Business Formation Attorney New York, NY

Business Formation: Choosing the Right Entity

LLC Formation & Governance

Partnership Formation & Governance

CorporationFormation & Governance

Governance & Exit Strategies

Why Consult a Business Formation Attorney

When to Hire a Business Formation Attorney

A Brief Overview of Forming Your Business in New York

The process of starting and forming a business in New York can be quite intricate and burdensome. Forming your business in New York may entail registering the business, acquiring essential licenses and permits, filing taxes, and ensuring compliance with state and federal regulations. It is also crucial to determine the most appropriate business entity for your enterprise.

Importance of a Business Formation Attorney in Choosing Your Business Entity

Hiring a NYC business formation attorney is crucial when starting and growing a business in New York. The attorney provides legal guidance, ensuring compliance with state and federal laws. They assist in navigating the complexities of the business formation process, providing valuable advice to prevent costly errors.

Limited Liability Company Formation

A limited liability company, or LLC, is often the best option for a business that wants to combine the benefits of corporations, partnerships, and sole proprietorships into one business entity. An LLC offers owners liability protection, a flexible management structure, and numerous tax advantages. LLCs provide the same limited legal liability as a corporation or partnership but are generally easier and cheaper to form and run than corporations. You can form an LLC to own and run almost any type of business.

The Process of Starting an LLC in NY

The process of starting an LLC in New York is more complex than that of starting a partnership or corporation. The first step is to form an LLC entity, which requires registering your LLC with the New York Department of State.

You must also comply with the New York LLC publication requirement, which requires your LLC to publish a notice of the new business entity for six consecutive weeks in two newspapers as assigned by your County Clerk. You must then file a Certificate of Publication, along with Affidavits of Publication, with the New York Department of State within 120 days of your LLC’s formation.

In New York, you are not required to enter into an Operating Agreement to govern the LLC’s operations, but it is generally considered advisable. Lastly, you need to obtain an Employer Identification Number (EIN) from the IRS, which is essential for tax purposes.

The Process of Starting an LLC in Delaware

Starting an LLC in Delaware involves a straightforward process. The first step is to choose a unique name for the LLC. After that, you’ll need to appoint a registered agent who has a physical address in Delaware and will receive legal documents on behalf of your business.

The next step is to file a Certificate of Formation with the Delaware Secretary of State, along with payment of the necessary filing fee. This certificate must include essential information like the LLC’s name, its purpose, and the name and address of the registered agent.

Once the state approves your LLC, you must enter into an Operating Agreement to govern the LLC’s operations. Lastly, you need to obtain an Employer Identification Number (EIN) from the IRS, which is essential for tax purposes.

LLC Formation in Favorable States

In addition to New York, the Law Office of Martha M. Dwyer also offers services for LLC formation in other states favorable for such establishments, including, but not limited to, Delaware, Nevada, Wyoming, and New Mexico. With Martha’s extensive experience in business law, you can seamlessly navigate through the varying state-specific requirements and procedures to ensure your LLC is properly formed.

LLC Governance

LLCs are governed by their owners and a board of managers or a single manager, which may be another entity. While agreements among owners are not required in New York, they are generally advisable. Issues to address include ownership and types of ownership, voting rights, management, leaving the LLC, selling the LLC and acquiring other businesses, permitting members to withdraw and admitting new members.

“Martha takes great pride in her work. She is reliable, trustworthy and respectful. She displayed utmost professionalism while guiding us through the legal process, making the transaction a smooth one. Communication is important to Martha. She was on top of each task while providing updates in a timely fashion”*

Josef Adler

Senior Vice President, Morgan Stanley

Partnership Formation

Like an LLC, a partnership offers owners limited liability protection, a flexible management structure, and numerous tax advantages. They provide the same limited legal liability as does a corporation but are generally easier and cheaper to form and run. You can form a partnership to own and run almost any type of business.

Partnership Governance

Partnerships are governed by their owners, the partners, and a general partner, which may be another entity. Forming a partnership in New York requires no filings.

While agreements among partners are not required in New York, they are generally advisable. Issues to address include ownership and types of ownership, voting rights, management, leaving the partnership, selling the partnership and acquiring other businesses.

Partnerships are often formed in Delaware and other states. Delaware has the advantage of having a sophisticated law and a large body of court decisions that address issues that may arise. Other states have many and various advantages.

