Incorporation

Protect yourself and your family by incorporating.

When one incorporates, the business is legally a separate entity from its owners, shielding them from any personal liability for business debts and obligations.

The limited liability for those involved in corporations is often considered the primary benefit of this legal structure. But this is not to say that protection is guaranteed in all cases; there are exceptions. For wrongs you personally commit, you could still be held liable.

Another aspect about incorporating is that the life of a corporation is not dependent on the lives of its members. So the corporation will continue to operate even if the owner or owners die or if they decide to sell their interests.

The incorporation process can be time consuming and confusing and a good corporate attorney can make the process clean and efficient, and get your business incorporated in the shortest time possible.

An attorney will begin by filing articles of incorporation with the proper state authority. Then corporate bylaws must be completed, but not filed. These bylaws will state the rules that govern corporate life under California law.

Also when you incorporate, stock certificates are issued to record ownership interests. Your attorney will make sure that the issuance of shares complies with federal securities law and state requirements.

Which type of corporation is best…

Some of the more common types of corporations are general corporations, close corporations, S-corporations, and limited liability companies.

General corporations.

These are the most common legal structure. This is a legal entity that is owned by an unlimited number of stockholders who are personally shielded from debts or obligations related to the business.

Close corporations.

Close corporations have a small number of shareholders, ranging from 30 to 50, no ready market for the corporation’s stock, and active participation by the majority of shareholders in the management of the corporation.

S corporations.

This type of corporation provides the benefits of incorporation, but it eliminates “double taxation,” which is when the profits of a corporation are taxed first as income to the corporation and then second as income to the shareholders when profits are distributed as dividends. An S corporation is limited to 75 or fewer shareholders.

Limited liability company (LLC).

An LLC is a business entity formed upon filing articles of organization with the proper state authorities. LLCs generally provide limited liability to their members, and are taxed like a partnership, preventing double taxation.

Leave the headaches to us…

Allowing the experienced attorneys at the Law Offices of Martin D. Gross to handle the time consuming task of incorporating your business allows you to continue doing what you do best… manage the day to day operation of your business.

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