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What the Supreme Court Decision on Sales Tax Means for You
Similar to outsourcing fulfillment, today’s podcast guest says for many entrepreneurs, it may be best to outsource the collection, management and disbursement of sales taxes with the new Economic Nexus ruling by the Supreme Court.
In this podcast, first we cover what the decision means to online entrepreneurs, and how it will impact the average business. For some no action needs to be taken. For others a lot of action must be taken. And ignoring the details is not really an option.
Sometimes the least interesting subjects and work as an entrepreneur bring the most value. Well-managed financials are one such thing. Held within the broad “financials” umbrella is now sales taxes. While the answer to the questions, “should I collect” used to be grey. Everything is fairly black and white now. And the subject is never going away.
- Don’t geek out on Sales Taxes. Outsource it. See SALT experts below.
- If you have Nexus it means you have an obligation to potentially register and collect sales taxes or income taxes in a given state.
- Physical Nexus is where you are, where your business is, where you are storing inventory or where Amazon is storing it.
- Economic Nexus is the change with the Supreme Court decision. The states could define other ways to define Nexus. For instance either $100,000 in sales or 200 transaction in the last 12 months – and you could be required to collect sales taxes on those revenues that occured within their state…regardless of Physical Nexus.
- Economic Nexus takes effect immediately for the 24 states that already have them on the books. (Links below will lead to finding the 24 states)
- Notice and Reporting are other ways to determine Nexus. It’s really confusing!
- You MUST register to collect sales taxes. If you collect and do not remit, it is CRIMINAL.
- Hire an expert to register to collect sales taxes. There are 45 states that require it.
- Only register where you have to if you are a small seller. But if you are doing 10-20 million in revenue, “suck it up” and register everywhere.
- SALT experts can handle almost everything for you. See notes and links below. SALT is an acronym for Sales and Local Tax Experts
- Use www.WhereStock.com to determine where Amazon is holding your inventory. Seel link below.
- Taxjar is a good option if you wish to take on managing this yourself.
- Scott & his outsourced accounting team at Catching Clouds use Taxify (but recommend both options)
- The Supreme Court Decision may not increase a buyer’s liability in an asset sale.
Joe: So Mark Jason got an e-mail this week and he had a question and it was “What makes Quiet Light different?” And Jason gave it an interesting answer and I want your feedback on it. It says “Well the formal answer is that we’re all entrepreneurs but that’s not really it. The difference is that Mark … you Mark Daoust is one of the best human beings on earth and that permeates everything we do. As a result, he attracts good people that are always doing good work with the best interest of others even if it’s painful for the broker we ignore our own incentive to do what’s right.” Did you pay him to say that?
Mark: Yeah … well, I’m not going to say exactly how much but he got paid for that. I think it’s a little over the top. I mean really.
Joe: But he didn’t write that down. He said it to someone and someone wrote it down and shared it with me. And I … look I shared this to put you on the spot. You look by the way very much like an internet entrepreneur today. You’ve got a t-shirt with some ducks on it, a little duck, duck going on there.
Mark: Duck, duck, gray duck. I’m from Minnesota and I [inaudible 00:01:53.2] I’m going to put this out there, it’s a more sophisticated game. All you parents out there stop this duck, duck, goose crap. It’s all duck, duck, gray duck; that’s what we’re doing here.
Joe: Don’t know if we have time to go into what the heck you’re talking about with duck, duck, gray duck. Well just … I thought you were going into hockey or something like that. I wanted to touch on one more thing you know Jason talks about that and you and the environment that you’ve created here and the caliber of entrepreneurs and advisors that you brought on. I listened to a podcast last night with Chuck Mullets and for those that are the buyers in the audience today, if you have not listened to the 27 tools for due diligence I think it was, listen to it. Because some of the tools in there were just amazing and I’ve been doing this for a long time and I haven’t heard of any of them. I have to take my hat off to Chuck and give him some compliments for the job that he did there. I was really really impressed. He’s a … I’ll say it, he’s a lot smarter than I thought he was.
Mark: Ah, you know the bar was pretty low, to begin with.
Joe: But I want to just raise myself up a little bit and show you something.
Mark: What’s that?
Joe: I have on-
Mark: Oh you have on Chuck’s shirt that he made for you.
Joe: I have my Quiet Light logo shirt on. So there you go.
Mark: While I’m wearing ducks.
