We provide advice and representation relating to the formation and dissolution of corporations, limited liability companies, general and limited partnerships, family limited partnerships, mergers and acquisitions, corporate taxation, preparation and review of buy-sell agreements, asset and stock purchase agreements, operating agreements, shareholder agreements, franchise agreements and license agreements. We also have many nonprofit organizations as clients.
Family Business Succession Planning
Business succession planning is the process of preparing to hand over control of the business to others (who could be junior family members) in a way that is the least disruptive to the business's operations and value. By virtue of our substantial trust, estate and corporate experience, we are able to assist business owners in addressing their business succession planning needs. Through the use of stock purchase agreements, implementing gifting programs, structuring business recapitalizations and using various trusts and business entities, we can often help significantly reduce your tax exposure while meeting your financial and succession goals.
LLC vs. Corporation
In researching the various business entities, one inevitably comes across the S corporation and limited liability company (LLC). S corporations and LLCs are similar in that they are both "pass-through" entities for tax purposes; the income of these companies are passed through to their owners and reported on the owners' personal income tax returns, thereby eliminating the double taxation incurred by owners of a standard corporation, or C corporation. (With a C corporation, the net business income is subject to federal and state corporate income tax, and the monies remaining after the corporate income tax are taxed a second time when they are distributed as dividends to its shareholders who must then pay personal income tax on the dividend income.)
The basic features of the LLC are that its owners have limited liability for the entity's debts and obligations, similar to the status of shareholders in a corporation, and its income and losses are normally passed through to the owners as if it were an S corporation.
Both LLCs and S corporations provide protection to the owners from the liabilities of the business operated by the entity. If operational ease and flexibility are important to you, an LLC is a good choice. If you are looking to save on employment tax and your situation warrants it, an S corporation could work for you. In an LLC profits can be distributed disproportionately among the owners as contrasted with an S corporation which requires that distributions be made in proportion with stock ownership.