Entrepreneurialism is characterized by an ability to find a way to flourish regardless of the setting or circumstances one finds oneself in. It is this individualism and spirit of resourcefulness that make the entrepreneur such an import icon in American economics, and world economics as well. So it is no surprise to find that the places where some of today’s biggest companies got started are as varied as the individuals who started them. Here are some examples of the birthplaces of some of the best known companies today.

Hershey Chocolate Company: Lancaster, Pennsylvania

The chocolate giant got started when founder Milton Hershey decided in 1894 to coat his caramel candies with sweet chocolate. The first Hershey Chocolate factory in Lancaster, Pennsylvania turned chocolate from a luxury item into mass-produced commodity that everyone could enjoy. Today, the birthplace of the Hershey Chocolate Company is a top tourist destination for chocolate lovers. People can enjoy chocolate-themed amusement park rides, relax at the luxury Hershey spa, which offers special chocolate treatments, and take a tour of the original Hershey factory.

Wal-Mart: Bentonville, Arkansas

Sam Walton, late founder of Wal-Mart, opened up his first discount retail store in the small town of Bentonville in 1962, under the name, “Walton’s”. Prior to this, Walton had been operating 16 Ben Franklin franchise variety stores, but the Bentonville Five-and-dime was the first one he opened under his name. Nicknamed “the Hustler” by his fraternity brothers at the University of Missouri, Walton had always had a penchant for finding new ways to make a dime.

Today, you can still visit the original Walton’s Five-and-Dime in Bentonville. It looks, from outside, much like it did in 1962, but inside you will find a sort of museum of Wal-Mart’s corporate history.

Apple: Los Altos, California

Apple Inc. CEO Steve Jobs and Apple co-founder Stephen Wozniak built their first computer in the garage of the Jobs family’s home at 2066 Crist Drive in Los Altos, California. Job’s father cleared up his car-restoration equipment and helped the young men haul a large wooden workbench that served as Apple’s first manufacturing base. “It was just the two of us, Woz and me,” said Jobs in a Fortune Magazine interview. The Apple I was first sold by a local computer store called The Byte Shop. The store paid Jobs and Wozniak $500 for each order.

McDonald’s: San Bernardino, California

Dick and Mac McDonald opened their first McDonald’s restaurant in San Bernardino, California in 1940. Originally from New Hampshire, the brothers had moved to California in 1920. Their first restaurant become instantly popular and served as the hangout spot for teenagers in the San Bernardino area. In 1948, however, the McDonald’s brothers changed their business model completely. The car hopping and extensive menus that attracted young people to McDonald’s weren’t catering to the growing family demographic. So the new McDonald’s model focused on cheaper pricing and speedy service, sans the complicated menus.

The Original McDonald’s has since then been demolished. The location of the original McDonald’s is now the site of a Juan Pollo Mexican food restaurant. However, the owner of Juan Pollo has build a McDonald’s next to his restaurant, for visitors interested in seeing the birthplace of today’s largest fast-food chain.

Google Inc.: Stanford University, California

Larry Page and Sergey Brin started Google as a research project when they were both Ph.D. students at Stanford University. Their idea was to create a search engine that analyzed links between websites to produce better ranking results, whereas other sites ranked results solely based on how often the search term appeared on the site. The domain name google.com was registered on September 15 1997 and the company was incorporated on September 4 1998 in Menlo Park, California.

If you know of more top destinations where creativity and entrepreneuralism began, let us know by leaving a comment.

n a recent case, California’s Appellate Court used the Responsible Corporate Officer Doctrine (“RCOD”) to hold officers personally liable for $2.5 million in environmental penalties. In People v. Roscoe (Cal. Ct. App. 2008, WL 5378254) the court held the corporate officers personally liable, without piercing the corporate veil, for civil violations.

