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Community Bank to acquire Northeast Retirement Services for $140 million
DeWITT, N.Y. — Community Bank System, Inc. (NYSE: CBU) today it announced it will acquire Northeast Retirement Services, Inc. (NRS) — a privately held, Woburn,

Schumer: Change in federal-funding formula hurts rural hospitals in upstate New York
LOWVILLE, N.Y. — U.S. Senator Charles Schumer (D–N.Y.) on Friday said he’d fight attempts to “claw back critical” federal funds that allow small hospitals, such

Syracuse falls out of college basketball polls
SYRACUSE, N.Y. — The Syracuse Orange men’s basketball team has dropped out of the latest top 25 college basketball polls following its road loss to

SUNY Oswego, OCC to offer education-information session on Tuesday
SYRACUSE, N.Y. — SUNY Oswego and Onondaga Community College (OCC) will hold an information session on Tuesday from 5 to 7 p.m. at the SUNY
Labor-law attorney reacts to court ruling blocking new federal overtime rule
Area employers who had prepared for a new overtime rule to take affect on Dec. 1 are readjusting after a Nov. 22 federal court ruling that prevented the new rule from taking effect. A judge on the U.S. District Court for the Eastern District of Texas issued a nationwide preliminary injunction preventing the U.S. Department
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Area employers who had prepared for a new overtime rule to take affect on Dec. 1 are readjusting after a Nov. 22 federal court ruling that prevented the new rule from taking effect.
A judge on the U.S. District Court for the Eastern District of Texas issued a nationwide preliminary injunction preventing the U.S. Department of Labor from implementing and enforcing the new overtime rule.
Business groups and several states had filed lawsuits challenging the new overtime rule, seeking to delay or prevent its implementation.
The new rule would have doubled the minimum salary level to $47,476 per year, or $913 per week, for employees classified under the white-collar exemptions for overtime pay.
White-collar exemptions are those applicable to executive, administrative, and professional positions.
“That is a minimum salary threshold that an employee must earn in order to qualify for one of the white-collar exemptions … under the Fair Labor Standards Act,” says Christian Jones, labor-law attorney with Syracuse–based law firm Mackenzie Hughes, LLP.
Those positions are exemptions to the federal requirement under the Fair Labor Standards Act that any hours worked beyond the standard 40 hours per week are entitled to overtime pay equal to time-and-a half an employee’s regular rate.
To qualify as exempt and not eligible for overtime pay, the positions have to meet certain requirements pertaining to job duties and salary level, according to Jones.
Deciding
Prior to the Nov. 22 court ruling, employers had to make a decision, figuring the overtime rules would begin on Dec. 1.
Some either raised salaries to meet the minimum threshold or indicated to the affected employees that their salaries would increase.
In those cases, the ruling may be too late, Jones noted, considering the administrative process involved and that it just might not be practical.
“It’s difficult to walk back a promised raise,” says Jones.
For those employers who had decided to reclassify exempt employees with salaries below the threshold to nonexempt and pay overtime, this ruling does allow companies to eliminate the reclassification.
“That’s an easier scenario to walk back. It doesn’t mean they’re required to,” says Jones.
Moving forward
Before scrapping the reclassification, Jones says affected employers should be aware that the U.S. Department of Labor could appeal the ruling to the Fifth Circuit Court of Appeals in New Orleans.
If the Court of Appeals reverses the decision, it could generate a legal issue, according to Jones.
It would have to be determined if those employers who were not in compliance on Dec. 1 bear any liability for overtime pay between the Dec. 1, 2016 effective date and the date the Court of Appeals issues its decision, he noted.
Another factor for employers to consider is what impact the upcoming Trump Administration will have on this matter.
It is possible, according to Jones, that Congress may pass legislation blocking the rule entirely, delaying its implementation, staggering the wage increases over time, or setting a lower wage threshold.
Jones figures President Obama would veto any such legislation, while President-elect Trump could sign it, should such legislation reach his desk.
“There is … quite a bit of uncertainty at this stage of the game as to where this will end up,” he says.
