JE Touring Inc was formed on 10/12/2010 in the State of Delaware as a general corporation. Some describe this as a C-Corp to differentiate it from an S-Corp. Type in JE Touring Inc into the Entity Name field and then click on the Entity Name results. icis.corp.delaware.gov/Ecorp/EntitySearch/NameSearch.aspx
JE Touring Inc was then registered with the Pennsylvania Secretary of State on 3/14/2011 as a foreign corporation. This means that the corporation was not formed in Pennsylvania but somewhere else (i.e., Delaware). Unlike some States, Pennsylvania lists the President of the corporation as a matter of public record. It plainly states that Lisa Evancho was the President. Type in JE Touring Inc into the Business Entity Name / ID field and then click on the Business Entity Name results. www.corporations.pa.gov/search/corpsearch
Interestingly, JE Touring Inc was also filed in California as a foreign corporation. Here we learn some more interesting tidbits on Jackie's growing business empire due to the disclosure that California requires. Click to search for a Corporation Name and type in JE Touring. Then type on the Entity Name for JE Touring Inc to get the registration records and some interesting other information. businesssearch.sos.ca.gov/
As can be seen, Jackie's company was registered on 3/11/2011 with an interesting agent, C1592199 CORPORATION SERVICE COMPANY WHICH WILL DO BUSINESS IN CALIFORNIA AS CSC - LAWYERS INCORPORATING SERVICE
The address of Jackie's company is that of this agent, C/O ML MANAGEMENT ASSOC., 250 WEST 57TH ST., 26TH FLR, NEW YORK NY 10107
Checking this address yields www.mlmgmt.com/ which has NYC and LA offices. From their website we have:
"ML Management Partners, LLC (MLM) is a New York-based business management firm, with a satellite office in Los Angeles, CA. Launched in 1988 by Mark Landesman, MLM specializes in business management and accounting services to individuals and businesses in the entertainment and modeling industries and to high net worth individuals. Joined in 2001 by Paul Zukowsky, the two partners have over 60 years of experience in accounting and business management."
Both of these partners are CPAs.
Paul Zukowsky was listed in The Hollywood Reporter in 2017, and for two consecutive years, as one of the 25 most powerful business managers in Hollywood.
Mark Landesman has been named in The Hollywood Reporter's "Top Business Manager" edition for the last five consecutive years.
Mark has continued to grow MLM, where he now represents well over 100 A-list actors, comedians, writers, directors and employs a staff of 40. MLM looks to be the business manager for Eddie Murphy, Arsenio Hall and Chris Rock. Mark employs a "hands-on" approach with his clients and is responsible for guiding them through all phases of their professional careers and personal lives; overseeing real estate deals, investment strategy, contract negotiations, estate and tax planning.
Mark also happens to be on the Board for the Count Basie Theatre in Red Bank, New Jersey. I believe Jackie has had two concerts there.
We can say that Jackie definitely has some top shelf business advice.
Some other interesting things found on the California JE Touring Inc registration is located in the 3 documents filed.
(1) The registration itself which was signed by Michael Evancho as JE Touring Inc's Secretary. Also note that the principal executive offices for the company is actually MLM's address in New York City. JE Touring is listed as having no principal office in California. This document also includes a copy of the proof of JE Touring Inc being formed in Delaware and was in good standing as of 3/11/2011.
(2) Next we have a Statement of Information filing done on 6/6/2012. This lists Lisa Evancho as the CEO (Chief Executive Officer) and Michael Evancho as both the Secretary and the CFO (Chief Financial Officer). The mailing address for both is to MLM address in New York City. The California agent is listed as CSC (Corporation Service Company).
NOTE: In the Pennsylvania registration, Lisa is listed as the President of JE Touring Inc. So Lisa could also be that on other official documents. Note that many times for smaller companies the CEO and President are one and the same person. However, it is possible that a new President was made such as Mike. Unlike California, Pennsylvania does not require the filing of documents for a change in key executives in a corporation. Ergo, we do not definitively know who the President of JE Touring Inc may be as of today.