This is a significant departure. The RCOD has been used before in California to hold responsible corporate officers personally liable for their company’s violations of strict liability public welfare statutes. In the past the doctrine was only used for criminal violations of state statutes. But now, as this new case indicates, California will use the RCOD for civil violations.

In the Roscoe case, Ned and John Roscoe owned and operated an underground storage tank in Galt, California through a corporation called the Customer Company. When their tank leaked 3,000 gallons of gasoline into the ground the Roscoe’s notified the Sacramento County authorities and hired an environmental consultant to take care of the remediation. When the cleanup did not happen quickly enough the county sued the Customer Company and the Roscoes. While the court did not find enough evidence to pierce the corporate veil, (the Roscoes had followed corporate formalities) it did use RCOD to hold the Roscoes personally liable for $2.5 million in civil penalties.

The Roscoe case illustrates the hazards of doing any sort of environmental related business in California. Regulators in California are free to seek huge cumulative penalties using their per-day and per-violation fine system. (Note that the Roscoes identified the problem to the county and hired someone to clean it up but it wasn’t fast enough for the regulators, thus the run up in fines.) And now the California courts are backing up the regulators by assessing personal liability against officers – even when the corporate formalities have been followed.

If you must do business in California involving any sort of environmental regulations be certain to have the systems in place to deal with such risks. More broadly, if you do any sort of business in California whereby administrative penalties may be assessed, be aware that California regulators and courts may someday seek to hold you personally liable as a responsible corporate officer. As if there weren’t already enough reasons to leave California…

Contact me to make sure you are protected.

n times of uncertainty many owners of corporations and LLCs may consider folding up their operations. CPAs and other advisors may suggest dissolving these entities to save on fees and to be done with it all.

But hold on: The “easy” route of dissolution can have significant negative consequences.

In California, for example, shareholders can be held personally liable for corporate obligations arising before or after a dissolution. The rule is found in California Corporations Code §2011. The same rule exists for LLC members pursuant to California Corporations Code §17355.

The deadline for suing corporate shareholders or LLC members in California is either; 1) the applicable statute of limitations period or, 2) four years after the entity’s dissolution, whichever is earlier. Since many statutes of limitations in a business context can be four to six years in length, you may have four years of worries until you are safe from litigation. And don’t think that because you have a Nevada or Wyoming entity qualified to do business in California you are in the clear. California courts are notorious for applying “their” law to out of state entities doing business in California.

So what is the solution?

Do not dissolve your entity. Keep it alive until the statute of limitations period has run.

Here is an example of why it makes sense to keep your entity alive.

Joe owns Merced Consulting, Inc., a Nevada corporation qualified to do business in California. With a downturn in the economy Joe’s consulting business has suffered. His CPA suggests dissolving the corporation and eliminating the expense of an extra tax return. The CPA says his other consulting client Mary has just dissolved her entity.

But what happens in a downturn? People start to file claims over old business disputes, whether real or imagined. In good times when the money is coming in, grievances may be overlooked. In tougher times people will sue. And with business contract statutes of limitations typically being six long years, plenty of Joe’s clients may be looking for a new pocket to dip into to help pay for their current troubles.

In fact, Joe had provided Tom with project development help on a condo complex. Joe’s projections were based on the real estate market as it existed in 2006. The picture is quite different today, and Tom is suffering for it. Tom hires an attorney to sue Joe, Mary and two other consultants for their “bad” advice.

What are the consequences?

Mary, who dissolved her entity and received a distribution of corporate assets, is now personally liable for Tom’s claim.

Joe, who listened to his attorney and did not dissolve, is still protected by his corporation. While the entity does not hold a lot of assets, if Tom gets a judgment against Joe’s corporation he only gets what is inside the entity. Not much. And Joe’s personal assets are protected from the claim.

Dissolving gives a plaintiff a hopeful shot at your personal assets. Keeping your entity alive until the statute of limitations periods have run discourages plaintiffs from even filing in the first place.

