Business Entity Formation and Planning

Deciding on the best legal and tax structure for your company requires:

  • Considering the legal ramifications of types of entities;
  • Which type of entity has the lowest overall tax burden;
  • Ease of management;
  • Maximum protection from debts and creditors; and
  • Special needs for your particular type of business or industry.

Forming a new business can present complex tax, securities, and governance issues. Corporations, LLCs, partnerships, and sole proprietorships are appropriate for different goals and have specific guidelines for business formation. We represent a wide range of clients with both complex and routine business and legal issues related to planning, starting, expanding, and exiting their businesses.

We regularly advise clients on such issues as:

  • Development of business plans
  • Choice of entity 
  • Entity formation
  • Special purpose entity (SPE) structures
  • Drafting agreements, such as limited liability company and partnership agreements, and corporate governance agreements
  • State and federal filings
  • Licensing and regulatory compliance
  • Capital formation, including venture capital, bank financing, and private equity
  • Tax planning for the formation, purchase, structuring, reorganization, or sale of a business
  • Management structuring, including director and officer responsibilities
  • Drafting, reviewing and negotiating employment contracts
  • Risk management
  • Real estate issues
  • Administration of outbound and inbound foreign trust and entity structures for multi-jurisdictional clients
  • Succession planning
  • Exit planning

Minimizing Tax

Choosing the right business entity form to minimize taxes is fundamental to good business planning. We help clients evaluate whether a limited partnership or some other organization, such as a limited liability company, S Corporation or C Corporation, is the best way to meet growth and financing needs while maximizing tax advantages. We then help create the appropriate management and organizational structure. And because entity taxation differs from state to state, we keep current on the various intangibles taxes and transfer taxes that states impose.

Controlling Liabilities

We thoroughly advise clients on the formation and structure of such entities as development companies, operating companies, and holding companies, considering such factors as asset protection, accommodating the ownership of multiple asset classes, and tax efficiencies. Protection of personal assets is the number one reason business owners decide to incorporate or form an LLC.  Business owners need to consider how much of a liability risk they are willing to take on personally.  If you personally cannot afford the risk, a sole proprietorship or partnership might not be the best business structure for you.

With over 28 years of experience, Rockefeller Tax Pros can ensure that all angles of forming an entity are being considered for the best tax consequences for the owners. We will work with you to consider all of the venture options for the best tax consequences for the owners.