Interestingly, the type of business for JE Touring Inc is described as "ENTERTAINMENT PRODUCTION". So Jackie's company is actually a production company. This makes sense given the tax deductions of the new tax law one can get under Section 181 (https://filmtvlaw.com/blog/2018/4/26/the-section-181-film-tax-deduction-is-back). It also makes sense for negotiating deals on more favorable terms.
Finally we know that ALLEN CHANZIS signed the document as a Business Manager. He obviously is an employee of MLM as verified by his LinkedIn account: (www.linkedin.com/in/allen-chanzis-6a97b1b)
(3) The last filing was very recent on 4/29/2019. It verifies that no changes have occurred since the filing of the last Statement of Information. Ergo, Lisa is still the CEO and Mike is still the Secretary and CFO of JE Touring Inc.
ALLEN CHANZIS again signed the document as a Business Manager.
Now, these filings do not tell us the shareholder's ownership interest in JE Touring Inc. Without any contradictory information, one could presume that Jackie has controlling interest in the company. The officers of the corporation (i.e., Lisa and Mike) do not necessarily have a shareholder interest in JE Touring Inc.
All officers of the company typically receive some sort of salary reasonable for their title and size of the company.
Additionally, there will be a Board of Directors who will hold at least one annual meeting. There will be a Chairman of the Board who typically starts out as the CEO. Other Board Members can be one or more other officers of the company and one or more outside Board Members. Usually a fee is paid to Board Members for each Board Meeting. Not unusual to be at least $1,000 per Board Meeting. Bigger companies have higher fees and even sometimes offer warrants and/or stock as part of the compensation for serving on the Board.
For JE Touring LLC to exist, there has to be public records of the creation of such a business entity in Delaware or in Wyoming or in Nevada which are the three most business favorable States to create a new entity. Nor is there any filings in California, Pennsylvania or New York where we know Jackie has residences or had prior business entity filings. And given who Jackie has as a business advisor, it would be quite unusual to create an entity in the US in some other State than in one of these three best business entity States.
Now, we know that the Pennsylvania corporate filing for JE Touring Inc was done 3 days after the filing for California. We also know that the agent for this filing was also CORPORATION SERVICE COMPANY which we know is associated with Jackie's business manager, ML Management Partners. Ergo, it is highly likely that MLM did the filing.
So, since it is a requirement by State laws to report any LLC formed in that State or registered in that State as a foreign business entity, we can say with a high degree of confidence that JE Touring LLC probably does not exist except as possibly created as a DBA (Doing Business As). However, it may not be allowed to include an LLC as part of a DBA filing. Using an LLC in a DBA name may create confusion since a DBA has no liability protection while an LLC has liability protection. A DBA is created at the local level and not at the State level so it is harder to track down the details unless you know (or guess correctly) the locality used to file for a DBA.
Also, a DBA is a fictitious name usually used for branding purposes or getting a bank account not in the legal entity's name.
So a question is why would Mike say he was the President of JE Touring LLC when it appears no such entity has been created? One possibility is that he meant to indicate Inc but put LLC. Another could be that they were thinking of forming an LLC but decided to do an Inc instead.
I suppose it is possible that the LLC was formed in another State, but that seems highly unlikely given the business advisors Jackie has.
An LLC is useful as an operating company with a holding company controlling the LLC as a corporation. In this type of structure, the holding company controls the assets (i.e., "holds" the assets) and when necessary leases the use of one or more of the assets to operating companies.
Now, I noticed that one of the services offered by Jackie's business manager is REAL ESTATE & MAJOR ASSET ACQUISITION & ADMINISTRATION. And they have a strong background as CPAs.
So, what potential properties do we know about that Jackie could own?
One is the new house. The other is her place in New York City. Both would not be cheap.
One possibility could be that another entity was created to purchase these assets and then lease them back. Big businesses do that all the time. For example, they sell a manufacturing facility and lease it back for another 20 years.
Why in the world would one want to do that?
Well, in New York City it is not inexpensive to live. In addition to Federal taxes on your income, you have State taxes plus local City taxes.
So is there a way to try to minimize this heavy tax burden?
