Business Entity Formation

New and existing businesses in New York City often struggle with the idea of incorporating or forming a limited liability company (LLC). They are bombarded with information from advertisements, the media and even entertainment sources praising the virtues of formal incorporation or similar business entity formation that would limit an owner’s personal liability and offer tax advantages. States like Nevada and Delaware regularly market themselves as ideal jurisdictions for forming corporations and LLCs further complicating the decision making process. Professionals are typically limited to forming Professional Corporations or Professional LLCs. At KISHNER & MILLER, we help our clients sift through all the complicated forms of incorporation, LLCs and partnerships to help determine whether a corporation, LLC or partnership is right for their business in the first place. For many businesses, start-ups and existing companies, the sole proprietorship or general partnership may still be the best business entity.

Only a full and thorough discussion may a determination be made as to whether or not a more formal business entity is right for their business, and if it is which entity best suits their business goals. For most corporations and LLCs, we charge a flat fee. More complicated matters require more attorney time, and in such circumstances an hourly fee is charged. However, KISHNER & MILLER is committed to efficient and cost effective representation.

Our services include:

• C Corporation
• S Corporation
• Professional Corporation
• Limited Liability Company (LLC)
• Limited Liability Partnership (LLP)
• Limited Partnership
• General Partnership
• Joint Venture
• Non-Profit Corporation

A Corporation or LLC offers many advantages including protecting personal assets, reducing tax burdens (in some cases), providing group health insurance plans and pension plans, and creating a perpetual business entity that is often easier to raise capital for, finance and sell. Whether incorporation is right for your business depends on a number of factors and the ultimate decision is best made after consultation with an attorney and tax professional.

Generally, the size of a business is an important consideration. Businesses with a large number of employees, multiple owners, and a significant capital investment will find that incorporation most often offers significant benefit. Smaller businesses are more likely to benefit from an S-Corporation, LLC or even sole proprietorship . The tax and limited liability advantages offered by formal business entities are generally less advantageous for smaller businesses. The tax differential to single owners is most often negligible or non-existent, and new business owners that incorporate most often find that their personal guarantee is still required to obtain financing. Given the expense and time consuming nature of maintaining important corporate formalities, operating a sole proprietorship with adequate insurance coverage is all that the small business owner may need. When there are multiple owners involved as is the case most often, other considerations surface. How do the individual owners deal with eventualities relating to the sale of ownership interests, bringing new partners on board, divorce, bankruptcy or the death of a partner? These are important.

Call us now at (212) 585-3425 or email Kishner@kishnerlegal.com