Contact Reinhardt at ereinhardt@cnybj.com

Excellus to offer telemedicine option in health plans
DeWITT — Excellus BlueCross BlueShield on Nov. 29 announced it will offer a telemedicine option to all privately insured and Medicare Advantage members in 2017. Excellus will use MDLIVE as its telemedicine platform beginning Jan. 1, 2017, the health insurer said in a news release. Rochester–based Excellus is Central New York’s largest health insurer. MDLIVE
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DeWITT — Excellus BlueCross BlueShield on Nov. 29 announced it will offer a telemedicine option to all privately insured and Medicare Advantage members in 2017.
Excellus will use MDLIVE as its telemedicine platform beginning Jan. 1, 2017, the health insurer said in a news release. Rochester–based Excellus is Central New York’s largest health insurer.
MDLIVE is a Sunrise, Florida–based “telehealth provider of online and on-demand health-care delivery services,” according to its website.
Telemedicine, or remote medical care, involves the patient and the provider when they’re in separate locations but linked by telephone or a secure two-way video connection.
Excellus said it acknowledges and “wants to emphasize” that a patient’s primary-care physician provides the “best care” because the doctor “knows you best.”
“But in our rapidly changing world … face to face visits aren’t always possible for families and patients. So, telemedicine is an alternative that is gaining rapid popularity across the country, and we anticipate that, in upstate New York, that we’re going to see increasing utilization of telemedicine,” Dr. Richard Lockwood, VP and chief medical officer of Excellus’s Central New York region, said in remarks at a news conference at Excellus’s office on Nov. 29.
Telemedicine services are available to anyone with or without health insurance, Excellus said in its release, but also noted carriers are building “easy-to-use” platforms into most health-insurance offerings throughout upstate New York.
Excellus predicts Upstate New Yorkers will “embrace” telemedicine as an alternative to getting care for minor conditions next year and expects Upstate residents to use that option “more than 50,000 times by the year 2018.”
“And by doing that, we can save our members dollars and help keep premium costs down and offer this as an alternative, so they can actually can get health care they need when they need it,” Lockwood said.
Relying on national studies, local projections and preliminary results from a pilot program of its own employees’ use of telemedicine, the health insurer contends a surge in the use of telemedicine is likely to begin in 2017 and “grow rapidly every year through the remainder of this decade and beyond.”
“Historical” advances in clinical decision-making; the evolution of customer-friendly technology applications for smartphones, tablets and computers; and more people having high-deductible health policies are the “most frequently” cited reasons driving the trend.
Excellus also used its announcement to say that it will invest in a public-education campaign that presents telemedicine as an “alternative to potentially preventable” emergency-room visits.
MDLIVE pilot
In the Excellus release, Lockwood cited an adage that you should be skeptical of chefs who don’t taste their own cooking.
“With that in mind, Excellus BlueCross BlueShield ran a pilot program that encouraged our employees to register themselves and family members with MDLIVE. The responses we received for getting this benefit and using it were overwhelmingly positive,” said Lockwood.
Among registered employee users, about 8 percent made use of the telemedicine option.
More than half said they would have gone to an urgent-care center or the emergency room for a minor condition if the telemedicine option hadn’t been available.
Relying on data from the New York State Department of Health labeled “potentially preventable” emergency room visits, Excellus reported earlier this year that 10 common conditions represent more than 2 million annual visits to hospital emergency rooms statewide, and nine out of 10 of those could have been avoided or treated elsewhere.
Of 6.4 million emergency-room visits in 2013, more than 2 million were for common conditions, such as ear or sinus infections and sore throats.
Contact Reinhardt at ereinhardt@cnybj.com
What to expect when applying for a business bank loan
You have an idea and want to start a business. You need to borrow money and decide to go to a bank for a business loan. Well, you may find out there are certain things the bankers will want from you besides just a completed application. It’s been said that banks only lend money to
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You have an idea and want to start a business. You need to borrow money and decide to go to a bank for a business loan.
Well, you may find out there are certain things the bankers will want from you besides just a completed application.
It’s been said that banks only lend money to people who don’t need it. What does that mean?
My interpretation of that is banks lend money to people who are most likely to pay them back.
Businesses all have risks associated with borrowing money, but startup businesses are usually the riskiest. Bankers must look at financial projections and determine whether they appear realistic.