One way could be to purchase the place Jackie is living in via another entity and pay that entity to live in your own place. Or have another entity pay for your place for you.
Now you converted your place into a rental property where you are your own landlord.
For sake of discussion let us say Jackie got an OK place for $500,000.
Since the property is now classified as rental property, Jackie gets an annual depreciation expense of $18,182. At a rental fee of $3,000 a month, Jackie just got rid of over 50% of her rent cost by converting her place into a rental property.
Jackie gets to deduct all the mortgage interest without caps. Jackie the landlord furnishes the apartment. All can be deducted. Jackie the landlord picks up the utilities. Now complete deduction. Jackie the landlord picks up any building fees. Deductible. Jackie the landlord picks up the cost for any repairs or service calls. Deductible.
Jackie the landlord either has a loss or makes a tiny profit. Jackie the renter gets to do tax write-offs on tons of expenses the typical renter cannot deduct.
On top of this, Jackie the renter dedicates part of her place for business uses. Gets proportional deduction of expenses that she paid to herself.
Jackie the entertainer gets to write-off a lot of performance clothes that are not suitable for daily use, make-up, travel, hotels, and business meals.
Jackie the entertainer gets to write-off studio time, rehearsal time and any other costs incurred to produce her music, create her show, etc.
Hopefully Jackie keeps track of every penny she spends on her business. I know it seems stupid, but keeping track of even $1 spent here and there can add up to significant tax savings. If you do only an average of $2 a day, that is $730 in extra deductions which on combined Federal, State and Local taxes while living in New York City could mean as much as 50% in tax savings. That means that for a few hours in total time jotting down miscellaneous petty cash outlays, she saved $365 in taxes and put that in her pocket to spend on something else like shoes, clothing, groceries, etc.
And anything she donates for charity (including mileage if drive to do charity work) will probably be a personal deduction for Jackie as long as her Schedule A deductions total over $12,200. Charity deductions are uncapped for present tax purposes and is still a great deduction. Plus charity deductions are great by themselves to help others less fortunate than you.
An LLC is a pass-thru entity for tax purposes. A corporation can be a pass-thru entity also if it is a S corporation. And an LLC can be treated as a S-Corp for tax purposes. By doing this, one avoids all self-employment taxes on the profit distributions. Self-employment taxes will also not occur if one makes the LLC member(s) a C-Corp. This article briefly explains that a corporation can be a member of an LLC.
This article also indicates how a holding company can be added to the structural mix. Then we have the holding company own all the business assets and lease them back to an operating company. The holding company can be a corporation which is a member of one or more LLC operating companies. Then, all pass-thru profits, losses, credits, etc go into a corporate shell and you also have avoided any self-employment taxes.
There are many ways to "skin-a-cat", as the proverb goes, in order to try to minimize taxes paid while maximizing earnings, benefits to individuals and asset protection.
Jackie has plenty of access to quite good legal and accounting experts to structure her present empire appropriately and plan for future expansions. I am familiar with a double holding company structure for an International sports entertainment business. Here we have a US entity own 100% of a foreign holding company. The foreign holding company then held 100% of one master operating company. Then the foreign holding company and the master operating company held ownership interests in 5 other operating entities some of which have their own sub-operating entities. Some of the reasons for this is distribution of revenues across multiple entities to minimize tax hits. Another is to be able to bring in investors for one of the entities below the holding companies while keeping 100% control of the whole business.
Lastly, I am almost sure that any new entities that Jackie has formed were done so where the owner's identities can be legally hid from prying eyes. That was not the case for JE Touring Inc since it was a snap to look it up once we knew the name and discover that Lisa Evancho was listed as the President.
For example, one can form an entity such as an LLC in Wyoming and completely hide the owners from public view. On top of that, as long as you do not make any sales requiring collection of a sales tax, Wyoming has no business entity taxes.
Delaware also has some protective measures for blocking who are the owners of a business entity. However, Delaware has a minimum annual business tax among other stuff. But, from a legal protection standpoint, Delaware probably is the most business friendly State and has the most extensive business case law via its Chancery Court.