Joe: Oh I didn’t shade you there. Okay, listen this podcast is about something that’s really important. It’s about the Supreme Court decision to change the way that sales taxes are to be collected. Let’s not get into details, let me just tell you that we had Scott Scharf on again. We specifically talked about the problem and the solution. What does this mean to e-commerce entrepreneurs and how do you solve it? I can tell you right now when you get three quarters of the way through the solution is … if you are up for it just like you outsource your fulfillment to a 3PL you can outsource your sales tax collection and distribution and management. And if it were me that would be my recommendation but it’s absolutely there and you don’t have to deal with all that little detail and there’s a lot of it.
Mark: Yeah and I like to say a word to people that share a person holiday with me, and when I read and hear about some of these red tape sort of restrictions that are coming down, I have a tendency to plug my years and go la-la-la-la I don’t want to hear it.
Mark: I like the days of the free open web when it was just easy to do things. But the fact of the matter remains this is the direction we’re going.
Mark: Restrictions, regulations are going to come into play more and more frequently and these aren’t necessarily bad things we just needed to understand how to navigate them. And so an episode like this is timely, I’m glad that you got Scott on the line to do this episode because this is the [inaudible 00:04:34.0] time the episode given that this decision just came down a few weeks ago.
Joe: Yeah some of the things that we talk about here on the Quiet Light Podcast are painful as entrepreneurs. Particularly those that don’t love this detail, they love the excitement of driving revenue and the marketing aspect of it. These painful things when you pay attention to them will make your business more valuable if and when you ever decide to sell. So again listen to the whole thing. Get through it, he talks about it in detail point by point. But I try to keep him on track so it’s not … he doesn’t geek out too much. Scott loves this stuff.
Mark: Scott? Never.
Joe: He calls it geeking out himself. So we try to get on track to … okay how do … how does a guy like me, how does a guy like Mark, like an entrepreneur listening, how do they overcome this giant massive ball of red tape? And really, I think the answer is, outsource it. And we’re going to give all of the ability to do that down there in the show notes.
Mark: Sounds great.
Joe: Let’s go to it.
Joe: Hey folks it’s Joe from Quiet Light Brokerage and today I’ve got Scott Scharf on the line with me from Catching Clouds. And we’re going to talk about the Supreme Court decision that’s come down regards to sales taxes, define what the problem is, and then give you a solution to it in the second half of the podcast. Scott welcome … welcome back actually right?
Scott: Yeah it’s great to be back.
Joe: All right so you know we don’t do fancy introductions. Tell these folks who you are and what you do at Catching Clouds so they understand what level of expert you are here.
Scott: Yeah at Catching Clouds we’re e-commerce accountants who are really experts in the accounting e-commerce businesses and of course sales tax management; which is why we can talk about this topic. We’ve been doing this for the last seven years and we love solving problems for e-commerce, sellers, anybody that we interact with it. And this Quill decision is definitely one of those things.
Joe: Quill decision, that it that’s the name of it? Q-U-I-L-L.
Scott: Well, yeah so Quill was a decision from what 26 years ago that the Supreme Court overturned their own finding that really delimited what states could do to go collect sales tax from small businesses that are selling across state lines.
Joe: Good. Okay, so they overturned it. So, folks, you heard Scott say that they’re e-commerce accountants and I just want to reiterate … and you know my little soapbox here. E-commerce accounting, accounting, good financials, clean documentations, it’s one of the four pillars to get maximum value for your business. So if you’re using anything other than Xero or QuickBooks seriously consider talking to Scott if you want to get maximum value for your business. Because Excel spreadsheets for a 20 million dollar company or if you’re doing a half a million in revenue doesn’t matter, you’re going to lose value in the sale of your business if and when some day you decide to sell. So there’s my little pitch, definitely-
Scott: [inaudible 00:07:24.7]
Joe: these services. Okay so if I understand this correctly this is no longer physical nexus which I think everybody that’s listening knows the definition of it; what it means. Is economic nexus, can you tell us what the heck that means for these folks?
Scott: Yeah so actually physical nexus still applies so it’s not that they got rid of physical nexus it’s just not the only consideration deciding if you have [inaudible 00:07:52.0] of fancy.
Joe: So let’s say what physical nexus is anyway then, go ahead.
