Making Relationships Work

How well do you know your business partners? Before you enter into a new professional relationship, there are certain things you should know about potential partners so that you can protect your bottom line.

Entering a relationship with a new client, sales consultant, joint venture partner or any other entity merits thoughtful consideration to protect your business’s value.  Likewise, once you enter a relationship, you need to make sure the relationship stays healthy and productive over time.  This is especially true when working with governments or doing business internationally because if your business partner violates the law, those violations become your problem in many instances. Pleading ignorance about a client or business partner’s misdeeds may not save you.

As a result, responsible businesses should have methods to understand who its clients and business partners are, as well as where its products and services are being sold.  If you do enter a relationship with another entity, you should have some procedures in place to assure they remain the valuable and reputable business you knew in the first place. 

Your process should be flexible, allowing for more or less due diligence depending on what the business partner will be doing for your organization, what country they will do it in and what some initial investigation reveals.

Generally, you should find out the basics of the business, its owners and its capabilities:

  • What is its business? 
  • Who are its owners and leaders? Are they capable? Honest?
  • Where does it do business? 
  • Who are its suppliers? Customers? Joint venture partners? Other partners?
  • Does it have the professional support it needs – capable management, capable IT, HR, finance, and legal? 
  • What are its offices and facilities like?  Do they even exist? Are their facilities clean and safe?
  • How are its finances?
  • What is its reputation in the industry for following the law, for its business capabilities? for integrity?
  • Does it have relationships with government officials?
  • Does it have the capability and experience to deliver its products or services?

Also, don't just take your potential business partner’s or client’s word for what they tell you – ask for proof, such as the following: 

  • Financial statements
  • Insurance policies
  • Articles of incorporation
  • Bylaws
  • Resumes of leaders
  • Visit their offices or factories

Realistically, failing to check on the entities you work with has the potential to expose you, your leaders, your employees and your business to criminal and civil penalties. Even if you avoid investigations and prosecutions, your bank may discover that you are receiving or making payments to a sanctioned country, organization or individual, and it may freeze your assets.  

Or, failing to do your due diligence may impact your return on investment or even worse − you may lose your entire investment.

Finally, failing to know your clients and business partners may not provide you any protection, due to a logical, but disturbing legal theory called “willful blindness.”  Say you want to buy a new Porsche 911 Carrera.  You search around and learn they sell for about $100,000.  You meet a guy at a bar who offers to sell one to you for $15,000 but you have to make the deal the next day He wants the payment in cash, and he will bring his friend, the notary, to sign all the paperwork.  If you go for it, chances are you just bought a stolen car and you will be prosecuted under the theory of “willful blindness,” since you deliberately ignored facts that demonstrated the transaction was probably illegal.

The same would apply to your business partners – if you ignore or fail to look into obvious or possible indications of wrongdoing, your business may be investigated and prosecuted for being “willfully blind” about your client or business partner’s illicit behavior.

In other words, not knowing there are prohibitions or sanctions against some countries, organizations and persons does not inoculate you from being prosecuted for violating sanctions laws by doing business with them.  Likewise, not being able to demonstrate that you undertook due diligence before working with your sales agent, who used bribery to get you a certain contract, may be one factor the prosecution uses to show you were “willfully blind” about your sales agent’s illegal tactics.  This is the case even if your business had no hand in the actual bribing. 

A business must understand how it delivers its products and services to market, how it gets paid and with whom it does business.  Failing to get these types of facts may expose a legitimate and reputable business to accusations of doing business with sanctioned countries or prohibited entities and individuals. It also could result in investigations or prosecutions for your business partners’ actions.  Once you have the facts, it is important to to determine if they are a red flag that your client or business partner may be up to no good. 

So, as a first step when starting and keeping relationships, get some facts, and then assess those facts to decide what it means for your relationship. As the German director, author and actor Werner Herzog pointed out, you need to analyze facts to actually understand what they mean.

“If you’re purely after facts, please buy yourself the phone directory of Manhattan. It has four million times correct facts. But it doesn’t illuminate.”  - Werner Herzog

Margaret Cassidy is principal at Cassidy Law. Learn more about the firm’s capabilities by clicking here.

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  • Next up: Manage Your Health Plan Using Medical Mutual Mobile App
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  • Manage Your Health Plan Using Medical Mutual Mobile App

     

    With life’s busy nature, you need the convenience of having the ability to access your health plan information at any given moment. Medical Mutual makes it easy to do this with their mobile app. If you are a Medical Mutual member, you can access your claim information, your ID card and more at the touch of a button.