Note that a corporation is not a limited liability entity. That is for entities like a Limited Liability Company (LLC) or a Limited Liability Partnership (LLP).
Officers of a corporation are generally protected from personal liability except for the legal cases when a corporate shield can be pierced and individuals can be held personally liable.
Shareholders will usually only be on the hook if they cosigned or personally guaranteed the corporation’s debts. However, shareholders may also be held liable if a creditor can prove corporate formalities were not followed, shareholders commingled personal, and business funds or the corporation was just a shell designed to shield liability. This is called piercing the corporate veil.
As for the earnings of shareholders, the only type of corporation that I know of that they can receive guaranteed yearly earnings (or losses or credits) based upon their ownership interest would be a S Corporation which is a tax pass-thru entity. A general or C Corporation is not required to pass yearly earnings thru to shareholders. A C-Corp can choose to issue dividends to shareholders or can choose to do a buy-back of shares based upon some agreed upon value of each share. However, that is not a requirement. Many C-Corps will retain earnings or use present earnings to reduce past reported losses. For publicly traded companies one can look at Income Statements and Cash Flow Statements and Balance Sheets to see what a C-Corp did with its earnings in any given year.
Based upon the listed State filings, JE Touring Inc was created as a C-Corp. However, it is unknown if it was elected to be a S-Corp by filing the appropriate tax forms.
Jackie is probably paid a salary, as well as other direct employees which probably are not that many. Company officers probably are paid a salary which look to be Jackie's parents. A reason for the salaries is to create a benefits package. A retirement program could be created that was a combination of a Defined Benefit Plan (usually called a 401k program) and a Defined Contribution Plan (usually known as a pension plan). With Jackie's type of income, she could have socked away quite a bit of money into tax advantaged retirement programs. And if it was decided to do it as a Roth (at her age very desired to do that) she would have socked away a ton of money into retirement programs for which she would pay zero taxes upon retirement withdrawals and zero tax and tax penalties if she had to withdraw some of her basis in the future. A benefits professional can provide the details of what she could legally do and how she could have minimized the tax hit. Typically one hires an administrator to manage these programs and to file the required tax forms. Costs to setup the programs run in the $2,000 to $5,000 range with annual fees in the $1,000 to $3,000 range for small businesses. The bigger your company, the higher these numbers go.
One could presume that other people that Jackie uses probably are not direct employees of her company. Her company may pay another entity (probably the case for fees paid to her agent or other types of fee-based service providers), or pay these people as 1099 MISC people which passes through all tax liabilities to the person and allows Jackie to not have to provide any benefits to that person.
Now, if Jackie has created more entities that we know nothing about, forming an LLC makes sense for many reasons.
If an LLC was formed, a first meeting would have to have been held. This is one of the formalities many do not do which means they have just made themselves potentially liable to their entities debts. Stupid, but that is what many do probably because of ignorance, bad advice or a combination of the two. Also, member meetings should be held at least occasionally to authorize various things and go over company business. If Jackie is bored by this she can assign a proxy to participate for her. It is a requirement that the Secretary provide meetings transcripts that are signed by the members, so Jackie will know what happened providing she reviews these documents.
A typical first meeting involves doing the following:
1. Election of: a. Chairperson/Manager b. Vice Chairperson/Manager c. Secretary/Manager 2. Election of Other Key Managers a. President and Operating/Manager b. Treasurer/Manager c. Other 3. Ratify and Adopt a. Bylaws (actually the LLC equivalent) b. Certificate of Formation c. Operating Agreement 4. Approve and Adopt a. Company Seal b. Certificate of Membership 5. Proposal to Issue Units of Ownership a. Ownership Interest Name Capital Contribution Percentage Interest 6. Banking Arrangements a. Institution b. Issuance of Secretarial Certificate for bank account 7. Empowerment of Directors, Officers and Managers 8. Other Business a. Legal Counsel b. Accounting Support c. Other 9. Adjournment
If Jackie has formed an LLC, it probably is a multi-member LLC with at least 2 members. A single member LLC of Jackie herself is treated as a sole proprietorship for tax purposes which means one files a Schedule C and one pays a self-employment tax. No way Jackie would want that given her income. There are ways to elect corporate tax status for an LLC by filing the appropriate tax forms. As a multi-member LLC, Jackie can own 99.99999% and the second member would own 0.00001%. Effectively that second member would have almost no benefits until Jackie's reported K-1s had earnings in the millions. For example, let us say Jackie made $10,000,000. Jackie would pass-thru to her Schedule E $9,999,999 while the second member would pass-thru $1.