The first thing you may be asked for is a business plan, and three years of financial projections if you are starting a new business. The first year of the projections should include a monthly breakdown of your projected income and expenses, and two subsequent years of just the total income and expenses. In addition to the income statement, you’ll need a balance sheet, cash-flow spreadsheet, a sources and uses-of-funds statement, an amortization statement of your loan request, and a depreciation schedule. Fortunately, resource organizations like the SBDC, SCORE and WISE, which are funded by the U.S. Small Business Administration (SBA), are available to assist you with the business plan and financial projections.
As a rule of thumb, banks will want you to have about 20 percent equity, or “skin in the game” as they refer to it. Equity can be cash, or assets already purchased, that you have when you start the business. Without any equity, or some cash to start, it will be nearly impossible to obtain 100 percent financing for a startup business.
Having a clean credit history, and credit score is extremely important. Again, banks make loans to get paid back with interest, not to repossess assets. So, they want to see how you handled your credit in the past. Credit scores of about 640 or higher are in the range that is most favorable. Certainly, some credit problems have valid explanations and the bank may take that into consideration.
Having collateral, or a secondary repayment source, is another requirement that most banks will seek from a borrower. Usually a lien on “most assets” will be taken, but the value of collateral is not what most borrowers think it should be. The bank may also request that you put up personal assets as collateral. Be aware of the fact that your collateral is not worth the same amount of money you paid for it.
An SBA guarantee may be required on your loan request. The SBA can provide a guarantee of part of the loan proceeds to the bank. Let’s use a 50 percent guarantee on a loan of $20,000. That means the bank will get repaid $10,000 from the SBA if the borrower cannot repay it. This reduces the bank’s exposure to only $10,000 and may induce the bank to make a loan that it otherwise would reject. Regardless, borrowers still owe the total amount borrowed, and a default will negatively impact their credit history.
Business owners also have other lenders to consider besides commercial banks. Credit unions increasingly make loans to small businesses and will especially try to accommodate their own customers.
I would caution anyone looking online for businesses that offer easy money for startup businesses as that could come at a high interest rate and may include some hefty fees as well.
Other forms and information may be requested that can vary from bank to bank, but most lenders will want the items I discussed above.
So, save your down payment, make sure your credit score is in the acceptable range, visit a business advisor, and then talk to your bank. At least now you know what to expect.
Michael Cartini is a business advisor at the Small Business Development Center (SBDC) at Onondaga Community College. Contact him at (315) 470-1973 or email: m.j.cartini@sunyocc.edu
Survey: Upstate employers expect 5-6 percent rise in health-care costs in 2017
Upstate New York employers, responding to a recent survey, estimate that their health-benefit cost-per-employee would rise 6.6 percent in 2017, if they made no changes to their current plan. However, they expect to hold their cost increase to 5.3 percent by making key changes to their plans. “Those could be plan-design changes … [an] increase
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Upstate New York employers, responding to a recent survey, estimate that their health-benefit cost-per-employee would rise 6.6 percent in 2017, if they made no changes to their current plan.
However, they expect to hold their cost increase to 5.3 percent by making key changes to their plans.
“Those could be plan-design changes … [an] increase in deductibles, increase in co-pays,” says Lynne Allen, consultant with Mercer, who spoke to CNYBJ on Nov. 29.
The findings are part of the “National Survey of Employer-Sponsored Health Plans” that Mercer, a health-care consulting firm, conducts annually.
It included the responses of 80 upstate New York and western Pennsylvania employers, although “most” of those responses were from upstate employers, according to Allen.
Besides plan-design changes, Allen says the findings indicate a continued increase in the offering of high-deductible health plans.
“We’re seeing that much more frequently today because what we do find is that employees who enroll in high-deductible health plans do spend less on health care,” says Allen.
Plan members with high-deductible health plans are more likely to look for generic drugs, she adds.
They’re also more likely to go to an urgent-care facility or use telemedicine, instead of visiting an emergency room because they’re going to have a higher, out-of-pocket cost up-front until they meet their deductibles.
“So we do see a change in the actual utilization of the benefits,” notes Allen.
Other findings
Among the 80 regional respondents, the Mercer survey found the total health-benefit cost for active employees increased 2.8 percent in 2016, to an average of $11,816 per employee.
The survey also found that 54 percent of responding employers offered a high-deductible consumer-driven health plan (CDHP) with an account feature such as a health savings account (HSA) in 2016.
Of those employers sponsoring an HSA-eligible CDHP, 56 percent make a contribution to their employees’ accounts.
