Dallas-Fort Worth Business Development Attorneys

Protecting the Interests of Business Owners

Whether you have only one rental house or a multimillion-dollar business, you must have the proper business structure in place to protect your assets and plan your legacy. So often, business owners are consumed with daily operations that they are unaware of the risks inherent in working without a professionally crafted business structure. Crain & Wooley excels in creating easy-to-manage, yet effective, plans that mitigate risk, protect personal assets, provide for succession planning, and more.

What Is the Difference Between an L.L.C. and S Corp?

We know that tax rates and paying taxes are major concerns for business owners, which is why we are committed to helping clients determine how to structure their businesses.

Many people, to their detriment, use the terms L.L.C. and S Corp interchangeably. An L.L.C. is a formal business structure that, protects the business owner’s personal assets by separating personal and business activities. An S Corp is a type of tax classification that can be used by both corporations and LLCs.

Why Do Business Owners Use L.L.C.s?

An LLC offers two main benefits: asset protection and a less complicated tax and formal structure than a corporation. Small businesses and individuals tend to use L.L.C.s for personal and investment purposes. An LLC will protect a business owner’s personal assets from being seized to pay off debts accrued by the business. This means that if the LLC files for bankruptcy or defaults on loans, then creditors could not garnish personal accounts or seize property to satisfy debts.

LLCs are considered a pass-through entity, so the LLC does not pay taxes itself. Instead, the profits and losses of the corporation are passed through to the owners and are taxed at the owner’s personal rate. LLC owners have the authority to continue making everyday decisions without encountering any unnecessary burdens.

Why Do Business Owners Use S Corps?

Although corporations are normally taxed at the corporate entity level, S Corps aren’t, and can pass corporate income, losses, deductions, and credits through to their shareholders for federal tax purposes. Since all financial considerations are assessed at the individual income tax rates of shareholders, S Corporations avoid double taxation on corporate income.

To qualify as an S Corporation, the company must meet the following conditions:

  • Can’t have more than 100 shareholders
  • Must be a U.S. company
  • Must meet certain shareholder qualifications
  • Cannot be considered an ‘ineligible corporation’ under the law

If the company meets all the requirements listed above, then the corporation must submit Form 2553 no more than two months and 15 days after the beginning of the tax year the S Corp election is going to take effect (IRC 1362(b)).

Contract Review & Negotiation

The devil is in the details. Whether a lease, a maintenance contract, a non-disclosure agreement, land sale, or any other type of contract, Crain & Wooley is here to serve as your trusted partner in drafting and reviewing contracts to reach your goals.

Our reliable attorneys are familiar with a wide range of business development contracts, and we can clearly explain all of your options so you can make informed decisions. With our comprehensive contract review and negotiation services, you can feel confident you won't have to waste your valuable time and hard-earned money on potential disputes and future headaches.

Continuity Planning

Without a carefully crafted succession plan, business assets are often frozen during a business owner’s incapacity and after their death. Many small business owners use LLCs for rental properties and service businesses because this structure offers great liability protection when paired with simple management.

However, the simplicity of LLCs can often create issues if the owner is incapacitated or dies. That is why is it is important to have an operating agreement that explains what happens, and who is in charge when the owner passes away or becomes disabled and unable to oversee business operations.

The following topics should be covered in a comprehensive operating agreement:

  • The company’s contact information
  • The names of each partner, as well as their roles and responsibilities
  • A list of the percentage of shares owned by each partner
  • Emergency operations policies and procedures
  • Disability and death planning
  • Guidelines for business meetings, taking votes, and financial decision making/accounting

Planning in advance for business continuity can allow the transition when an owner dies to happen with little to no disruption to the business. Business owners certainly have plenty on their plates to keep them busy, but that is all the more reason to have a business continuity plan ready. If you have questions about planning for your business to continue without interruption upon your incapacity or death, please reach out to our knowledgeable legal professionals.

Do you need help choosing the right formation to properly develop your business? Then please contact Crain & Wooley today at (972) 560-6288 or use our convenient online scheduler to set up a free consultation with our business development attorneys

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