An Operating Agreement is a legally binding contract between members. It is quite different than the controlling document in a corporation known as the bylaws. There are some restrictions as to what can be part of the bylaws. However, an Operating Agreement can contain virtually any legal requirements that all the members agree to since it is like a contract. For Jackie, she probably would want an Operating Agreement that protects and benefits her interests.
Now, given the new tax code and its favorable treatment of film, TV and live stage productions, Jackie may have formed some entities to see if she can take advantage of these new tax regulations. Not sure if it can be applied for concert shows. If one can treat her concert as a live stage production, then she may gain some tax benefits. Here is a nice summary of Section 181: filmtvlaw.com/blog/2018/4/26/the-section-181-film-tax-deduction-is-back
There are lots of other stuff that Jackie can also do, maybe even a Hollywood accounting type of structure for some projects. By setting up sub-entities that siphon off money from projects, these projects will virtually always lose money no matter how much they make. This is the primary reason why one is an idiot to sign a net profit contract and why Hollywood companies give away net profit contracts like they were candy. They know that they probably will pay zilch and only will pay something if someone sues them (which has occasionally happened) and they will settle for peanuts money compared to what they really should have paid. The actors union has tried to change this with little success outside of raising the minimum salaries to higher levels. This is a reason why actors have production companies to be able to negotiate for producer points. However, usually it is only the stars who can do this.
It is highly unlikely that Jackie would sign a deal that she makes a percentage of ticket sales for concerts. Just not typically done except where the percentage of ticket sales would take over after a certain minimum is paid the artist.
A famous example was with Michael Jackson who was a far, far, far more famous singer than Jackie.
In 1984, Chuck Sullivan (son of Billy Sullivan who founded the New England Patriots in 1959) decided to promote a 15-city international music tour—the famous Victory Tour—featuring Michael Jackson.
The deal he signed with Michael Jackson WAS NOT for a percentage of ticket sales. The deal was to pay Michael Jackson a guarantee of $41 million. This was estimated to be 75% of the revenues that Chuck Sullivan expected to receive from ticket sales. However, the deal had nothing to do with Michael Jackson receiving a percentage of ticket sales.
The bottom line is that even the biggest music stars are not stupid enough to sign a concert deal without a minimum guarantee that, from their point-of-view, has nothing to do with a percentage of ticket sales.
This is true for virtually all entertainers except for the few that agree to take a contract for a percentage of gross receipts on a first payment basis in addition to a base salary. Usually this is done by rich and famous movie stars. For example, Sandra Bullock agreed to be paid $20 million in salary plus get 15% of box office revenues for Gravity. Together she made $70 million. And this is small compared to Keanu Reeves who reportedly earned $250 million for the three "Matrix" films or Johnny Depp reportedly making over $300 million for the "Pirates" films.
Thank you geb, for this series of detailed and informative reports. They should dispel some misconceptions of how "Jackie's business empire" is constructed, how it is conducted and where responsibilities lie. I hope those who have maintained certain personal convictions will have read them.
rickolsen: My cats are eating their gravy dinner. They will be sleeping soon. I'm going to eat a roast beef sandwich with lots of mustard because I feel like I should eat something. I like lots of mustard on my sandwich. None of that ketchup or mayo for me.
Sept 7, 2020 1:27:04 GMT -5
rickolsen: I just ate a bowl of potato soup. I'm still hungry so I'm going to eat a roast beef sandwich with lots of mustard. My cats are sleeping. I gave them gravy dinner and then they all went to sleep.
Sept 7, 2020 11:45:40 GMT -5
rickolsen: I feel good today. I just ate a roast beef sandwich. This morning when I got up I was staggering around like I was drunk. I couldn't maintain my balance. I have these spells once in a while. I don't know why. My Doctor wasn't concerned. It feels weird.