    Features

    1. Access your ID card any time you need it - You always have your ID card with you when you use their mobile app. View the front and back of your card and call the phone numbers listed with just a tap. You can also email and fax your card to your provider.

    2. Find a doctor, hospital or urgent care facility near you - The app uses your device’s GPS to find the nearest doctor, hospital or urgent care facility covered by your plan. You can also get directions from your location. Plus, find quality and patient satisfaction ratings for providers to help you choose.

    3. View your account balances - You can view spending information, like your deductible and other out-of-pocket costs, to track your health plan expenses. Even when you’re at the doctor’s office, you can check your balances and stay on top of your medical bills.

    4. Check your claims information - Review your claims online, including details about the total amount billed, what Medical Mutual paid and what you are responsible for paying. This helps provide clarity into what is covered.

    5. Compare provider and treatment costs using the My Care Compare tool - With our My Care Compare feature, you can view cost estimates for various providers before you go to the doctor. This feature helps you find the best care and avoid financial surprises.

    If you’re a Medical Mutual member and don’t already have the app, you can download it for free through the Apple Store or Google Play. To find it, search “MedMutual.” Make sure your app is set to automatically update, so you don’t miss out on future upgrades and new features.

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  • Next up: Payroll Alert: Many More Employees Will be Overtime Eligible Starting January 2020
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  • Payroll Alert: Many More Employees Will be Overtime Eligible Starting January 2020

    The U.S. Department of Labor (DOL) issued a new final overtime rule on September 24, 2019 that increases the Fair Labor Standards Act’s (FLSA’s) salary-level threshold for white-collar exemptions from $455 per week ($23,700 annually) to $684 per week ($35,568 annually). This overtime rule goes into effect January 1, 2020 and is estimated to extend overtime protections to an additional 1.3 million workers nationwide who are currently ineligible under federal law.

    Who is covered by the new overtime rule?

    Generally, the FLSA applies to employees of enterprises that gross $500,000 or more annually, are engaged in interstate commerce, or are engaged in the production of goods for commerce. In addition to the general rule, employees of certain companies are also covered by the FLSA despite their amount of gross sales or business. These entities include hospitals, businesses providing medical or nursing care for residents, schools, and public agencies.

    Under the FLSA, nonexempt employees must be paid time and a half for any hours worked more than 40 hours in a workweek. Meeting the salary threshold does not automatically make an employee exempt from overtime pay; the employee’s job duties also must primarily involve executive (primary duty is to manage the business), administrative (primary duty is office or non-manual work directly related to the management or general business operations) or professional duties (requiring advanced knowledge in a field of science or learning), as defined by the DOL. The DOL also makes exceptions to the overtime rule for employees that are primarily engaged in outside sales (regularly engaged away from the employer’s place of business in sales role) and computer employees (employed as computer systems analyst, computer programmer, software engineer or skilled worker in the computer field). Find more information about these tests on the DOL fact sheet.

    Under the new final rule, there have been no changes to the longstanding DOL duties test. However, as of January 1, 2010, workers who make less than $35,568 per year must be paid overtime, even if they are classified as a professional or manager. Notably, nondiscretionary bonuses and incentive payments, including commission, may be used to satisfy up to 10 percent of the threshold salary level.

    If, however, an employee does not earn enough in nondiscretionary bonus or incentive payments in a given year to retain their exempt status, the DOL permits the employer to make a “catch-up” payment within one pay period at the end of the year. This payment may be up to 10 percent of the total standard salary. Any such catch-up payment will count only toward the prior year’s salary amount and not toward the salary amount in the year in which it is paid.

    Further, the special rule for “highly compensated employees” will now require such workers to earn an annual compensation of at least $107,432. This compensation level is equal to the 80th percentile of full-time salaried workers nationally. To be considered exempt as a highly compensated employee, the employee must also receive at least the new standard salary amount of $684 per week on a salary or fee basis (without regard to the payment of nondiscretionary bonuses and incentive payments).

    What does the new overtime rule mean to employers?

    Because the new rule will likely impact a company’s budget, employers should immediately begin planning for the implementation of the new overtime rule. It is particularly imperative that the company’s HR department understands the new rule so that they can determine which employees are exempt or non-exempt, then adjust payroll accordingly. Generally speaking, the new rule leaves employers with two options:

    1) Give all nonexempt employees that make less than $35,568 a raise (or ensure an adequate qualifying bonus) to put them above the threshold, or

    2) pay them overtime for all time they work in excess of 40 hours per week.

