Business Formation & Organization

Choosing the right business entity is one of the most important decisions an entrepreneur will make. Each entity type carries distinct legal, tax, and operational implications. Our attorneys guide clients through the advantages and disadvantages of limited liability companies (LLCs), corporations, partnerships, and other structures to help them select the entity best suited to their goals.

With clear guidance and careful planning, we help you form a business that supports your vision while protecting your interests.

Limited Liability Company

An LLC combines the flexibility of a partnership with the liability protection of a corporation. Owners, known as members, are generally shielded from personal liability for business debts, while avoiding many of the formalities required of corporations. LLCs may be managed by their members or by appointed managers and may elect to be taxed as a pass-through entity or as a C-Corporation.

Businesses formed by licensed professionals may consider a Professional Limited Liability Company (PLLC). Our attorneys can help determine whether an LLC or PLLC is the right choice for your business.

C-Corporations

A C-Corporation is a separate legal entity that can own property, enter contracts, and sue or be sued. Shareholders enjoy limited liability, and corporations offer perpetual existence and unlimited growth potential. Corporations are governed by a board of directors and officers.

C-Corporations are subject to “double taxation,” meaning profits are taxed at the corporate level and again when distributed as dividends. Professional businesses may form a Professional Corporation (P.C.), which can elect to be taxed as either a C-Corporation or an S-Corporation. We can help you evaluate whether a C-Corporation is the right structure for your business.

S-Corporations

S-Corporations provide the liability protection of a corporation while allowing profits and losses to pass through to shareholders’ individual tax returns, avoiding double taxation. To qualify, the business must meet specific IRS requirements, including limits on the number and type of shareholders and having only one class of stock.

Professional businesses may form a Professional Corporation and elect S-Corporation tax treatment if eligible. Our attorneys can guide you through the requirements and determine whether S-Corporation status is appropriate.

Partnerships

Partnerships may be structured as General Partnerships, Limited Partnerships (LPs), or Limited Liability Partnerships (LLPs).

• General Partnerships: Involve two or more owners sharing profits and management, but partners have no personal liability protection.
• Limited Partnerships: Include general partners, who manage the business and bear full liability, and limited partners, who receive liability protection but do not participate in management.
• Limited Liability Partnerships: Provide some protection against liabilities arising from the acts of other partners or employees, though personal liability may still exist in certain situations.

Partnerships may elect pass-through or corporate tax treatment. We help clients evaluate whether a partnership structure aligns with their business objectives.