CERSEI SKIN

CERSEI SKIN

LAW FIRM 9

start

Team

Charina SOSA

SARAH KHAN

ALEXIA FORD

Accounting and Finance Department

Marketing and Advertising Department

Research and Development Department

Team

Briana mayorga

LAIA DANON

Giovanni

Human Resource Department

Production Department

Purchasing Department

Index

transferability of interests (laia)

Business concept (alexia)

taxation (alexia)

DEMAND (SARAH)

Capital structure

competition and profit (sarah)

Management of the business (ALEXIA)

Employment (giovanni)

licensing and regulations

Sharing of profits/losses(laia)

contractual questions

liability (giovanni)

sources

duration (charina)

Business Concept

Cersei Skin reintroduces sustainable skin and body care for all ages. This brand utilizes all natural ingredients based on practices found in the Caribbean and Asia that have been perfected through testing and trial phases. The idea is to create various natural mixtures based on the unique characteristics of our customers’ skin. Customers will take a short quiz to match to the product best suited to their problem. While many skin care brands exist, we aim to introduce products that pledge to be all natural, with actual sustainable packaging, ethical manufacturing and a detailed description of where these traditional practices come from.

DEMAND

Growing demand for organic skincare

• More people are realizing the harm that can be caused by unnatural ingredients, leading them to prioritize organic products

• American drugstores sell over 25 different skincare brands, however, very few of these brands are completely organic

• Most skincare brands are expensive, making them unattainable for the every-day consumer

Prices of organic skincare competitors

Capital Structure

CERSEI SKIN is a company founded by 6 members. IT IS a managed member company that will decide among them how the company will be operated along with the various departments within. Among those things how ownership will be divided. CERSEI SKIN will have an even distribution of equity. Each member will invest in CERSEI SKIN $115,000.00 totaling $690,000.00 in equity for our company. Ownership will also be divided evenly giving each member of the company an estimate of a 16.6% ownership. All members will share equal economic interest.

Management of the Business

Cersei Skin LLC is a member managed business. This avoids us having to hire an additional person to manage the business. Each member has a role in the company based on their skill sets and qualifications. Therefore, members are able to make management decisions.

Sharing of Profits/Losses

• Profits will be distributed equally between the different owners of the company.
• Losses will also be allocated equitably to the different members of the LLC as well as the sharing of profits.
• Since Cersei Skin is divided by 6 members, each member will get approximately 17% of the profits.
• No member will take more responsibility than the other members.

Liability

• Cersei Skin, LLC is a Limited Liability Company• As a Limited Liability Company, Cersei Skin, LLC’s owners are protected from being personally pursued for repayment of the company’s debts or liabilities. • For taxation purposes, the profits of the LLC will be divided and distributed to the managing members as spelled out in the operating agreement. Tax liability for the profits paid to managing members will be on each individual which avoids double taxation.

• Members of the LLC that take part in tortious company acts or negligent conduct can be held personally liable for consequences of their actions; however, other members will not be liable if they had no part in the wrongdoing. • Members will be personally liable for any debts that they personally guarantee. The corporate protection veil will be removed regarding specific obligations that were personally guaranteed by that specific member of the LLC.

Duration

CERSE SKIN will have a duration estimate time of a process of 4 to 7 weeks to process any documents we may need to.

We will go through the legal process of choosing our registered agent, we will need to obtain en ein and create an operating management before we can become a llc company.

Transferability of interests

• The transfer of membership is done through an LLC Membership Interest Assignment - the documents is used when an owner wants to transfer their interest to another party.

• If decided to sell your LLC, it is needed to sell the membership interest through a bill of sale.

• Members of the company are not allowed to sell or transfer their interests unless it is approved by the members in advance.

• Certain transfers will be permitted to close related people: immediate family members, affiliates, and family trusts.

Taxation

• Cersei Skin will take the structure of Limited Liability Company (LLC). It can be recognized as a separate legal entity, which carries its own tax identification number, along with its own bank account and holdings.