    It is also important that the employer complies with its obligation to keep adequate records of employee status and time worked. Failure to do so may have serious implications, as it would put the company in violation of the FLSA, and potentially Ohio law as well.

    This article is meant to be utilized as a general guideline for the Department of Labor’s new overtime rule. Nothing in this blog is intended to create an attorney-client relationship or to provide legal advice on which you should rely without talking to your own retained attorney first.  If you have questions about your particular legal situation, you should contact a legal professional.

    Mark Turner and Cindy Menta can be reached at mt@gertsburglaw.com, or by phone at 440-571-7773. 

    An audit of your policies can help you avoid the pain of lawsuits. The Gertsburg Law Firm now offers CoverMySix, a one-stop legal audit for your business, led by award-winning litigators and in-house counsel. CM6 minimizes your exposure to lawsuits, investigations, disgruntled employees and customers, and all the damage that comes with them. Schedule a confidential, no-cost CM6 Vulnerability Check with Gertsburg Law Firm’s CEO, who will walk you through the minefields in your documents and key processes and tell you how to fix them yourself. Call 440-571-7774 or e-mail cz@gertsburglaw.com to schedule your CM6 Vulnerability Checktoday. Newer or smaller companies will want to take advantage of CoverMySix for Small Companies and Startupscomplete legal documentation portfolio. Check out covermysix.com to learn about the full CM6 audit suite.

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  • Next up: Many Reasons Why COSE’s New Benefit Option May Be a Good Fit For Your Business
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  • Many Reasons Why COSE’s New Benefit Option May Be a Good Fit For Your Business

    COSE’s new health benefit option may be a good fit for your business. Here are seven reasons why.

    The COSE Health and Wellness Trust, or COSE MEWA, is a multiple employer welfare arrangement designed as a self-funded benefit option for business owners with 50 or fewer employees. The COSE MEWA offers features and benefits that might make it a good fit for small businesses.

    RELATED: Read an overview of the benefits the COSE MEWA can bring to your business. 

    Here’s a closer look at seven specific benefits available to COSE members who participate in the COSE MEWA.

    1. ‘Solopreneur’ friendly

    While it’s true the plan is open to COSE/Greater Cleveland Partnership members with 50 or fewer employees, sole proprieterships are also eligible for the plan. This is a great alternative to plans offered through the Affordable Care Act (ACA).

    2. Plenty of flexibility

    The COSE MEWA offers many different plan options, including traditional copay plans and high deductible health plans with varying deductibles and coinsurance.

    RELATED: View all of the different plan options available under the COSE MEWA 

    3. Minimize typical fees

    The COSE MEWA is not subject to some of the ACA-mandated benefits and taxes and fees, so these savings are passed on to the business owner.

    4. Additional VIP benefits

    Ancillary benefits, such as dental, vision and life insurance can be added to the plan.

    5. Rate savings

    By using factors such as medical history, gender, age and location to set your rates, the COSE MEWA may be less expensive for your group than similar plans offered under the ACA.

    6. Plan protection

    The COSE MEWA maintains Medical Mutual stop-loss coverage to provide plan sponsors with additional protection from large financial losses.

    7. Prescription benefits

    Prescription drug benefits are included with every COSE MEWA plan.

    Questions?

    Want to learn more? Give us a call at 440-878-5930 or email us at cosebenefits@medmutual.com for consultation and advice on your healthcare options. And to learn more about the COSE MEWA, visit www.cosemewa.com.

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  • Next up: Maximizing Your Return on Intern
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  • Maximizing Your Return on Intern

    Patrick Britton from NOCHE spent time with NEOSA recently to share their expertise in planiing, launching and optimizing a tech company's internship program.

    Patrick Britton from NOCHE spent time with NEOSA recently to share their expertise in planiing, launching and optimizing a tech company's internship program.

    Listen here.

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  • Next up: Maximizing Your Return on Intern Part 2
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  • Maximizing Your Return on Intern Part 2

    Patrick Britton from NOCHE spent time with NEOSA recently to share their expertise in planiing, launching and optimizing a tech company's internship program.

    Patrick Britton from NOCHE spent time with NEOSA recently to share their expertise in planiing, launching and optimizing a tech company's internship program.

    Listen here.


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