The survey also found that 66 percent of all employees covered in respondents’ health plans are enrolled in a PPO/POS (preferred-provider organization / point of service) plan, 9 percent in HMOs (health-maintenance organizations), and 26 percent in CDHPs. The median PPO deductible is $500.
The average employee-contribution amount for employee-only coverage is $138 monthly for a PPO/POS plan, $159 monthly for an HMO, and $78 monthly for an HSA-eligible CDHP.
National view
Employers nationwide predict that their total health benefit cost per employee will rise by 4.1 percent on average in 2017. The increase reflects changes they will make to hold down cost, such as switching carriers, adding a CDHP, or changing plan design.
If they made no changes to their current plans, they estimate that cost would rise by an average of 6.3 percent.
“Last year, preparing for 2016, employers were still doing whatever they had to do to avoid incurring the excise tax,” Tracy Watts, Mercer’s leader for health-care reform, said in the news release. “But with the delay in implementation to 2020, employers have some breathing room to work on strategies that are less about shifting cost and more about improving the system for the long-term. For example, many employers are getting creative with provider networks and new reimbursement schemes. The market has taken baby steps in that direction, but so far there’s relatively little money at stake for providers based on outcomes. We want to change that.”
The excise tax, or what is known as the so-called Cadillac tax under the Affordable Care Act (Obamacare), is a 40 percent tax on high-end plans above $10,200 for individuals and $27,500 for family coverage.
Mercer estimates that 21 percent of all employers with 50 or more employees (and 31 percent of large employers) currently offer a plan whose cost would exceed what is likely to be the excise tax threshold in 2020, assuming they made no changes to the plan before then.
Survey methodology
Mercer conducts the National Survey of Employer-Sponsored Health Plans using a national probability sample of public and private employers with at least 10 employees. In all, 2,544 employers completed the survey in 2016.
Researchers conducted the survey during the summer, when most employers have a “good fix” on their costs for the current year.
Results represent about 600,000 employers and nearly 100 million full- and part-time employees, with an error range of plus or minus 3 percent.
About Mercer
Mercer is a global human resources and employee benefits consulting firm. Mercer’s more than 20,000 employees are based in 43 countries and the firm operates in over 140 countries.
Mercer is a wholly owned subsidiary of Marsh & McLennan Companies (NYSE: MMC), a global insurance services and consulting firm.
Contact Reinhardt at ereinhardt@cnybj.com
Just what you need, right? One more time-consuming task to be taken care of between now and the end of the year. But taking a little time out from the holiday chores to make some strategic saving and investing decisions before Dec. 31 can affect not only your long-term ability to meet your financial goals,
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Just what you need, right? One more time-consuming task to be taken care of between now and the end of the year. But taking a little time out from the holiday chores to make some strategic saving and investing decisions before Dec. 31 can affect not only your long-term ability to meet your financial goals, but also your tax bill due next April.
Look at the forest, not just the trees
The first step in your year-end, investment-planning process should be a review of your overall portfolio. That review can tell you whether you need to rebalance. If one type of investment has done well — for example, large-cap stocks — it might now represent a greater percentage of your portfolio than you originally intended. To rebalance, you would sell some of that asset class and use that money to buy other types of investments to bring your overall allocation back to an appropriate balance. Your overall review should also help you decide whether that rebalancing should be done before or after Dec. 31 for tax reasons.
Also, make sure your asset allocation is still appropriate for your time horizon and goals. You might consider being a bit more aggressive if you’re not meeting your financial targets, or more conservative if you’re getting closer to retirement. If you want greater diversification, you might consider adding an asset class that tends to react to market conditions differently than your existing investments do. Or you might consider an investment that you have avoided in the past because of its high valuation if it’s now selling at a more attractive price. Diversification and asset allocation don’t guarantee a profit or insure against a possible loss, of course, but they’re worth reviewing at least once a year.
Know when to hold ‘em
When contemplating a change in your portfolio, don’t forget to consider how long you’ve owned each investment. Assets held for a year or less generate short-term capital gains, which are taxed as ordinary income. Depending on your tax bracket, your ordinary income tax rate could be much higher than the long-term capital-gains rate, which applies to the sale of assets held for more than a year. For example, as of tax year 2015, the top marginal tax rate is 39.6 percent, which applies to any annual taxable income over $413,200 ($464,850 for married individuals filing jointly). By contrast, the long-term capital gains rate owed by taxpayers in the 39.6 percent tax bracket is 20 percent. For most investors —those in tax brackets between 25 percent and 35 percent — long-term capital gains are taxed at 15 percent; taxpayers in the lowest tax brackets — 15 percent or less — are taxed at 0 percent on any long-term capital gains.
