Business Formations

It takes more than a good idea to create a successful business. It takes sound, informed decision-making supported by knowledgeable professionals.

Located in Westchester, near Culver City and Marina del Rey, the Law Office of Jerome B. Smith supports the creation of successful businesses by working directly with entrepreneurs and businesses leaders throughout West Los Angeles and the San Fernando Valley. At the firm, Jerry uses his almost 40 years of experience to educate clients about their options. He tailors the counsel he provides to your industry and business goals, helping you make the right choices, providing as much or as little support as you need.

Paying close attention to the bottom line is critical for new businesses. The Law Office of Jerome B. Smith can help. Consultations are free. Business formation matters are handled for a reasonable, flat fee.

Choosing The Right Business Entity

The firm represents clients in a wide range of industries, from manufacturing to distribution, service businesses and professional services. Representation begins with a thorough discussion of your business goals and selection of the proper business entity.

Most new business ventures are formed as corporations. In some instances, a limited liability company (LLC) is more appropriate. Occasionally, a new business venture is begun as a sole proprietorship or a partnership. Your options may include:

  • Limited liability companies (LLCs)
  • S-corporations
  • C-corporations
  • Sole proprietorships
  • Partnerships and limited partnerships (LPs)

California Corporations

A corporation is a separate and distinct legal entity that protects (except in rare cases) its owners (shareholders) from liabilities incurred by the corporation. This means that creditors of the corporation can only enforce their debt against assets of the corporation, and not the individual assets of the shareholders. As a separate legal entity, a corporation files its own tax return, engages in its own business transactions and acts as the employer for its employees.

A corporation is formed by filing articles of incorporation with the California Secretary of State. Filing notices with the California Department of Corporations, obtaining a Federal Tax I.D. number from the Internal Revenue Service, and a variety of other forms and documentation area also required.

A corporation must also have bylaws (its operating rules) and minutes of the organizational meeting of the corporation in which the principal place of business is set, the directors are elected, the officers are appointed and various other matters are handled. A corporation must also issue shares of stock to its shareholders.

The firm handles these matters and a wide range of additional matters for California corporations:

  • Articles of incorporation
  • Creation of bylaws
  • Organizational minutes
  • Obtaining a tax ID number
  • Subchapter S election
  • Issuance of stock
  • Buy-sell agreements or cross-purchase
  • Shareholder agreements
  • Business licenses
  • Filings with Secretary of State
  • Fictitious business names statements

California Limited Liability Companies

A limited liability company (LLC) is similar to a corporation, although for taxation purposes, it is taxed as a partnership, and not as a separate legal entity. An LLC has members instead of shareholders, and has a manager (or managers) instead of directors. An LLC may have officers, but it is not required to do so. An LLC is formed by filing articles of organization. Its operations are governed by an operating agreement, instead of bylaws and minutes.

The firm handles these and a wide range of other matters for LLCs, including:

  • Articles of organization
  • Operating agreement, including special allocation provisions
  • Management agreements
  • Tax ID numbers
  • Business licenses

Free Consultations With An Experienced Attorney

Law Office of Jerome B. Smith would welcome your call to discuss the legal entity or form of business organization that fits your particular needs. There will be no charge for the initial consultation. To get started, please contact the firm online or call 310-821-3300 to speak with a lawyer.