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Business Formation

Entity choice, formation documents, and the agreements that keep founders aligned from the first day.

What This Covers

Choosing between an LLC, a corporation, or a partnership sets up everything that comes later: who owns the company and makes decisions, how owners get paid, what happens when a partner joins or you sell. I help you answer those questions before anything is filed, and I work with your accountant so the entity you choose and the way it’s taxed fit together.

I form entities in Nebraska, Delaware, and other states, depending on where the company is headed. The state filing itself is one step. The operating agreement, bylaws, and shareholder agreements are where the real rules live, and a company formed from a template and never looked at again is a common and avoidable problem.

Nonprofits follow a different path: a nonprofit corporation, bylaws built for a board rather than owners, and, where it makes sense, an application to the IRS for tax-exempt status.

How the Work Starts

It starts with a first meeting. It helps to come with the number of owners and what each is contributing, how you plan to fund the business, any paperwork already in place, and your accountant’s name if you have one. See how engagements work.

What Shapes the Scope

Cost depends on the entity type, the number of owners, and how much paperwork is already in place. Straightforward formations are usually quoted as a flat fee, so you know the cost before the work begins.

Questions people ask

Questions About
Business Formation

Quick answers to the things owners ask before they call.

Yes, I’d recommend one. A single-member LLC without an operating agreement runs on the state’s default rules, which weren’t written with your business in mind. A written agreement also helps show that the company is separate from you, which matters for liability protection. Banks often ask for one when you open an account, and it can say what happens to the company if you die or become incapacitated.

It depends on where the company is headed. Delaware has well-developed business law and a specialized business court, and investors are familiar with it, which is why venture-backed companies usually form there. But a Delaware company operating elsewhere also has to register in its home state, so you pay two sets of fees and file two sets of reports. For a business that won’t be raising outside capital, forming at home is often simpler and cheaper.

An LLC is flexible: owners can split profits and decision-making however they agree, with relatively little required formality. A corporation is more structured, with a board, officers, and shares, and it’s what most outside investors expect. Either can choose how it’s taxed, within limits, so I work with your accountant to make sure the entity choice and the tax treatment fit together.

Usually, yes. Most states allow a company to convert from one entity type to another or to reorganize through a merger. But a change later costs more than getting it right at the start, and some conversions have tax consequences. If a change is likely, such as an LLC planning to take venture money, we can plan for it at formation.

More than filing articles. A charitable nonprofit typically needs a nonprofit corporation, bylaws, an initial board, and basic policies such as a conflict-of-interest policy. It then applies to the IRS for recognition of tax-exempt status, and some states require registration before you solicit donations. IRS review can take several months, so it’s worth starting well before you plan to begin fundraising.

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