Be careful in heeding the siren call of reduced filing fees and fewer tax returns by dissolving. In our current environment asset protection is more important than ever, and can only be achieved by keeping and maintaining your protective entities in place.

Garrett Sutton, Esq. is a corporate attorney and is the author of “Own Your Own Corporation” and other titles in the Rich Dad Advisor series. His firm forms and maintains corporations, LLCs and other entities and may be reached at www.corporatedirect.com.

Happy New Year to everyone. Even though it is going to be a pretty tough year for many people in our country and around the world, we can still all hope for the best. We are all in it together. That said, as a Nevada resident, I need to let you in on what is happening in our state. As you might imagine, people are not traveling to and spending in Las Vegas, which means the state of Nevada’s take on gaming taxes is way down. The state faces severe loss of revenue.

So what are some legislators proposing to do about it?

Believe it or not, they want us to put in a state tax on individual and corporate income. Nevada, a tax free state, has been a magnet for all sorts of business owners and out of state people wishing to incorporate for asset protection and no extra taxes. But some in the legislature (which convenes in February) want to end all of this with new state taxes.

We will certainly keep you informed of what will happen in Nevada’s 2009 legislative session. But for those of you who are worried even by the talk of new Nevada taxes, you may want to set up your corporations and LLCs in Wyoming. Wyoming has no state taxes and is sitting on a billion dollar state surplus. They are not likely to put in a tax anytime soon, if ever. For now, the safer choice is to set up in Wyoming and see what happens in Nevada.

We have an office in Jackson Hole, Wyoming and set up entities there all the time.

Again, I hope you have a prosperous and beneficial New Year.

Many people have great ideas or amazing skills, but are intimidated mightily by the idea of starting their own business.  But starting a business is easier than you might think.  In fact, with the right information and motivation, you can start a business in one month.  Think that’s crazy?   The steps below show you how to make it happen!

Step #1:  Come up with a killer idea!

The ways in which individuals come to their great business ideas are as varied as snowflakes.  Some budding entrepreneurs nurture an idea for many years, tirelessly refining it along the way until the moment is absolutely perfect to release it to the world.  Other people are hit with a lightning bolt one day, and are ready to go right into business.  No matter how you and your idea come together, the one month plan starts right when your business idea is ready to go.

Tip:  A business coach can help turn the idea in your head into a reality.

Step #2: Learn about your market

The first month of your business’ life is the most important.   And one of the crucial first steps in the process involves researching the market in which you plan on doing business.   Take two days and study the competitive landscape.  During this period you should:

• Look at what your potential competitors are doing in terms of pricing, product or service offerings and marketing methods.
• Seek out opportunities that your competitors may be missing.  Are there demographics that are being underserved?  Is there an opportunity to price your products or services in such a way that it will open up NEW markets?
• Create a competitive analysis that you can use as a reference tool moving forward.

Tip:  Use Microsoft PowerPoint to create your competitive analysis.

Step #3: Create a business plan

After you’ve completed two days of competitive analysis, it is time to craft the most crucial part of your new business to this point – the business plan.  The business plan serves two purposes:  it explains to potential partners, investors and clients what your business is all about, and helps you form a clear plan for the first years of your business.

Tips from expert business plan writers

• Start with a clear, concise purpose statement.  Sum up your business in a short paragraph.
• Get into details.   Really use the business plan to show that you are well-versed in your chosen industry and know exactly what you hope to accomplish.
• Include detailed financial projections for the next three years.

Tip:  Hire a professional business plan writer who has experience working with small businesses and start ups.

Step #4: Get financing

Once the business plan is complete, it is time to focus on the capital that will get you off the ground.  For many people, obtaining financing is the most intimidating part of starting a business, but there are several sources for money that generate start up funds quick – and considering we’re getting your business up in just a month, time is of the essence!

Sources for obtaining financing include:  family and friends, business grants from the government, business loans at banks or other lending institutions and venture capitalists.  With the exception of family and friends, all these sources will be more likely to give you money if your business plan is an A-plus and your pitch is detailed, smart and enthusiastic.