Scott: Okay. Well, physical nexus … well, first nexus is if you cross a threshold and you have nexus based on some parameters means you have an obligation to potentially register and collect sales tax or income tax or other things in a given state. So if you don’t have nexus you don’t have to do these things. Okay, that’s the first part. So there are different types of nexus, the first one is physical. It’s been around for quite a while. It’s where you are, your business is, your business is founded, you have employees, you have property. Okay for an e-commerce business, it’s wherever you’re storing your inventory. If it’s at a 3PL on either coast you have a nexus where you’re storing your inventory. If you’re an Amazon FBA seller, when you send inventory to three or five warehouses they’ll move it to up to 26 states that’s your inventory and it creates nexus. There are a few other ones out there but from a physical perspective … I’ve been around for a while, there’s like affiliates and other things. But the main thing it’s where you are and your property is.
Joe: Physical nexus, okay. And now we’ve got economic nexus, what is that?
Scott: So economic nexus what states have determined and the brakes were taken off with the Supreme Court decision that they could define other ways to determine nexus to basically either require your business to do reporting and other function or register and collect sales tax in those states. So what they’ve done is said hey if you’re doing over typically in the standard is based on the Supreme Court decision $100,000 in sales or actually more importantly 200 transactions either in the last calendar year or in the prior 12 months and that would mean that they’re expecting you if you’re a larger business to register and collect sales tax from there … of any consumers buying products you’re shipping to into that state.
Joe: How many transactions do you say? It was 200?
Joe: So if it’s a $20 sale it’s only what 1,000?
Scott: $1,000. So $100,000 people see the $100,000 and think that oh God there’s no way I didn’t know you’d do $100,000 in any states last year, but it’s totally based on your average. So if you take your average sale price and multiply it times 200, if you’ve done more than that revenue in any states that have these laws you’re over that threshold.
Joe: Okay so economic nexus passed by the Supreme Court, when does it take effect is it immediate or is there-?
Scott: It’s immediate for the roughly 23, 24 states that already had these laws on the books. And the only thing that was holding them back were these court cases that were just … was decided a week and a half ago.
Joe: Okay so there’s 24 states, not all 45 that collects sales taxes but that is 24 of them. And for folks listening, we will add a list of those 24 states but there’ll be a lot of resources in the show notes that we’ll give you that through their software as well.
Scott: Well and it’s not just economic nexus, you have to remember there’s now notice in reporting states that aren’t doing economic nexuses but have set thresholds for doing notice and reporting. They’re basically two different new ways of determining nexus and they’re both in effect now and there are other states that have them starting later this year and more. So it’s multiple ways of nexus that might impact your business.
Joe: Okay so I’m just going to say a few years ago I did a presentation at Rhodium Weekend all about e-commerce selling and part of it was sales tax collection accounting. So I wanted to say to Yana if you’re listening I was right. She came after me after that now that’s never going to happen. It’s right. So really just don’t even worry about the 24 states I think physical nexus, economic … basically get prepared to collect and remit sales taxes everywhere and use a special service that can allow you to do that. First though … and we’ll get to that but first do you have to register to collect sales taxes?
Scott: Yes. You have to if you are not registered you don’t have a license and a number from the state, it’s criminal to collect sales tax and not remit it and not have a license. It’s also criminal to collect sales … have a license to collect sales tax and not give it to those state. Those two things have additional penalties and they’ll come after the business owner’s criminally. So you need to have a license before you start collecting sales tax and then once you start collecting sales tax you have to give it back to the state either monthly, quarterly or annually; whatever they say.
Joe: Okay just to clarify, you used the word criminally three times. That’s a little scary.
Scott: Well it’s … but unfortunately both Amazon and Shopify and these other sites, I mean literally there’s a button in Shopify that you can click that says collect sales tax in all states. And it’s easy to start collecting sales tax in the 45 states that have sales tax. So technically it’s very easy to hit these buttons and not realize and you just want to be careful. And in difference between criminal is there’s additional by jail. Everything else related to sales tax is expense and cost which is more likely to happen but maybe not as painful but can be pretty painful based on penalties and interest and other things.
Joe: Right. Okay, so first and foremost let’s just define and answer this simple basic question that some folks have been asking, does this mean … and I know the answer to this thus do you, does this mean quote unquote I have to start collecting sales taxes? The answer is yes. The answer is you should have been collecting them before, you had to before. Correctly?