Your holding period can also affect the treatment of qualified stock dividends, which are taxed at the more favorable long-term capital gains rates. You must have held the stock at least 61 days within the 121-day period that starts 60 days before the stock’s ex-dividend date; preferred stock must be held for 91 days within a 181-day window. The lower rate also depends on when and whether your shares were hedged or optioned.
Make lemonade from lemons
Now is the time to consider the tax consequences of any capital gains or losses you’ve experienced this year. Though tax considerations shouldn’t be the primary driver of your investing decisions, there are steps you can take before the end of the year to minimize any tax impact of your investing decisions.
If you have realized capital gains from selling securities at a profit and you have no tax losses carried forward from previous years, you can sell losing positions to avoid being taxed on some or all those gains. Any losses over and above the amount of your gains can be used to offset up to $3,000 of ordinary income ($1,500 for a married person filing separately) or carried forward to reduce your taxes in future years. Selling losing positions for the tax benefit they will provide next April is a common financial practice known as “harvesting your losses.”
Example: You sold stock in ABC company this year for $2,500 more than you paid when you bought it four years ago. You decide to sell the XYZ stock that you bought six years ago because it seems unlikely to regain the $20,000 you paid for it. You sell your XYZ shares at a $7,000 loss. You offset your $2,500 capital gain, offset $3,000 of ordinary income tax this year, and carry forward the remaining $1,500 to be applied in future tax years.
Time any trades appropriately
If you’re selling to harvest losses in a stock or mutual fund and intend to repurchase the same security, make sure you wait at least 31 days before buying it again. Otherwise, the trade is considered a “wash sale,” and the tax loss will be disallowed. The wash-sale rule also applies if you buy an option on the stock, sell it short, or buy it through your spouse within 30 days before or after the sale.
If you have unrealized losses that you want to capture but still believe in a specific investment, there are a couple of strategies you might think about. If you want to sell but don’t want to be out of the market for even a short period, you could sell your position at a loss, then buy a similar exchange-traded fund (ETF) that invests in the same asset class or industry. Or you could double your holdings, then sell your original shares at a loss after 31 days. You’d end up with the same position, but would have captured the tax loss.
If you’re buying a mutual fund or an ETF in a taxable account, find out when it will distribute any dividends or capital gains. Consider delaying your purchase until after that date, which often is near year-end. If you buy just before the distribution, you’ll owe taxes this year on that money, even if your own shares haven’t appreciated. And if you plan to sell a fund anyway, you may minimize taxes by selling before the distribution date.
Note: Before buying a mutual fund or ETF, don’t forget to consider carefully its investment objectives, risks, fees, and expenses, which can be found in the prospectus available from the fund. Read the prospectus carefully before investing.
Know where to hold ‘em
Think about which investments make sense to hold in a tax-advantaged account and which might be better for taxable accounts. For example, it’s generally not a good idea to hold tax-free investments, such as municipal bonds, in a tax-deferred account (example: a 401(k), IRA, or SEP). Doing so provides no additional tax advantage to compensate you for tax-free investments’ typically lower returns. And doing so generally turns that tax-free income into income that’s taxable at ordinary income-tax rates when you withdraw it from the retirement account.
Similarly, if you have mutual funds that trade actively and therefore generate a lot of short-term capital gains, it may make sense to hold them in a tax-advantaged account to defer taxes on those gains, which can occur even if the fund itself has a loss. Finally, when deciding where to hold specific investments, keep in mind that distributions from a tax-deferred retirement plan don’t qualify for the lower tax rate on capital gains and dividends.
Be selective about selling shares
If you own a stock, fund, or ETF and decide to unload some shares, you may be able to maximize your tax advantage. For a mutual fund, the most common way to calculate cost basis is to use the average cost per share. However, you can also request that specific shares be sold — for example, those bought at a certain price. Which shares you choose depends on whether you want to book capital losses to offset gains, or keep gains to a minimum to reduce the tax bite. (This only applies to shares held in a taxable account.) Be aware that you must use the same method when you sell the rest of those shares.
