTA) Your managing partner has asked you to draft the Articles of Incorporation and Bylaws for Old Money Entertainment. You can take some artistic license with names and addresses in the documents. Include anything that you might believe to be relevant to a music producer in the bylaws.