Sept 7, 2020 14:47:51 GMT -5
rickolsen: I just gave my cats some gravy dinner. They are gobbling it down. I have to go to Walmart soon and get them some more. Maybe I'll do it today. I can't run out. They like it too much. I don't want to disappoint them.
Sept 8, 2020 4:52:03 GMT -5
rickolsen: I got my cats more gravy dinner. I got more roast beef and pastrami for me and a loaf of bread. My diet is working well. I've lost about 45lbs. in the last year. My doctor says whatever I'm doing is working. I just cut out starch like potatoes.
Sept 8, 2020 11:38:10 GMT -5
rickolsen: I'm eating no bake cookies while I watch Super Bowl 42. There is no better taste combination than dark chocolate, oatmeal, and peanut butter. I really feel good today. No more dizzyness. I didn't look drunk walking into Walmart. I hate that.
Sept 8, 2020 13:23:46 GMT -5
rickolsen: Gas was only $1.87 today so I filled up my tank. Cost $7.75. I don't know why gas prices have dropped so much, but I won't complain. You have to get a break once in a while in life.
Sept 8, 2020 13:28:17 GMT -5
rickolsen: I just went to Walmart and got some cucumbers and green peppers. I think eating these things helps my diet. They are tasty and they have low calories. I'm eating green peppers now. I put salt on them. Salt makes everything taste better.
Sept 8, 2020 14:25:29 GMT -5
rickolsen: Phoenix is sleeping. Brandie and Sampson aren't sleeping yet. I took a long nap so I'll be up all night. I'm watching the 2007 divisional game between the Giants and the Cowboys. I might make a roast beef sandwich later. I'm not really hungry now.
Sept 8, 2020 22:13:11 GMT -5
rickolsen: Sampson is sleeping now. So is Brandie. I hate it when I know I should eat something and I'm just not hungry. I can't force myself to eat when I'm not hungry. Can you?
Sept 8, 2020 22:27:29 GMT -5
rickolsen: I ate a pastrami sandwich. I've never gotten pastrami and roast beef before last time, but I really like them. I'm a meat and potatoes man. I don't eat potatoes anymore because of starch, so I'm just a meat man. I could never be a vegetarian or a vegan.
Sept 8, 2020 22:42:11 GMT -5
rickolsen: I'm eating chips and salsa while I watch the divisional playoffs between the 2011 Giants vs Packers. The Giants win. I really like salsa.
Sept 8, 2020 23:40:41 GMT -5
rickolsen: I have to shut my window at night now. I don't want my furnace to kick on. My cats and I like to be warm though.
Sept 9, 2020 13:57:09 GMT -5
rickolsen: I just gave my cats some gravy dinner. It is seafood and they are gobbling it down. I feel really good today. I haven't felt dizzy for 2 days. I just ate 2 bowls of potato soup. I don't eat potatoes very often, but I like potato soup.
Sept 10, 2020 7:30:12 GMT -5
rickolsen: I just opened my livingroom window. Sampson is already in it. I have to close it at night now, but I open it during the day. My furnace hasn't kicked on yet. I don't want it to. I have covers at night now. Phoenix always sleeps with me. She likes covers.
Sept 10, 2020 7:34:11 GMT -5
rickolsen: After I gave my cats some gravy dinner they all went to sleep. They are sleeping now. I'm eating green peppers while I watch football. I really like green peppers. I put a little salt on them. Earlier I said salt makes everything taste better. It doesn't.
Sept 10, 2020 10:18:52 GMT -5
rickolsen: You wouldn't put salt on your chocolate pudding or chocolate cake. But salt does make most regular food like meat and veggies taste better.
Sept 10, 2020 10:20:08 GMT -5
rickolsen: My cats and I are well. Phoenix and Brandie are sleeping, but Sampson isn't. I just went to Walmart and got some more sandwich meat, roast beef and pastrami. I like to eat it without bread. I'm not supposed to eat bread.
Sept 11, 2020 16:48:36 GMT -5