As an Attorney and Certified Public Accountant, I can help you choose the best type of entity for your business (viewed from multiple perspectives) to help you maximize asset protection and minimize taxes and liability exposure. No matter what industry you want to work in, there are real risks involved that could result in personal liability to you unless you use a limited liability entity. By creating a limited liability entity and properly managing the entity, personal liability can almost always be eliminated. You can think of the cost of forming a limited liability entity as a one premium payment liability insurance policy that will continue to protect you personal assets while you operate your business year after year.
If you are just getting ready to start a technology-oriented business, please contact me before you move forward with the company to discuss a very special and unique business structure that works very well for this situation. The phone call could save you many millions of dollars.
The basic types of business structures are:
Limited Liability Company
Corporation:
- “C” Corporation
- “S” Corporation
Not-for-Profit Corporation
Limited Partnership
General Partnership
Sole Proprietorship
Since business entities (with limited exceptions) are formed under state law, there may be other names for the types of entities described above and there may be additional entities such as the Professional Corporation, Professional Limited Liability Company, or Professional Association.
Although it is easy to form a business entity without professional guidance, it is also easy to make a mistake that may prove to be very costly. It is important to consider applicable state laws when deciding where to form the entity. For example, in New York, as an exception to the “corporate shield” the ten largest shareholders are personally liable for wages (see New York Business Corporation Law, Section 630). This exception does not apply to a Delaware corporation qualified to do business in New York. Another example, not all states require that a Limited Liability Company to have a written Operating Agreement. Although, especially if there is more than one Member (what an owner of a Limited Liability Interest is called), it is unwise not to have a written Operating Agreement.
There are minimal legal fees involved in obtaining professional experienced guidance in forming the most appropriate entity.
Business Formations