• Each member of our law firm is a member and employee of Cersei Skin LLC. Cersei Skin LLC will be able to divide profit and losses equally, which is based on the equal input of each member.

• This also means it may be taxed as a partnership. In this way, members are paid individual salaries rather than dividends. They will be taxed on their own income rather than the revenue being subject to double taxation. This happens because our members also operate in a managerial role in our company.

Competiton & Profit

COMPETING BRANDS

Our brand

Cersei Skin plans to never include any unnatural chemicals in our products. In addition, our packaging will be sustainably sourced and can be easily recycled by customers. Using natural products will have some higher production costs but we are planning to place our products in multiple drugstores, such as Target, Walmart, and Walgreens. Having multiple revenues rather than one will increase our profits

• Burt's Bees
• Yes To
• Sky Organics

Athough these brands claim to be "organic", some of their products still contain unnatural ingredients like alcohols and fragrances. They also use wasteful packaging.

Employment Issues

• Cersei Skin, LLC being a new unestablished company in the cosmetics industry, will hire the least number of employees possible in effort of keeping overhead costs down. • Members of the LLC will contribute to the operations of the company and profitability will be split amongst members quarterly. • Employees that are needed will be considered subcontractors that are subcontracted and paid via 1099. They will not be required to work a specified number of hours and will be paid per task they are assigned. • Subcontractors will be paid from the LLC prior to profits being split amongst members.

• Subcontractors do not require any sort of employee benefits package as they will not be considered employees of the company. • Full-time or Part-time employment will be considered on a needs basis and discussed with all managing members of the LLC.

Licensing and Regulations

The following is information regarding the licensing and regulation of cosmetic products, which is the category that Cersei Skin falls under. It is based on the FDA rules and regulations. Companies and individuals who manufacture or market cosmetics have a legal responsibility to ensure the safety of their products. Neither the law nor FDA regulations require specific tests to demonstrate the safety of individual products or ingredients. The law also does not require cosmetic companies to share their safety information with FDA. FDA has consistently advised manufacturers to use whatever testing is necessary to ensure the safety of their products and ingredients. Under the law, manufacturers are not required to register their cosmetic establishments or file their product formulations with FDA, and no registration number is required to import cosmetics into the United States. However, we encourage cosmetic firms to participate in FDA's Voluntary Cosmetic Registration Program (VCRP).

Licensing and Regulations

FDA's legal authority over cosmetics is different from our authority over other products we regulate, such as drugs, biologics, and medical devices. Under the law, cosmetic products and ingredients do not need FDA premarket approval, with the exception of color additives. However, FDA can pursue enforcement action against products on the market that are not in compliance with the law, or against firms or individuals who violate the law.In general, except for color additives and those ingredients that are prohibited or restricted by regulation, a manufacturer may use any ingredient in the formulation of a cosmetic, provided that-- the ingredient and the finished cosmetic are safe under labeled or customary conditions of use, the product is properly labeled, and the use of the ingredient does not otherwise cause the cosmetic to be adulterated or misbranded under the laws that FDA enforces.

Contractual Questions

• Is this product compatible with the type of skin I have?

• Are the ingrediants in this product natural and safe?

• Is your packaging envirnonmentally friendly?

• What other areas of skincare does your product help with?

• How do I know if this product is right for me?

References

Cross, F. B., & Miller, R. L. R. (2021). The legal environment of business: Text and cases. CENGAGE LEARNING. Center for Food Safety and Applied Nutrition. (n.d.). FDA authority over cosmetics: How cosmetics are not FDA-approved. U.S. Food and Drug Administration. Retrieved November 12, 2021, from https://www.fda.gov/cosmetics/cosmetics-laws-regulations/fda-authority-over-cosmetics-how-cosmetics-are-not-fda-approved-are-fda-regulated. “Top 10 Frequently Asked Skin Care Questions.” Garnier, https://www.garnierusa.com/tips-how-tos/skin-care-q-and-a.

Questions?