Step #5:  Creating a legal business entity

While you are waiting for your financing to come through, make good use of the time by incorporating your business and turning it into a legal entity.

Becoming a legal entity is one of the smartest decisions that a business owner can make.  Legal entities such as S-Corps, C-Corps and LLCs help protect the business owner financially if anything were to go wrong with their business.   Say a business goes bankrupt.  If that happens to a legal entity, it is the business that owes the debt and not the individual.  This can protect your home and other investments if the unthinkable were to happen.

And the protection is not just bankruptcy related.  If an employee or customer is injured at your place of business, or feels that you have wronged them and wants to pursue legal action, the Corporation would pay the bills or any financial settlements.

Tip:  In most states, creating a legal business entity is a relatively easy process and can be completed in a matter of days.

Step #6:  Branding your business

Now it’s time to get to the fun stuff.  Branding is one of the most important, yet oft overlooked elements of building a business.  This is where you can really start to set your business apart from the crowd.  Logos, the “voice” of your message, and even the name of your business all should communicate what makes your company special – and explain to the customer (in a matter of seconds) why they need to be doing business with you.

TIP: We should be well into the second or third week of our one-month plan at this point, so if you don’t feel comfortable working with design and copy yourself, hire a professional who can do the job fast, creatively and most of all, cost effectively.

Step #7:  Crafting the Marketing Plan

After your business plan, the next most important document you will ever create is your marketing plan.  How you spend your precious marketing dollars can be the difference between success and failure.    Again, working with a marketing professional can be a wise investment.  These marketing pros make it their business to know what techniques work best with certain demographics, and know all the “tricks of the trade” when it comes to reaching them.

But whether you hire a professional, or give it a run on your own, consider the following types of marketing when allocating your budget.

• Offline marketing – Includes direct mail, flyers, print advertising in newspapers and magazines, radio, television, billboards and other forms of “traditional” media.
• Online marketing – It’s hard to imagine a business that is not currently investing some of its marketing spend into online efforts.  The major forms of online marketing include: website development, search engine optimization (SEO), pay-per-click advertising (PPC), email blasts, online newsletters, banner ads, blogs, viral marketing and social network marketing.

The beauty of online marketing, especially in terms of our one-month goal, is that it can be implemented and up and running fast!

Tip: If you choose an online marketing agency, they will work with you to pinpoint where, exactly, your potential customers “live” online, and begin developing campaigns to reach them at the exact moment they are looking for your product!

Step #8: Getting leads and selling your products or services

Now that the marketing plan is up and running, it is time to start converting your leads into sales.  Take a couple of days and refine your pitch.  Map out the benefits of your business and drill them down into “talking points” which will genuinely resonate with your target audience.

TIP: If you are having trouble generating quality leads, you can turn to a sales rep for some “instant offense.”  Sales representatives generally work for commission and know how to bring in business.

Step #9:  Finding the right employees

With so much to do, it is going to be difficult to do this on your own.  Hiring employees is the next logical step to growing your business.  Here are some tips for bringing in people who provide top returns on your investment:

• Understand your needs – Before you hire anyone, prioritize what you need the most, and go out in search of trustworthy, experienced individuals to fill those needs.
• Look for multi-faceted individuals – New businesses can benefit greatly from hiring individuals who wear a lot of different hats.
• Use all the online tools at your disposal – Monster.com, HotJobs.com and Craigslist have all made hiring employees easier than ever.  Just be sure to always check references and perform a thorough interview process.

Tip:  A corporate recruiter or headhunter can do all the legwork for you in your search for qualified employees.

And there you have it!  With good planning, total commitment and some seriously hard work, everything listed above will help you get your business up and running in about a month.  Be thoughtful and detail-oriented during these steps.  You are forming the foundation of your dream business, and the more you put into these core business processes on the front end, the more rewards you will enjoy down the line.