Entity Selection & Formation

GDCR attorneys regularly assist in selecting and forming the appropriate legal entities and structures for their clients and business ventures.

Choosing the right legal entity is a critical tool for effectively managing liability, tax, governance, and business succession issues, as well as providing the best structure for transferring and financing the acquisition or divestiture of assets. Our role is to provide practical and proven legal advice regarding the risks, costs, and benefits of owning and operating a particular business venture through the possible legal entities that may be available for such.

We strategize with our clients on the best type of legal structure to own the assets of the business, the tax consequence of each selection, the number and nature of the investors/owners contemplated, governance and control issues, and consider future plans for growth of the business in determining the best structure.

We advise on choices such as:

    • Limited Liability Companies (LLCs), which offer substantial advantages that minimize the personal liability of investors while maximizing favorable federal and state tax treatment.
    • S Corporations, which can be appropriate for complex investments and transactions.
    • C Corporations, which can be appropriate for joint ventures that are partnering with companies in foreign countries as C Corporations are allowed to have foreign residents as shareholders.
    • Family Limited Liability Partnerships (FLLPs), which provide favorable tax treatment for transferring assets to the next generation and create proven governance structures for managing and protecting the assets.
    • Limited Partnerships (LPs), which provide similar tax treatment as LLCs, but with different liability issues.

In addition to helping our clients choose the appropriate legal entity, we advise on the proper jurisdiction of an organization and work with our clients’ accountants and tax advisers to reflect their concerns in the details of entity formation. Once the client has selected the legal structure and jurisdiction for the entity, our attorneys and paralegals prepare the necessary governing documents for the entity and file the forms with the appropriate governmental agencies.