Scott: Well correct, if you have physical nexus that goes back in time. Okay, most of these economic nexus laws are new. And the way they’re currently written is if you pass the threshold then the expectation is you register and start collecting sales tax going forward. So there’s going to be nuances and changes but in general, if you exceed most of these thresholds for economic nexus or notice in reporting basically the expectation is you go out, you register now, and you start collecting forward. And there’s no … depending on the state but for most states, there’s no real risk of you owing money or have not done whatever in the past, you can go forward. But when you have physical nexus because of Amazon FBA or a 3PL then you need to consider if you register and collect going forward where you still have a risk of any previous outstanding liability which I know within a sale you’re very aware of to make sure you know both the seller and the buyer are aware of any business liabilities or do you go back in time and pay anything that you didn’t collect in the past; which isn’t fun. Collecting sales tax or paying in sales tax you didn’t collect from the consumer on each individual sale.
Joe: Yeah because that’s directly coming out of your profits now instead of collecting and just passing it through.
Joe: Okay, so let’s jump to making this easy for people that are listening. The bottom line is that they need to start collecting sales taxes and remitting them. Obviously, get registered to collect sales taxes. There’re software out there that does this right? Because you’re talking about you need to do this, you need to do that, and for me as a former physical products e-commerce seller, my eyes would roll into the back of my head, I would [inaudible 00:15:15.0] more and I’d never wake up again. Can’t … Can I just pay somebody to do this for me and if yes what are the options and how much would it cost me annually or monthly?
Scott: Well the first part, so you don’t pull out your own hair, is there are multiple services out there that will help you with the registrations and register you in multiple states because it will drive you crazy. Every state is a little bit different. On average I’ll pay about $100 per registration plus $20 to $50 in registration fee for some states, that’s the first piece. So if you’ve decided to register in two, five, ten, whatever number of states you need to get registered first and I suggest … it’ll just drive you crazy, is would be to get registered and there are a number of services out there that can do that for you.
Joe: Okay and we’ll put those in the show notes but why Scott only five or ten whatever you decide to get registered? And why wouldn’t you register for every state that requires you to collect sales taxes? I guess maybe because you never sell any … somebody in the state of-
Scott: So one it’s just that overhead in the cost of doing business. So the first thing there are 45 states that have a sales tax and we are all heading sometime … I would have said three to five plus years that we’re going to collect sales tax on every e-commerce sale, it’s now probably two to four years or two to three years. It’s going to happen a lot faster but there is a cost even on the low cost tool or outsourcing it … and I’ll talk about some of those numbers in a minute, but you really only at this point want to register for sales tax where you have to. You shouldn’t have to if … now if you’re already a 20 or 30 million dollars e-commerce business just suck it up and go to all 45.
Scott: Anybody else below there, you’re paying more money for compliance and tools and registrations. And in some of these states when you register for sales tax nexus you are in some ways volunteering to pay income tax. Potentially depending on the state and the situation; minimum franchise tax like in California which is $800 a year, and then additional fees, and not only the sales tax cost but paying a CPA to file and deal with franchise tax returns and income tax returns. So you want to as a small business or even a medium sized business minimize that overhead and only do this in the states you need to but you definitely want to start the big states where the population are. California, Florida, Texas, and those other bigger ones is the basics to get that going but you would want an easier way in. So figure it out for the first batch that you’re doing and then do another batch and another batch. So you just can’t stop your whole business to do sales tax and you just have to balance those things out. But at the same time, you don’t want to show this huge [inaudible 00:17:52.3] selling and talking to Quiet Light. This huge compliance overhead and its overkill and it’s going impact your own profitability and the money you’re taking out of the business. So just want to find a balanced approach as you get there.
Joe: How do you determine that? Is there a tool or process inside of Shopify or if you’re an Amazon Seller that tells you that you know what sales you have by state?
Scott: Yeah so there are two … for sales price there’s a couple of ways to do it. So the first if you’re an Amazon FBA seller there’s a great tool called wherestock.com you pay him $30 and they’ll log in … we’ll get you the link, and they’ll connect your Amazon site and they’ll … it’ll take them about a day and they’ll give you a report showing you all the warehouses where you have inventory and when it started. How far back in time if you had inventory in the Michigan warehouse and if you go through that list and you don’t see North Carolina or some states because of the type of your products it’ll tell you, you might have had or five of these main states that you’ve never had inventory in and you don’t have nexus there; which is great news. The next piece is really a matter of downloading all of your orders out of Shopify for the previous 12 months or the last year and then just pivoting the data or doing a total if you know how in Excel to show you your sales; both the number of sales in each state and the total dollar volume in each state. So you want to know your own numbers and any that you’re over $100,000 in sales or unfortunately $10,000 in Washington State, Pennsylvania, and Oklahoma starting on Sunday I think. I think it just started Sunday. I think it was July first and it’s happened right before it. Those are $10,000 in sales which is really low, everybody else is 100,000. So that’ll … you’ll go through those states and add up the ones that you have, look at the ones that you have the most amount of sales and income in and start with those. You want to know your own numbers and work through your own list. The other option is and I can provide a link to our tax calculator that we have in there … bunch of other people putting them out there that basically take your average sale amount enter it and it will total all those things up. But those are the two things; one, all of your income across all of your sales and then this Amazon wherestock report to let you know what’s going on in FBA and that’ll be in your information and then you just build a list and you work your way through your own priorities on how many you want to do; all at once or a few at a time.
Joe: Okay so just to dumb it down a little bit. If you’re doing 20, 30 million dollars just suck it up and do all 45 states. But if you’re doing maybe just a million dollars in revenue, which is fantastic, do this report because you don’t want to have to register in 23 states that instead of all 45 if you don’t have to.
Joe: Someone else talked about it in this way. I mean that registration alone is going to cost you $100 to $150 so maybe $3,000 or so for 23 states that you don’t have to register in. But if you’re only doing $1,000, $2,000, $3,000 in revenue in the state of Montana it doesn’t make any sense to register because a. you’re not going to hit that threshold and b. realistically Scott is if someone in the state of Montana that works in-
Scott: Montana is a bad example they’re not on sales tax.
Scott: So pick one of the few states that doesn’t have one but Nevada or however else-
Joe: How about Maine?
Scott: So it’s always a risk man, your question is so should you or not you … are you going to, can you fly under the radar-
Scott: Are they going to find you tomorrow and what’s going on? So it’s a risk management decision between the cost of compliance to your business versus the overhead and the cost of compliance and then the chance of being caught. There are four million Amazon sellers, there’s between five and ten million businesses doing e-commerce these days. The states just had their handcuffs taken off and they’re all going to go woohoo let’s go get this money from out of state sellers. It’s going to take them a while to ramp up and the chances of getting caught are very very low and they have been low and they’re still very very low okay? But there isn’t really no ambiguity now; there’s no more well, maybe, or there’s this court case, or whatever else.
Scott: So until now and whenever possibly the Congress does something or more lawsuits happen which take time this is the way things are today and you just have to make that decision of a risk management. So you never want to mess around with the IRS when it comes to payroll taxes or W-9s and contractors but for sales tax, you’re going to have to balance those out. But the chance of being audited or being notified by the state is significantly higher than it’s ever been in the past.
Joe: Okay let’s talk about the services that are out there; as in the software or services that you recommend for listeners just … you can do your download calculator that I’m going to provide in the show notes to determine the revenue by state and things of that nature to decide where they want to register. But what softwares or service programs do you recommend that folks check out that you have seen people use consistently that make this a whole lot easier?
Scott: Yeah for people doing it themselves I would start with TaxJar it’s by far the easiest to use most straightforward they … not only do they pull in all the data but they process the filing for sales tax and the payments in all 50 states. It’s both the easiest and I, from what I’ve seen the lowest cost. They’re a great tool. They have a great blog and a ton of information and support and it’s the best way to do it yourself. The next one that’s a little more powerful-
Joe: Hold on a second.
Joe: In terms of a TaxJar thorough cost ballpark if someone’s to put in all the states what would the overall cost be to … and do they do registration or just compliance?
Scott: Okay so TaxJar does not do registrations.
Scott: It’s only the sales tax data aggregation to pull it all together from channels. Pull everything together. One note is if you have sales that are outside of Amazon, Shopify, or BigCommerce you have to import that data into TaxJar so that you have the complete thing. From all the sales so your filings are accurate. But in general, you’re going to pay a monthly fee between I think 29 and up to 500 depending on the number of sales. Whether it’s a thousand per month, 5,000 you know … in larger apps you’re going to pay a base monthly fee no matter what; totally reasonable wherever your SaaS thing. And then you’re going to pay a per-filing transaction. So if you’re paying filing quarterly you’re going to pay four times somewhere between $21 and $30 per filing. I don’t have their pricing memorized.
Scott: So if you’re filing quarterly your costs are going to be lower. If you’re filing annually it’s going to be these monthly fees. So if you’re a smaller seller the pricing can work out to be fairly affordable. They also have kind of an unlimited filing piece so if you get over a certain level … and I haven’t done the math whether it’s 20 states or 30 states but there’s a certain point where you can pay it for kind of an unlimited plan and get to a max price. I think that’s in the 4 to $6,000 for the year kind of total. But you can using that tool max that out and really lock that compliance cost in. Not counting your time making sure it’s being done right. Importing data, dealing with notices, and just making … keeping an eye on it, it’s not a set and forget process.
Joe: So, on the high side it sounds like maybe $500 a month and your maxing out the services there, on the low side $29 a month so it all depends upon the size of the seller and how much you do. Okay, you are about to mention another-
Scott: So the next one I would say is Taxify and that’s what we use because we’re doing hundreds and hundreds and hundreds of returns every month. It’s a little more powerful in certain ways. They have integrations. It can handle a wider range of different businesses and there’s … it’s just they’re really kind of head to head but for DIY most people go with TaxJar just because it’s easier to use. TaxJar is more powerful if you have a more complex business. You might want to consider it or compare the two. Pricing is pretty similar between those two and-
Joe: Those using TaxJar you said TaxJar, not Taxify.
Scott: No we’re using Taxify. We are using Taxify. Our accounting practice for us to file we use Taxify but I’ve known the TaxJar guys for six years now and they really do have a great solution. And any of our stuff we talk about those two is really the primary ones to consider third one is-
Joe: Hold on I want to just interrupt again sorry. On this option, you’re saying you already use it which means that with your accounting services for sellers of a certain size I assume, the collection, the management, and remittance of the sales taxes are part of your services as well.
Joe: So I don’t have to learn the software, I can hire you guys to do it.
Scott: Well and I’ll talk about some other … outsourcing is absolutely a viable, just like you outsource fulfillment to a 3PL or to Amazon FBA, sales tax is something you don’t want to geek out on. I’ve done it for the last six years, it drives me crazy but I geek out on it. It just … it will distract you from listing products and buying products and designing new products and all the front end stuff to generate more income. That is absolutely something you want to … you might like that we look at here’s how you do it yourself and you should understand anything you outsource but we do that. We offer the service but we also do notice management. The states send all kinds of notices. Even if you pay on time they’ll send you a notice but if you don’t respond to the notice they’ll fine you for not responding to the notice. So there’s more to it than just a set and forget tools. These tools are phenomenal as they deal with the complexity. Because every return is different, they have 50 different fields. They really aggregate the data and reduce the complexity of filing and paying which is awesome which is why we use automation. But then there’s there is more to it.
Joe: Okay, you’re about to mention a third option for folks.
Scott: Yeah third option is Avalara TrustFile. Now if you really are already a 20 or 30 … so Avalara has two products, they have a smaller and a lower end one which I don’t think is as powerful as TaxJar or Taxify called TrustFile which you can use. They’ve cleaned up their pricing but it’s still a little confusing but they’re a viable tool. If you’re already let’s say five or really 10 million and you’re doing more than just e-commerce you can consider Avalara AvaTax which is their higher end tool which will give you more control automated. If you have an accounting department it is definitely a tool you would consider. Quite a few CPA’s and accountants use AvaTax as well to do more complex larger sales tax across multiple businesses. So those are really the key players, there are other smaller players out there but those are really the key players that are really focused and understand what’s going on out there.
Joe: Okay. I was listening to your better half Patti on your YouTube channel. She does a great job, by the way, great Q and A’s there. I think she mentioned SALT experts and what they do and what not. Can you define what a SALT expert is and why someone listening might want to consult with one of them?