Example: You have invested periodically in a stock for five years, paying various prices, and now want to sell some shares. To minimize the capital-gains tax you’ll pay on them, you could decide to sell the least profitable shares, perhaps those that were only slightly lower when purchased. Or if you wanted losses to offset capital gains, you could specify shares bought above the current price.
Depending on when you bought a specific security, your broker may calculate your cost basis for you, and will typically designate a default method to be used. For stocks, the default method is likely to be FIFO (“first in, first out”); the first shares purchased are considered the first shares sold. As noted above, most mutual-fund companies use the average cost per share as your default cost basis. With bonds, the default method amortizes any bond premium over the time you own the bond. You must notify your broker if you want to use a method other than the default.
Vicki Brackens, ChFC, is president of Brackens Financial Solutions Network, LLC. She is a registered representative of Lincoln Financial Advisors Corp. Contact Brackens at (315) 428-8484 or email: Vicki.brackens@lfg.com
Author disclosure: Tips were prepared by Broadridge Investor Communication Solutions, Inc. Securities and investment advisory services offered through Lincoln Financial Advisors Corp., a broker/dealer (member SIPC) and registered investment advisor. Insurance offered through Lincoln affiliates and other fine companies. Lincoln Financial Advisors Corp. and its representatives do not provide legal or tax advice. Lincoln Financial Advisors Corp. and its representatives do not provide legal or tax advice. Brackens Financial Solutions Network is not an affiliate of Lincoln Financial Advisors Corp.
Spelling Out Fiduciary Access to Digital Assets
On Sept. 29, 2016, Governor Andrew Cuomo signed into law a new statute amending the New York Estates Powers and Trusts Law regarding the administration of digital assets. The New York State Assembly memorandum in support of the legislation explains the need for this legislation as follows: “The wide use of digital assets has created
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On Sept. 29, 2016, Governor Andrew Cuomo signed into law a new statute amending the New York Estates Powers and Trusts Law regarding the administration of digital assets.
The New York State Assembly memorandum in support of the legislation explains the need for this legislation as follows:
“The wide use of digital assets has created an urgent need for legislation dealing with the administration of these [digital] assets upon the death or incapacity of the user. As a practical matter, there should be no difference between a fiduciary’s ability to gain access to information from an online bank or other Internet-based business and the fiduciary’s ability to gain access to information from a business with a brick-and-mortar building. This measure . . . amend[s] the EPTL [New York Estates Powers and Trusts Law] to restore control of the disposition of digital assets back to the individual and removes such power from the service provider.
This measure gives fiduciaries authority to gain access to manage, distribute and copy or delete digital assets. It addresses four types of fiduciaries, namely: a personal representative (executor or administrator) of a decedent’s estate; a guardian of a ward or protected person; an agent acting pursuant to a power of attorney; and a trustee.
In the past, where property was mostly in tangible there was little doubt of its ownership and control. Indeed, the law recognizes that when a property owner dies or becomes unable to manage his or her property such owner may appoint a fiduciary to manage the property. The role of the fiduciary subsumes the duty of loyalty, care and confidentiality. The system has worked well throughout our history. This measure does not break legal ground; it merely applies the laws governing fiduciaries to a new type of property.”
What are digital assets? The new statute defines a digital asset as “an electronic record in which an individual has a right or interest. The term does not include an underlying asset or liability unless the asset or liability is itself an electronic record.” Examples that come to mind are email, online banking, and social media. The types of digital assets seem to increase daily.
This is a step in the right direction for fiduciaries dealing with digital assets. It is very important for individuals to review their current wills and powers of attorney and make sure that the disclosure (or nondisclosure) of digital assets is addressed in those documents, because if the individual does not authorize a fiduciary to access digital assets either online or through a will, power of attorney or trust, the fiduciary will not automatically have access to the content of digital assets.
Ami S. Longstreet is a partner at the Syracuse–based law firm Mackenzie Hughes LLP. She is responsible for helping businesses and individuals with estate and trust planning and administration as well as elder law, including asset protection and Medicaid planning, and planning for individuals with disabilities. Contact Longstreet at (315) 233-8263 or email: alongstreet@mackenziehughes.com. This Viewpoint article is drawn from the Mackenzie Hughes Blog, called “Plain Talk.”
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