Helping You Make Smart Choices for Your Business

Building your business requires making tough choices every single day. One of the fundamental decisions all business owners must make, and one that can have a profound and lasting impact on the success of your enterprise, is how to structure your business.

At FitzGerald Yap Kreditor, we believe choosing the right entity for your business can maximize your tax benefits and provide protection from personal liability. Contact our business formation attorneys to learn more about how we can assist you.

The biggest mistake people make when forming a business is not choosing the entity that can meet their business needs. What works for one business may be a disadvantage to another, depending on the type of business, the number of employees, the potential tax liability and the need for pension and 401k plans.

Assistance With All Types of Entity Formation

We will explain the relative advantages and disadvantages of each entity structure, helping you choose the form that is best for your business, such as a:

  • C-Corporation: A C-corporation is the standard corporate form. Unlike partnerships, corporations generally offer personal liability protection from business debts and liabilities, but must obey certain formalities.
  • S-Corporation: An S-corporation is so-named because it is defined in Subchapter S of the Internal Revenue Code. S-corporations share almost all of the benefits of C-corporations, but are taxed similar to partnerships, in that the entity itself is not taxed on gains. However, S-corporations can only have up to 100 shareholders, all of which must be U.S. residents, among other restrictions.
  • Limited Liability Company (LLC): A limited liability company is a business entity that operates under state law; every state has a statute authorizing LLCs. Generally, members of an LLC are protected from business debts, just as in a corporation. LLCs also allow businesses great flexibility in distributing profits and losses. While LLCs are typically taxed like partnerships, they can elect to be taxed as a corporation.
  • Partnership: Partnerships are among the easiest business entity to form and manage, as they involve few or no structure or reporting requirements to exist. General partners in a partnership, however, are personally liable for the debts of the business. The partnership itself does not pay taxes on earnings, but individual partners must report their share of profits or losses.
  • Non-Profit Corporations: Non-Profit Corporations are exempt from taxes under section 501(c)(3) of the Internal Revenue Code because they are formed for charitable purposes. There are two types of non-profit corporations: (1) public benefit, such as school or charity; and (2) mutual benefit, such as a club.

There are also several relatively new corporate forms that are available in California and several other states in similar iterations, but not in every state where you may incorporate your business:

  • Flexible Purpose Corporation (FPC): FPCs combine the for-profit abilities of a corporation with the social mindedness of a non-profit corporation. An FPC must specify at least one “special purpose” in its charter and the Board and management will be protected from shareholder liability when considering their special purpose against shareholder value.
  • Benefit Corporation: Each Benefit Corporation must provide a general positive benefit and specifically, a material positive impact on society and the environment. This entity may also pursue a more specific public benefit alongside its general positive benefit. A Benefit Corporation will require a company to consider society, the environment and its shareholders when making decisions.

FitzGerald Yap Kreditor LLP: Focused on Business, Securities and Real Estate for Over 30 Years

For over 30 years, the attorneys of FitzGerald Yap Kreditor have had the privilege of fulfilling the legal needs of businesses and individuals in Orange County and throughout Southern California. We are humbled by the trust that our clients place in us, and are gratified when we help our clients overcome obstacles to success, pursue their dreams, or achieve their goals.

Let us show you why our clients are so satisfied with their collaboration with FitzGerald Yap Kreditor, and why they continue to rely on the counsel, advocacy, and value we provide. Contact our business formation attorneys at (949) 788-8900 to learn more about how we can assist you and arrange for your free, confidential initial consultation. We look forward to the opportunity to assist you.

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