Corporate Formations
Christopher A. Benson, Esq.
Law Offices of Christopher A. Benson, PLLC
1814 South 324th Place
Federal Way, WA 98003
(253) 815-6940
Google Map and Reviews:
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I can help you form the Business Entity of your choice!
There are 5 basic forms which you can use to conduct your business. Each different form has its pros and cons depending on the type of business needs you have. I have helped form many partnerships, corporations, and Limited Liability Companies. I have revised homer-owner associations bylaws and drafted corporate articles. I am experienced in establishing any type of business or simply providing a ‘check up’ to ensure that your business is up-to-date in all legal respects.
I have included a quick overview of the essential elements of each business form or business entity you would commonly deal with:
Sole Proprietorship
PartnershipsLimited PartnershipsCorporations
Limited Liability Companies (“LLC”)
Sole Proprietorship
Easy to form
No need for any paperwork
Taxed as regular income
Unlimited personal liability
Partnerships
Easy to form
One can also form limited liability partnerships (LLP)
Requires filing with the Secretary of State
Limited Liability
No need for any paperwork
Modify partnership per written agreement
Pass-through entity
Income tax liability based on partnership income
Tax apportioned among partners depending on partner’s share
Taxable income even if partner did not receive a disbursement from partnership
Partnership has to be dissolved when one partner dies or one partner wishes to leave
Unlimited personal liability of every partner
Liability for acts of other partners
Limited Partnerships
Requires filing with Secretary of State
One can also form Limited Liability Limited Partnerships (LLLP)
Requires filling with the Secretary of State
Limited Liability
Modify partnership per written agreement
Pass-through Entity
Income tax liability based on partnership income
Tax apportioned amount partners depending on partner’s share
Taxable income even if partner did not receive disbursement from partnership
Partnership has to be dissolved when one partner dies or one partner wishes to leave
Limited partners are only liable to the extent of their investment
Limited partners can become general partners if they actively participate in the business
Corporations
Subchapter C Corporations
Requires filing with the Secretary of State
Double taxation, gain is taxed at corporate and shareholder levels
Limited Liability
Easy to sell ownership because of stock certificates
Continuity beyond the death of shareholders and officers
Subchapter
Requires filing with the Secretary of State
No more than 35 shareholders
Limited Liability
Only individuals, estates and certain types of trust can be shareholders
Non-resident aliens cannot be shareholders
Only one class of stock
Corporations may not own 80% or more of the stock of another corporation
Gain is taxable at shareholder level
Limited Liability Companies
Easy to form
Simple form and $175 filing fee
Requires only one person
Gain is taxable at member level as income tax
Can elect to be taxed as C Corporation
Very flexible entity
Limited Liability
Several tax advantages over other entities
Additional Resources:
Washington Secretary of State, Corporations Division:
