Services | business formations
Adam Yohanan handles high stakes business formation transactions.Key Services
Business Entity Selection and Formation
We guide you in selecting the ideal business entity, such as an LLC, corporation, or partnership, focusing on your specific goals and needs. Our service includes analyzing your business model to determine the most beneficial structure, handling legalities of formation, and advising on compliance with applicable laws. This strategy provides a tailored business structure that enhances legal protection, optimizes tax benefits, and supports your long-term goals.
Drafting and Filing Articles of Incorporation/Organization
Our team specializes in drafting and filing the necessary documents to legally establish your business entity. This includes preparing articles of incorporation for corporations or articles of organization for LLCs, ensuring compliance with state regulations. By meticulously handling these foundational aspects, we help establish your business on a firm legal footing, safeguarding your interests and facilitating a smooth start to your business operations.
Operating Agreements and Bylaws
We draft detailed operating agreements for LLCs and bylaws for corporations, essential for outlining the governance structure, operational procedures, and management policies of your business. These documents define roles and responsibilities, manage internal processes, and provide a framework for resolving disputes, ensuring orderly business operations and minimizing internal conflicts.
Business Name Reservation and Registration
We assist in selecting, reserving, and registering your business name, ensuring it is unique and legally compliant. This service is crucial for establishing your brand identity, protecting your business name from use by others, and avoiding legal issues related to trademark or brand conflicts.
Founders' Agreements
Our legal experts create comprehensive founders' agreements that outline the ownership structure, roles, responsibilities, and initial contributions of each founder. These agreements set clear expectations, prevent misunderstandings, and ensure a collaborative and well-organized start to your business venture.
Initial Capital Structure and Shareholder Agreements
We guide you in establishing the initial capital structure of your business, including share allocations, and draft shareholder agreements. This service establishes a clear legal framework for investor and shareholder relations, protecting rights and interests, and laying the groundwork for financial transactions and investments.
Employer Identification Number (EIN) Registration
We facilitate obtaining an Employer Identification Number from the IRS, essential for tax reporting and conducting business transactions like opening bank accounts. This service ensures federal compliance, streamlines financial operations, and enhances business readiness.
Bank Account Setup and Financial Compliance Advice
We aid in setting up business bank accounts and provide advice on financial compliance, including banking regulations and anti-money laundering laws. This service ensures your financial operations are compliant, secure, and efficient, laying a solid foundation for your business’s financial health.
Corporate Governance and Board Formation
Our team advises on the formation of a board of directors and developing corporate governance policies. This includes drafting board resolutions and guiding legal responsibilities. Effective corporate governance is crucial for maintaining accountability, attracting investors, and enhancing business credibility.
Key Clients
Arts & Entertainment
• Gramercy Studios, a Manhattan-based brick and mortar art gallery
• Collect Bean, a Brooklyn-based online art sales platform
• Revival Entertainment, a Brooklyn-based production company
• Twelve Turnbuckles, a Los Angeles-based talent management company
• Trace Amounts, a Brooklyn-based record label
• Julian Caridi, a Brooklyn-based painter
• SAJU, a Brooklyn-based bookstore
Professional Services
• Paris Media, a Manhattan-based marketing services firm
• Red Forever, a Brooklyn-based marketing services firm
• Marea Collective, a Manhattan-based creative consulting firm
Technology
• G2V Optics, a Canadian hi-tech firm
• Prime Time Winners, a Brooklyn-based e-commerce firm
• Nice Cubes, a Brooklyn-based web3 mental health firm
Health & Wellness
• Ice Cold Club, a Brooklyn-based provider of wellness products and services
• Harlem Drip, a Manhattan-based IV drip therapy provider
Frequently Asked Questions
What Are the Main Differences Between LLCs, Corporations, and Partnerships?
LLCs offer flexibility and personal liability protection, ideal for small to medium-sized businesses. Corporations, suitable for businesses seeking to raise capital through stock, offer liability protection but are subject to more regulations and double taxation. Partnerships, easy to form, involve shared responsibility and liability, making them suitable for joint ventures without formal corporate structures.
How Do I Choose the Right Business Structure for My Company?
To choose the right business structure, consider factors like the level of liability protection you need, tax implications, and the ability to raise capital. An LLC is ideal for those seeking flexibility and pass-through taxation, a corporation is suited for those looking to raise capital through the stock market, and a partnership is good for joint ventures with shared responsibilities.
What Are the Legal Requirements for Starting a New Business?
The legal requirements for starting a new business include selecting a business entity, registering the business name, obtaining necessary licenses and permits, and adhering to tax registrations and employment laws. The specifics vary based on your location and business type, but these steps are critical to ensure legal compliance and operational readiness.
Why Is a Founders' Agreement Important in Managing Partnerships?
A founders' agreement is essential in managing partnerships as it outlines the roles, responsibilities, and equity shares of each partner, helping to prevent conflicts. It serves as a legal framework for decision-making, conflict resolution, and sets expectations for the operational and financial aspects of the business.
What Are the Tax Implications of Different Business Entities?
LLCs typically benefit from pass-through taxation, avoiding double taxation faced by corporations. Corporations are taxed on profits and shareholders are taxed on dividends. Partnerships also have pass-through taxation, with profits and losses reported on individual partners' tax returns. The right choice depends on your business size, revenue, and growth plans.
Why Is an Employer Identification Number (EIN) Essential for My Business?
An EIN is essential as it is used by the IRS to identify your business for tax purposes. It's required for filing business tax returns, opening a business bank account, and hiring employees. Obtaining an EIN legitimizes your business as a separate legal entity and is a crucial step in business formation.
How Do Bylaws and Operating Agreements Benefit My Business?
Bylaws and operating agreements establish the internal rules and procedures for your business, including management structure, decision-making processes, and conflict resolution mechanisms. They provide a clear governance framework, helping to maintain order, consistency, and professionalism in business operations.
What Should I Consider When Establishing My Business’s Capital Structure?
When establishing your business’s capital structure, consider the mix of debt and equity financing that suits your business goals and growth strategy. Equity financing involves selling shares of your company, while debt financing means borrowing funds. The right balance depends on your company's size, industry, and financial health.
Can I Change My Business Structure As My Company Grows, and How?
Yes, you can change your business structure as your company grows. The process involves legal steps such as filing paperwork with state authorities, updating your EIN if necessary, and/or revising legal documents like bylaws or operating agreements. This change is often made to accommodate growth, attract more investment, or improve tax efficiency.
Why Is Legal Assistance Important in Navigating Financial Regulations for My Business?
Legal assistance is important in navigating the complex landscape of financial regulations to ensure compliance and avoid legal pitfalls. An attorney can help with setting up compliant bank accounts, understanding financial regulations, and ensuring that your business operations align with laws related to finance and taxation.