Business Law & Corporate Formation

Getting Your Business Started on the Right Foot


Business Law & Corporate Formation

Business formation in the form of limited liability companies gained widespread acceptance after the IRS began taxing them as partnerships rather than corporations. Many experts believe they will become the preferred way of operating small and large businesses. LLCs limit the liability of owners like corporations, but without the corporate formalities. An LLC business formation can work for:

  • Start-up businesses
  • Venture capital organizations
  • Real estate ventures
  • Estate planners
  • Joint ventures
  • Subsidiary companies

The business law attorneys at the Strazzullo Law & Associates, PLLC can help you organize your new business venture or simplify the structure of an existing business as an LLC, S-corporation, partnership, sole proprietorship, or other business entity types. Contact our New York law office to learn more about business formation.

Forming a Limited Liability Company

You should consider a limited liability company whenever you consider starting a new venture or restructuring an existing business. The benefits of limited liability companies include their favorable tax treatment, limited liability, flexible management, and relaxed formality.

A limited liability company is formed by filing a simple form of articles of organization with the secretary of state. The articles may appoint people to manage the company, create obligations for owners and limit the authority of owners to bind the company. Members of the LLC usually enter into an operating agreement, similar to the bylaws and shareholders’ agreement of a corporation or a partnership. Operating agreements typically remain confidential and cover capital contributions, allocation of profits and losses, distribution of earnings, management, transfer of investment, and dissolution of the company.

Tax Aspects of an LLC

Properly structured LLCs are not subject to state or federal income tax and investments in the company do not result in any tax on the company or its owners. Instead, the owners of the company pay tax on its income as if it were a partnership, if the LLC meets certain IRS tests. Our business lawyers will draft your company’s organizational documents to satisfy those IRS requirements.

Financing Your Company

Profits and losses in a limited liability company are allocated among the owner / members as defined in the company’s articles of organization or operating agreement. There are situations in which an owner / manager could become responsible for the financial obligations of the company. Your business lawyer can advise you ways to avoid personal liability for company debts.

Contact the Strazzullo Law & Associates, PLLC to speak to an experienced business lawyer about starting an LLC, or any other type of new business.