Choice of Entity
When starting up a business one of the first things you need to consider is the legal structure of the business. How it is organized has both legal and tax implications. We try to educate you with the benefits and shortcomings of each form. We will help you understand how limited the “limited liability” of a corporation or LLC really is. We prefer to work with your accountant or other tax advisor in selecting the appropriate entity for you. Once that choice is made, we will organize that entity for you, promptly, efficiently, and cost effectively.
If you are the sole owner of a business, and have done nothing other than open up shop without forming an entity, you are a sole proprietor. The structure is very simple and there is no organizational or operational cost. There are, however, some liability issues that should be considered. In some circumstances, these liability concerns are much stronger than in others. In counseling you, we will consider whether there are real liability concerns and whether those concerns outweigh the cost of organizing and maintaining an entity.
If you co-own a business with someone else, and have done nothing other than open up shop without forming an entity, you are in a partnership. While you might call it something else, such as a joint venture or a co-tenancy, you are effectively in a partnership. In a partnership there are significant liability issues to consider. In addition, the rights, duties, and obligations between the co-owners ought to be fully addressed. In counseling the co-owners we will review these issues with you and explore possible alternatives.
Limited Liability Company (LLC)
The limited liability company is a relatively new entity, and can be used by a sole owner or co-owners of a business. This entity provides some limits upon the liability of the owner or owners, and also provides tremendous flexibility with respect to taxation. Whether sole or multiple owners are involved, we will consider the benefits of an LLC, contrast them with a sole proprietorship and corporations for sole owners, and partnerships and corporations for multiple owners.
Corporations have been around for a long time, and can be utilized by both sole and multiple owners. Given their longevity, the body of law concerning corporations is much better established than for LLCs. There is some flexibility with respect to taxation which may make them worth considering, and in some situations, may be the only entity which is appropriate for multiple owners.
While the decision as to whether to form an entity, and if so, what form that entity should take, may appear daunting, we would be happy to guide you through the process if you contact us.