Scott: Absolutely so a SALT; Sales And Local Tax expert, these are people that will do one, they can do a nexus study which tells you where you have nexus and it’ll tell you whether your products are taxable or not, are they a food, are they a candy, do they have flour in them, are they clothing or … they can go look at all that. You can all interpret what the states say but these are people that do it all the time and will contact the state anonymously or you. The next thing they will do is what’s called a voluntary disclosure agreement. If you owe a state tens of thousands of dollars of back tax and you want to come clean because you want to clear out your liability to sell your business and just make sure everything’s done right, they’ll go to the states anonymously and say I have this seller and they’ll represent you. And in some cases get penalties, sometimes interests, and can potentially get a payment plan if you’re cleaning up historical sales tax. And you want that person representing you a SALT expert, not your CPA. Unless they’ve done it multiple times in their own state you really want to talk to someone that’s an expert. They’re the people you want to call if you’re audited to represent you and help you get through an audit. So those are the unique things we haven’t talked about but the main thing is you can outsource your sales tax compliance to them. They will do the registrations and most in almost every case they will set things up. Most of them are very technical … in our case we at Catching Clouds we’re really great at setting up Shopify to collect sales tax right and Amazon and eBay and in the more technical configurations. So we’re very technical accountancy but they will help advise you on those things. They’re all over it. They talk to me about the technical stuff, we’re really good friends. It’s a great community. I’ll try to just solve this for sellers but then you can pay them a monthly fee or a per-state fee to take care of the data collection which you have to give them. The filing, the payments, notices, and kind of provide a complete service to outsource your sales tax. You can go to one person, pay them to take care all of your sales tax that’s going on and advise you and then they’re the ones that are keeping tabs on all the changes that happen every week; every month if that’s the route you want to go. Which is a good way to go, in general, I’ll give you a safe number, you really want to budget at least $50 per state per month. So you’re looking at between $600 and $1,000 per year for this to not be an issue to worry about but you need to budget the right amount. Plus you want to have that same space because everyone’s … Arizona’s awful that they’ll come back the second year and hit you with hundreds of dollars additional fees per county and everything else that you didn’t count on and you can’t get around and they’ll deal with these random issues.
Joe: Okay, great. I have a list of those from your website for those listening again in the show notes SALT experts will be available. Sounds like a one stop shopping place to go and just outsource all of this. Of course, some people that want to do the work themselves will have those calculators that you talked about there as well Scott and the links to the Taxify and TaxJar and Avalara. A couple of quick questions before we wrap this up, and maybe they’re not quick questions but historically when someone sells their website … their physical e-commerce business in this case, the question of liability for past sales taxes that should have collected is really really gray, right?
Scott: Yeah it is.
Joe: And only once for those listening how do you solve that problem as a buyer? In most cases, most buyers don’t worry about it. They really never have and these are people that are a lot smarter than you and I combined. They don’t worry about it; pretty high level folks. In one case I had and think about this as a seller, I had someone that it was … the business sale total value was around $758,000 but they did the math and they said look in the 24 months that you’ve been around you should have collected X amount of sales taxes and let’s call it $50,000 in that purchase price, in that $750,000 in the asset purchase agreement $50,000 was set aside in Escrow for potential sales tax liability purposes. And when the buyer went out to register to get their sales tax in the state of California, Texas, whatever if that state said yes, of course, we’ll register you but we know that you owe us from this brand, you didn’t own the company but from this brand you owe us $17,000 then that money would have come out of that 50,000. For the record, the buyer was able to register in all the states that he wanted to register and not a single state said okay great but you owe us money hence all 50,000 was released. How does this Supreme Court decision in economic nexus change that liability moving forward for the buyers of these businesses?
Scott: I don’t think it … I think it only increases the chance of the state contacting you and having to either answer the questions or go through an audit and all of these things are moot until you’re actually audited. And you’re at that point where you’re dealing with an auditor and then then they ask for historical records and financials and everything else. Up until then, it’s not really an issue. Unfortunately, though it’s the decision of that state; are they going to hold the new business and whoever bought that Amazon seller account? They want to attach the liability to the Amazon account where it was being sold that you buy a continuing Amazon account which is what most people do or is it tied to the prior business and the business owner? The people selling you need to be concerned when you get that big chat to set some of this money aside if the states come after you historically because if you’ve spent it all, it really … in most cases tends to tie to the original business owner of the business. So I would say that there’s … it’s really if you’re buying [inaudible 00:34:44.4] sale you have to be worried about it more than anything else. If it’s an asset sale you’re buying this asset, starting a new business, you’ve got to register fresh and move forward. There’s a small risk but only after you’ve been audited. So it’s just a couple of nuances there.
Joe: So very very small risk and only after you’re audited and the odds of being audited again, incredibly small.
Joe: Okay. Let’s talk about those out there that are wholesaling. They’re buying products and wholesaling them, they don’t have to collect these sales taxes is that correct?
Scott: They don’t but you have to follow the rules. The first is and what really does this finding really change is instead of collecting tax exemptions certificates; so for every B2B sale you have to get a tax exemption certificate and it’s not just a picture of the sales tax license on the wall of someone’s cell phone. You have to have something that has your business name on the top that other companies who you sold it to their tax licenses whether it’s one state or multiple states. And it doesn’t matter which states they are and an owner or a business manager an approved person of that company signing at the bottom saying they’re responsible for the sales tax. Okay?