Corporation Formation

A corporation is sometimes the appropriate option for a business. A corporation offers owners liability protection and, depending on circumstances and how the corporation is organized, numerous tax advantages. You can form a corporation to own and run almost any type of business.

The process of starting a corporation in New York is simple. You form a corporation by registering your corporation with the New York Department of State.

On the other hand, forming a corporation in Delaware presents a unique set of advantages. Delaware’s flexible, pro-business statutes and well-established case law make it a favored domicile for corporations, allowing for management-friendly policies, increased privacy, and a specialized court system for business disputes, the Court of Chancery.

These benefits have made Delaware the jurisdiction of choice for over half of the Fortune 500 companies.

Corporation Governance

Corporations are governed by their owners, the shareholders or stockholders (which may be one or more business entities -true of all types of entities, and a board of directors.

An agreement among the shareholders or stockholders is not required in any state, but is often useful in determining how a corporation will be governed. Issues to address include ownership and types of ownership (such as classes of stock), voting rights, choosing the board of directors, selling an owner’s shares, selling the corporation, admitting new shareholders or stockholders, the nature of the corporation’s business and acquiring other businesses.

While starting a corporation is a fairly simple process when compared to other business entities, an experienced corporate attorney can be instrumental in your journey by making sure everything is filed properly and within the required time. This allows you to focus on growing your business.

Governance

Governance pertains to the processes and procedures that direct or control the management of a company, generally involving the shareholders and board of directors of a corporation, the owners and managers of an LLC and the partners and general partner of a partnership.

It can involve agreements among owners, addressing unanticipated issues, addressing disputes and effecting the provisions of the governing agreement.

Exit Strategies

An integral aspect of business formation is planning for the future, which includes contemplating potential exit strategies. Establishing clear exit strategies during the formation phase can provide structure and clarity for when an owner decides to step down, sell, or if a significant event forces a change in business structure.

These strategies can take various forms, from a planned business sale or merger, a succession plan for family businesses, or buyout provisions in partnership or LLC agreements. Businesses might also consider implementing Employee Stock Ownership Plans (ESOPs) as a potential exit strategy.

Considering these strategies at the onset of business formation can help ensure a smoother transition when the time for change comes.

Why You Should Consult a New York Business Entity Formation Attorney

Hiring a business formation attorney in NYC offers a plethora of advantages. They can help you save money and time by avoiding costly errors, helping with legal compliance, providing valuable legal counsel, and guiding you through the complexities of the business formation process.

Advantages of Employing a Business Formation Attorney

There are several advantages to engaging a business formation attorney. These include:

  • Professional guidance and advice on legal and tax matters
  • Assistance in selecting the right business entity
  • Help in the business formation process from start to end
  • Assurance that your business adheres to state and federal regulations
  • Ongoing legal support and advice as your business develops and transforms
  • Potential cost savings by avoiding legal and financial blunders

When to Hire a Business Formation Attorney in NY

Seeking legal counsel early in the business formation process is crucial. A business formation attorney can help you make informed decisions from the beginning, saving you time, money, and anxiety in the long run.

You should consider hiring a business formation attorney if you are:

  • Starting a new business
  • Expanding an existing business
  • Changing your business’s legal structure
  • In need of guidance on legal compliance or tax issues
  • Facing legal disputes or challenges

The Long-Term Value of Hiring a Corporate Attorney

It is essential to recognize the long-term value that hiring an attorney can bring to your business.

An attorney can aid in navigating the intricate legal and tax issues that arise during the startup and growth of a business and can offer ongoing legal support and guidance as your business evolves.

Engaging an attorney early in the business formation process will ensure that you make informed decisions and establish a solid foundation for your business. This can prevent costly legal and financial mistakes in the future.

“Whether it is forming a legal structure to start a business, acquiring another business, purchasing real estate, negotiating business contracts, or dealing with a business dispute, Martha receives my strongest recommendation.”*

Shane C. Welch

Former President, Mad Scientists Brewing Partners

*Prior results do not guarantee a similar outcome

Business Formation: Choosing the Right Entity

LLC Formation & Governance

Partnership Formation & Governance

CorporationFormation & Governance

Governance & Exit Strategies

Why Consult a Business Formation Attorney

When to Hire a Business Formation Attorney