Entity formations and maintenance

When you are starting a new business it is important to give serious consideration to forming a separate business entity.  Whether it is an LLC, LLP C-Corporation or S-Corporation, the right organization can help protect your personal assets from becoming vulnerable to business liabilities. Our attorneys can help you choose the proper entity and file the necessary paperwork to get you up and running properly.  Our Formation services include:

  • Preparation and filing of the Organization documents with the Secretary of State;
  • Obtaining an FEIN from the IRS for the new business;
  • Preparation of bylaws or operating agreements;
  • Preparation of Initial Board of Directors/Members Meeting;
  • Preparation of Initial Board of Directors/Members Meeting;
  • Preparation of Share or Membership Certificates;

We also have experience forming not-for-profit corporations and securing 501(c)(3) exemption status with the Internal Revenue Service.

Once you have formed your business, you will need to make sure to properly maintain your organization.  Each year we will make sure your Annual Report is filed on time, the adequate internal records are maintained, and all major company actions are properly documented in shareholder and director meetings and minutes. 

Sale and Purchase of Businesses

Our Attorneys are also happy to facilitate the sale or purchase of a business.  We will walk you through the process beginning with initial contract negotiation and preparation, through final closing of the transaction. Items you will need to consider include: ​

  • release of existing UCC liens; 
  • assumption of contracts; 
  • exclusion of outstanding liabilities;
  • allocation of accounts receivable;
  • "tail" insurance;
  • employment contracts; and
  • sales and other business tax prorations.