Joe: Is it on a form? Is it an official form that they would fill out?
Scott: There’s a form per state and there’s a great multi-state form. I can get you all of the links and if you want to have a process that you have them and keep in mind that they pretty … a lot of them expire every year. So you want to have all of these forms from your five or 10 or 50 or 500 B2B customers on file. And if you get audited by any given state then you need … then you have these to say hey I didn’t have to collect sales tax but if you don’t have the forms or they’re expired or you’re missing them that … then they can say all of that was taxable and you owe the sales tax. Even if the other company sold it and collected sales tax they can double dip and come after the information. What this decision really changed was two things related to B2B sellers. But first, as most people tend to collect tax exemption certificates for their own states where they’re filing where they would expect their own business to get audited. Now that it’s kind of every state can look at all this information, B2B sellers should start collecting tax exemption certificates on every sale. And if you have your top five or ten B2B customers, go back and get them from those ones and … to make sure you’ve got this filed. And then just set it aside in case you’re audited. The second big impact of this for B2B sellers is now your B2B sales, number of transactions, and dollars volume count towards these economic nexus thresholds. It’s all of your sales. It’s your B2C sales and B2B. And even if you’re 100% B2B and you have no tax you’re still going to cross this threshold. And the states are still going to expect you to file a return. And it is going to cost you the same amount in compliance for you as it does. Even if you give them no money like every number is zero.
Joe: That’s really important for people that are doing both B2C and B2B. I was thinking just wholesale B2B but we have a lot of clients that they’ll sell to let’s say for instance chewy.com they’re selling their own website but they wholesale to Chewy. They need to pay attention to this stuff as well. That’s great information.
Scott: It’s all of their sales. It combines both and it’s looking at all of your sales. Because what the really the states are doing and all these laws are meant to do is to get to the point where every transaction is taxed and they get a sales tax from every sale. That’s what they’re trying to do so pretty much most of the pain goes away if you register and collect in a state. You don’t have to worry about different fines and fees or other unknowns, you can start defining your cost of compliance but that’s really where we’re going.
Joe: Okay. Do you think this Supreme Court decision is good or bad? Overall for the individual states that are going to be applied this collect and collect is what I’m saying.
Scott: I think it’s bad for e-commerce sellers. I really do. The compliance costs just went from an unknown maybe I can avoid them to … and we’re heading that way so I think it’s bad for e-commerce sellers. Of course, it is great for the state bureaucracies that are going to go out and collect a bunch of money from other states until something else changes to back it down. I think it’s going to increase the risk for smaller sellers and even mid-range sellers of having more unknown’s that could impact your business. From us, as consumers, we’re really getting to the point as a company … a country since we’re so consumer based, it’s all about products and services and things along those lines that we’re really heading to the point where we’re going to pay a sales tax on everything. It’s just that the cost and the complexity and potential risks to all small businesses, not just e-commerce businesses, anybody that has a product and ships it out of state or does anything else now has to be concerned about that much more in running a business that you know e-commerce businesses are 24/7, running really fast, the rules are constantly changing, you just didn’t need this additional in my opinion large overhead of cost of doing business to really impact them.
Joe: Right at the end of the day hopefully it would be great for states and the roads and highways and schools in the state in which you live. But for now, it’s a major complexity that you as an e-commerce owner have to deal with. Scott, as always you’re fantastic. These details are great … for me personally they’re overwhelming many times but that’s the point of the show notes and simplifying it and really … perhaps hiring that SALT expert to do the vast majority of this work for those listening that choose to go that route. Scott before we depart any last thoughts or recommendations for people that are listening; both buyers and sellers?
Scott: Yeah. Just take a deep breath plan out time once a month or a quarter to focus in on this. Add up your numbers, decide your risk tolerance, and then move on. And then don’t worry about it for that month or quarter. And then when you decide to do it, think about what it is you’re doing and make a decision and move on. You don’t have to stop all your business or sales or everything else. Just take a practical approach. This is one more thing that has to be on your regular process; like checking your insurance or other things that you’re validating. And just keep moving; keep selling and growing. Balance the risk and then just move on.
Joe: That’s great thanks, Scott. As always appreciate it look forward to seeing you at the next event and hopefully lots of folks will reach out to you here. And be at peace of mind here with what you’ve shared. Thanks so much, Scott.
Scott: Well, thank you.
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