Business Formation

Businesses are formed in a variety of ways. There’s the sole proprietorship, the general and limited partnership, limited liability companies, corporations, and joint ventures.  Each form has its virtues.  At Berg & McLaughlin, we know that the best way to start with business entity planning is to listen carefully to the client’s business plan and objectives, then to apply the firm’s experience in advising the client.

There are many good reasons for establishing a business entity.  Protecting the owner’s personal assets is, of course, a well known benefit.  Some entities provide favorable tax treatment.  But, perhaps the best reason is to regulate the business relationship between owners.  Many small businesses start with a friendly handshake and break down when the terms of the shake are misunderstood, or unforeseen circumstances complicate the original “deal.”

The lawyers at Berg & McLaughlin have experience in guiding a client in setting out the terms of a business relationship.  Some terms are unique to the business, but others are fairly standard: What happens when a working partner dies, wants to retire, or becomes incapacitated?  What rights do minority owners have against dilution?  What protections do shareholders have to oversee management? When can owners call for more capital and what happens if an owner doesn’t pay his share?  What happens if the owners deadlock over a management issue?  How and when are profits and losses distributed? When can an owner sell his shares?

Clients who come to Berg & McLaughlin will have the opportunity to discuss and resolve these and many other business-related questions in the process of forming or revising a business entity.